M&A: EA Series Trust

Form Type: 497

Filing Date: 2024-12-30

Corporate Action: Merger

Type: New

Accession Number: 000159290024002732

Comments: A Special Meeting of Shareholders for Matrix Advisors Value Fund, Inc. (Target Fund) has been scheduled for January 30, 2025, to vote on a proposed Agreement and Plan of Reorganization with Matrix Advisors Value ETF (Acquiring Fund), a newly created series of EA Series Trust. The Plan entails transferring all assets of the Target Fund to the Acquiring Fund in exchange for shares and cash, alongside the Acquiring Fund assuming all liabilities of the Target Fund. Target Fund shareholders with Qualifying Accounts will receive Acquiring Fund shares, while those in Non-Qualifying Accounts will receive cash equivalent to the NAV of their shares. The Reorganization is designed to lower operating expenses and provide more flexible transaction options for shareholders. The Target Fund Board has approved the Plan after careful consideration and enthusiasm for the benefits offered by the Acquiring Fund structure. In the event the Plan is not approved, the Target Fund would continue operations as is. The Reorganization is not expected to result in taxable gains except for cash received in lieu of fractional shares. The expected effective date for the Reorganization is on or about February 21, 2025.

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Form Type: 497

Filing Date: 2024-12-27

Corporate Action: Merger

Type: New

Accession Number: 000159290024002730

Comments: A Special Meeting of Shareholders of the Matrix Advisors Value Fund, Inc. (the 'Target Fund') is scheduled for January 30, 2025, to approve an Agreement and Plan of Reorganization (the 'Plan') that proposes transferring all assets of the Target Fund to the Matrix Advisors Value ETF (the 'Acquiring Fund'), a new series of the EA Series Trust. Shareholders holding their Target Fund shares through a brokerage account that allows ETF investments will receive shares of the Acquiring Fund and cash for any fractional shares. Those with Non-Qualifying Accounts will receive cash equal to the net asset value of their Target Fund shares and will not become shareholders of the Acquiring Fund. The Reorganization, expected on or about February 21, 2025, aims to reduce operating expenses, enhance trading flexibility, and may provide favorable tax implications for shareholders. The proposal was unanimously approved by the Target Fund Board on November 1, 2024, and requires shareholder approval to proceed. Details, including voting procedures and proxy information, are provided in the attached Proxy Statement/Prospectus.

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