QQQ Invesco QQQ Trust Series 1

		Invesco Annual Report to Shareholders   September 30, 2022   QQQ     Invesco QQQ TrustSM, Series 1

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Table of Contents

 

Invesco QQQ TrustSM, Series 1
Introduction			3
Schedule of Investments			4
Statement of Assets and Liabilities			6
Statement of Operations			7
Statement of Changes in Net Assets			8
Financial Highlights			9
Notes to Financial Statements			10
Report of Independent Registered Public Accounting Firm			15
Supplemental Information (Unaudited)			16
Tax Information (Unaudited)			19

 

		2

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Introduction

 

 

		3

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Invesco QQQ Trust^SM, Series 1 (QQQ)

September 30, 2022

Schedule of Investments^(a)

 

		Shares				Value
Common Stocks & Other Equity Interests-99.97%
Automobiles-5.17%
Lucid Group, Inc.(b)			24,636,760			$	344,175,537
Tesla, Inc.(b)			27,507,993				7,296,495,144
							7,640,670,681
Beverages-3.20%
Keurig Dr Pepper, Inc.			20,793,849				744,835,671
Monster Beverage Corp.(b)			7,736,594				672,774,214
PepsiCo, Inc.			20,262,288				3,308,021,139
							4,725,631,024
Biotechnology-4.53%
Amgen, Inc.			7,854,766				1,770,464,256
Biogen, Inc.(b)			2,130,859				568,939,353
Gilead Sciences, Inc.			18,404,123				1,135,350,348
Moderna, Inc.(b)			5,744,219				679,253,897
Regeneron Pharmaceuticals, Inc.(b)			1,573,892				1,084,206,982
Seagen, Inc.(b)			2,708,232				370,567,385
Vertex Pharmaceuticals, Inc.(b)			3,765,739				1,090,332,070
							6,699,114,291
Commercial Services & Supplies-0.64%
Cintas Corp.			1,498,338				581,639,829
Copart, Inc.(b)			3,489,628				371,296,419
							952,936,248
Communications Equipment-1.65%
Cisco Systems, Inc.			60,804,908				2,432,196,320
Electric Utilities-1.43%
American Electric Power Co., Inc.			7,543,536				652,138,687
Constellation Energy Corp.			4,796,179				398,994,131
Exelon Corp.			14,587,611				546,451,908
Xcel Energy, Inc.			8,031,858				514,038,912
							2,111,623,638
Entertainment-2.06%
Activision Blizzard, Inc.			11,486,970				853,941,350
Electronic Arts, Inc.			4,082,718				472,411,299
NetEase, Inc., ADR (China)			2,384,673				180,281,279
Netflix, Inc.(b)			6,529,918				1,537,403,894
							3,044,037,822
Food & Staples Retailing-2.35%
Costco Wholesale Corp.			6,504,342				3,071,805,596
Walgreens Boots Alliance, Inc.			12,690,497				398,481,606
							3,470,287,202
Food Products-1.15%
Kraft Heinz Co. (The)			17,994,141				600,104,603
Mondelez International, Inc., Class A			20,124,970				1,103,452,105
							1,703,556,708
Health Care Equipment & Supplies-1.41%
Align Technology, Inc.(b)			1,146,968				237,548,543
DexCom, Inc.(b)			5,764,539				464,275,971
IDEXX Laboratories, Inc.(b)			1,222,639				398,335,786
Intuitive Surgical, Inc.(b)			5,243,710				982,881,002
							2,083,041,302
Hotels, Restaurants & Leisure-2.48%
Airbnb, Inc., Class A(b)			5,861,272				615,668,011

		Shares				Value
Hotels, Restaurants & Leisure-(continued)
Booking Holdings, Inc.(b)			583,079			$	958,121,243
Marriott International, Inc., Class A			4,765,640				667,856,790
Starbucks Corp.			16,848,107				1,419,621,496
							3,661,267,540
Industrial Conglomerates-1.12%
Honeywell International, Inc.			9,892,289				1,651,715,494
Interactive Media & Services-10.10%
Alphabet, Inc., Class A(b)			53,067,751				5,075,930,383
Alphabet, Inc., Class C(b)			54,546,187				5,244,615,880
Baidu, Inc., ADR (China)(b)			2,672,818				314,029,387
Match Group, Inc.(b)			4,155,358				198,418,344
Meta Platforms, Inc., Class A(b)			30,225,048				4,100,934,513
							14,933,928,507
Internet & Direct Marketing Retail-8.05%
Amazon.com, Inc.(b)			90,165,635				10,188,716,755
eBay, Inc.			8,066,742				296,936,773
JD.com, Inc., ADR (China)			7,409,897				372,717,819
MercadoLibre, Inc. (Brazil)(b)			739,181				611,879,248
Pinduoduo, Inc., ADR (China)(b)			6,873,107				430,119,036
							11,900,369,631
IT Services-3.48%
Automatic Data Processing, Inc.			6,101,485				1,380,094,892
Cognizant Technology Solutions Corp., Class A			7,602,975				436,714,884
Fiserv, Inc.(b)			9,391,463				878,759,193
Okta, Inc.(b)			2,214,309				125,927,753
Paychex, Inc.			5,284,802				593,007,632
PayPal Holdings, Inc.(b)			16,981,368				1,461,586,344
VeriSign, Inc.(b)			1,575,241				273,619,362
							5,149,710,060
Life Sciences Tools & Services-0.30%
Illumina, Inc.(b)			2,309,784				440,683,689
Machinery-0.29%
PACCAR, Inc.			5,105,882				427,311,265
Media-1.99%
Charter Communications, Inc., Class A(b)			2,358,958				715,589,909
Comcast Corp., Class A			64,664,235				1,896,602,013
Sirius XM Holdings, Inc.			57,181,465				326,506,165
							2,938,698,087
Multiline Retail-0.30%
Dollar Tree, Inc.(b)			3,288,179				447,521,162
Pharmaceuticals-0.32%
AstraZeneca PLC, ADR (United Kingdom)			8,690,590				476,591,956
Professional Services-0.27%
Verisk Analytics, Inc.			2,304,691				393,018,956
Road & Rail-0.84%
CSX Corp.			31,441,176				837,592,929
Old Dominion Freight Line, Inc.			1,641,186				408,277,841
							1,245,870,770

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

		4

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Invesco QQQ Trust^SM, Series 1 (QQQ)–(continued)

September 30, 2022

 

    

 

		Shares				Value
Semiconductors & Semiconductor Equipment-13.53%
Advanced Micro Devices, Inc.(b)			23,704,270			$	1,501,902,547
Analog Devices, Inc.			7,552,484				1,052,363,121
Applied Materials, Inc.			12,632,538				1,034,983,838
ASML Holding N.V., New York Shares (Netherlands)			1,264,161				525,069,271
Broadcom, Inc.			5,946,647				2,640,370,735
Intel Corp.			60,291,099				1,553,701,621
KLA Corp.			2,082,158				630,123,476
Lam Research Corp.			2,011,519				736,215,954
Marvell Technology, Inc.			12,519,369				537,206,124
Microchip Technology, Inc.			8,112,482				495,104,777
Micron Technology, Inc.			16,198,242				811,531,924
NVIDIA Corp.			31,014,619				3,764,864,600
NXP Semiconductors N.V. (China)			3,855,995				568,797,822
QUALCOMM, Inc.			16,489,959				1,863,035,568
Skyworks Solutions, Inc.			2,355,948				200,891,686
Texas Instruments, Inc.			13,416,639				2,076,627,384
							19,992,790,448
Software-17.00%
Adobe, Inc.(b)			6,871,947				1,891,159,814
ANSYS, Inc.(b)			1,278,556				283,455,865
Atlassian Corp. PLC, Class A(b)			2,127,487				448,027,487
Autodesk, Inc.(b)			3,169,781				592,115,091
Cadence Design Systems, Inc.(b)			4,021,599				657,249,925
Crowdstrike Holdings, Inc., Class A(b)			3,154,518				519,896,112
Datadog, Inc., Class A(b)			4,270,245				379,112,351
DocuSign, Inc.(b)			2,935,882				156,981,610
Fortinet, Inc.(b)			11,578,453				568,849,396
Intuit, Inc.			4,141,901				1,604,241,095

		Shares				Value
Software-(continued)
Microsoft Corp.			66,006,680			$	15,372,955,772
Palo Alto Networks, Inc.(b)			4,389,078				718,887,086
Splunk, Inc.(b)			2,389,053				179,656,786
Synopsys, Inc.(b)			2,245,317				685,966,797
Workday, Inc., Class A(b)			2,951,464				449,271,850
Zoom Video Communications, Inc., Class A(b)			3,685,217				271,195,119
Zscaler, Inc.(b)			2,083,012				342,384,682
							25,121,406,838
Specialty Retail-0.74%
O’Reilly Automotive, Inc.(b)			929,744				653,935,442
Ross Stores, Inc.			5,138,400				433,012,968
							1,086,948,410
Technology Hardware, Storage & Peripherals-13.30%
Apple, Inc.			142,235,301				19,656,918,598
Textiles, Apparel & Luxury Goods-0.34%
lululemon athletica, inc.(b)			1,796,194				502,143,995
Trading Companies & Distributors-0.26%
Fastenal Co.			8,438,449				388,506,192
Wireless Telecommunication Services-1.67%
T-Mobile US, Inc.(b)			18,414,124				2,470,623,017
TOTAL INVESTMENTS IN SECURITIES-99.97% (Cost $216,264,541,045)							147,749,119,851
OTHER ASSETS LESS LIABILITIES-0.03%							47,148,112
NET ASSETS-100.00%						$	147,796,267,963

 

Investment Abbreviations:

ADR-American Depositary Receipt

Notes to Schedule of Investments:

(a)	Industry and/or sector classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.

(b)	Non-income producing security.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

		5

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Statement of Assets and Liabilities

September 30, 2022

 

		Invesco QQQ TrustSM,
		Series 1 (QQQ)
Assets:
Investments in securities, at value						$147,749,119,851
Cash						482,770,507
Receivable for:
Dividends						28,268,579
Investments sold						3,192,648,091
Fund shares sold						3,511,638,289
Total assets						154,964,445,317
Liabilities:
Payable for:
Distributions						282,537,416
Amount due to Licensor						33,653,997
Amount due to Trustee						12,684,494
Amount due to Sponsor						132,889,685
Investments purchased						3,511,487,655
Fund shares repurchased						3,192,871,546
Accrued expenses						2,052,561
Total liabilities						7,168,177,354
Net Assets						$147,796,267,963
Net assets consist of:
Shares of beneficial interest						$222,332,608,320
Distributable earnings (loss)						(74,536,340,357	)
Net Assets						$147,796,267,963
Shares outstanding (unlimited amount authorized, no par value)						553,100,000
Net asset value						$                267.21
Investments in securities, at cost						$216,264,541,045

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

		6

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Statement of Operations

For the years ended September 30, 2022, 2021, 2020

 

		Invesco QQQ TrustSM, Series 1 (QQQ)
		2022								2021								2020
Investment income:
Dividend income		$	1,445,317,475							$	1,197,680,583							$	947,785,717
Foreign withholding tax			(3,019,151	)							(1,527,011	)							(949,316	)
Total investment income			1,442,298,324								1,196,153,572								946,836,401
Expenses:
Licensing fees			147,972,422								131,049,411								82,322,671
Professional fees			146,350								146,350								146,752
Marketing expenses			132,632,707								114,725,473								66,859,915
Trustee fees			80,835,965								72,369,520								48,015,660
Other expenses			1,830,188								3,286,477								2,095,530
Total expenses			363,417,632								321,577,231								199,440,528
Net investment income			1,078,880,692								874,576,341								747,395,873
Realized and unrealized gain (loss) from:
Net realized gain (loss) from:
Investment securities			(2,490,022,182	)							(776,899,555	)							(1,113,632,290	)
In-kind redemptions			24,080,632,113								41,841,914,380								30,481,333,772
Net realized gain			21,590,609,931								41,065,014,825								29,367,701,482
Change in net unrealized appreciation (depreciation) on investment securities			(71,618,012,262	)							(3,466,726,979	)							11,445,165,757
Net realized and unrealized gain (loss)			(50,027,402,331	)							37,598,287,846								40,812,867,239
Net increase (decrease) in net assets resulting from operations		$	(48,948,521,639	)						$	38,472,864,187							$	41,560,263,112

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

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Statement of Changes in Net Assets

For the years ended September 30, 2022, 2021, 2020

 

		Invesco QQQ TrustSM, Series 1 (QQQ)
		2022								2021						2020
Operations:
Net investment income		$	1,078,880,692							$	874,576,341					$	747,395,873
Net realized gain			21,590,609,931								41,065,014,825						29,367,701,482
Change in net unrealized appreciation (depreciation)			(71,618,012,262	)							(3,466,726,979	)					11,445,165,757
Net increase (decrease) in net assets resulting from operations			(48,948,521,639	)							38,472,864,187						41,560,263,112
Distributions to Shareholders from:
Distributable earnings			(1,066,866,605	)							(863,542,109	)					(730,053,192	)
Shareholder Transactions:
Proceeds from shares sold			330,967,819,510								266,841,591,066						212,152,487,372
Value of shares repurchased			(315,620,823,242	)							(257,700,453,113	)					(192,325,314,221	)
Net increase in net assets resulting from share transactions			15,346,996,268								9,141,137,953						19,827,173,151
Net increase (decrease) in net assets			(34,668,391,976	)							46,750,460,031						60,657,383,071
Net assets:
Beginning of year			182,464,659,939								135,714,199,908						75,056,816,837
End of year		$	147,796,267,963							$	182,464,659,939					$	135,714,199,908
Changes in Shares Outstanding:
Shares sold			988,850,000								819,950,000						929,400,000
Shares repurchased			(945,750,000	)							(797,800,000	)					(839,150,000	)
Shares outstanding, beginning of year			510,000,000								487,850,000						397,600,000
Shares outstanding, end of year			553,100,000								510,000,000						487,850,000

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

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Financial Highlights

Invesco QQQ Trust^SM, Series 1 (QQQ)

 

		Years Ended September 30,
		2022				2021				2020				2019				2018
Per Share Operating Performance:
Net asset value at beginning of year		$	357.77			$	278.19			$	188.77			$	185.73			$	145.52
Net investment income(a)			2.01				1.79				1.71				1.62				1.42
Net realized and unrealized gain (loss) on investments			(90.60	)			79.56				89.34				2.96				40.10
Total from investment operations			(88.59	)			81.35				91.05				4.58				41.52
Distributions to shareholders from:
Net investment income			(1.97	)			(1.77	)			(1.63	)			(1.54	)			(1.31	)
Net asset value at end of year		$	267.21			$	357.77			$	278.19			$	188.77			$	185.73
Net Asset Value Total Return(b)			(24.86	)%			29.30	%			48.44	%			2.56	%			28.60	%
Ratios/Supplemental Data:
Net assets at end of year (000’s omitted)		$	147,796,268			$	182,464,660			$	135,714,200			$	75,056,817			$	74,002,284
Ratio to average net assets of:
Expenses			0.20	%			0.20	%			0.20	%			0.20	%			0.20	%
Net investment income			0.59	%			0.54	%			0.75	%			0.91	%			0.85	%
Portfolio turnover rate(c)			7.10	%			8.89	%			7.68	%			6.93	%			4.94	%

 

(a)	Based on average shares outstanding.

(b)

Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Total investment returns calculated for a period of less than one year are not annualized.

(c)	Portfolio turnover rate is not annualized for periods less than one year, if applicable, and does not include securities received or delivered from processing creations or redemptions.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

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Notes to Financial Statements

Invesco QQQ Trust^SM, Series 1

September 30, 2022

NOTE 1–Organization

The Invesco QQQ Trust^SM, Series 1 (the “Trust”) is a unit investment trust organized under the laws of the State of New York and registered under the Investment Company Act of 1940, as amended (the “1940 Act”).

The shares of the Trust are referred to herein as “Shares” or “Trust’s Shares.” The Trust’s Shares are listed and traded on the NASDAQ Global Market tier of NASDAQ.

The market price of each Share may differ to some degree from the Trust’s net asset value (“NAV”). Unlike conventional mutual funds, the Trust issues and redeems Shares on a continuous basis, at NAV, only in a large specified number of Shares, each called a “Creation Unit.” Creation Units are issued and redeemed principally in-kind for securities included in the NASDAQ–100 Index^® (the “Underlying Index”).

The investment objective of the Trust is to seek to track the investment results, before fees and expenses, of the Underlying Index.

The Bank of New York Mellon (the “Trustee”) has entered into an Agency Agreement with Invesco Capital Management LLC (the “Sponsor”) (the “Agency Agreement”). Under the terms of the Agency Agreement, the Sponsor will perform certain functions on behalf of the Trustee: (a) relating to the evaluation of the portfolio securities held by the Trust for the purposes of determining the NAV of the Trust, and (b) relating to rebalancing and adjustments of the Trust’s portfolio.

NOTE 2–Significant Accounting Policies

The following is a summary of the significant accounting policies followed by the Trust in preparation of its financial statements.

The Trust is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services–Investment Companies.

A.	Security Valuation - Securities, including restricted securities, are valued according to the following policies:

Portfolio securities are valued at the last trade or official closing price of the exchange on which they trade, which is deemed to be the principal market on which the securities are traded, or if there is no last trade or official closing price on the day of valuation, a security is valued at the closing bid price on that day. If a security is not quoted, if the principal market of the security is other than an exchange, or the Sponsor deems the last trade, official close price or closing bid price inappropriate for valuation purposes, then the security shall be fair valued in good faith by the Sponsor, in a manner consistent with Rule 2a-5 under the 1940 Act and pursuant to the Trust Indenture and Agreement (the “Trust Agreement”) and the Agency Agreement based (a) on the last trade or closing price for the security on another market on which the security is traded or if there is no such appropriate closing price, at the closing bid price on such other market, (b) on current bid prices on the principal market or such other markets, (c) if bid prices are not available, on the basis of current bid prices for comparable securities, (d) by the Sponsor appraising the value of the securities in good faith, or (e) any combination thereof. In the event that the Agency Agreement is terminated, the Trustee would be responsible for the valuation steps set forth above in accordance with the terms and conditions of the Trust Agreement.

B.

Investment Transactions and Investment Income - Investment transactions are accounted for on a trade date basis. Realized gains and losses from the sale or disposition of securities are computed on the specific identified cost basis. Interest income is recorded on the accrual basis from settlement date. Pay-in-kind interest income and non-cash dividend income received in the form of securities in-lieu of cash are recorded at the fair value of the securities received. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date. Realized gains, dividends and interest received by the Trust may give rise to withholding and other taxes imposed by foreign countries. Tax conventions between certain countries and the United States may reduce or eliminate such taxes.

The Trust may periodically participate in litigation related to the Trust’s investments. As such, the Trust may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Trust’s NAV and, accordingly, they reduce the Trust’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income

 

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per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Trust and the Sponsor.

C.

Country Determination - For the purposes of presentation in the Schedule of Investments, the Sponsor may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include whether the Trust’s Underlying Index has made a country determination and may include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.

D.	Dividends and Distributions to Shareholders - The Trust declares and distributes dividends, if any, from net investment income quarterly. The Trust will distribute net realized capital gains, if any, at least annually.

E.

Federal Income Taxes - The Trust intends to comply with the provisions of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), applicable to regulated investment companies and to distribute substantially all of the Trust’s taxable earnings to its shareholders. As such, the Trust will not be subject to federal income taxes on otherwise taxable income (including net realized gains) that is distributed to the shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.

The Trust recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Trust’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America (“GAAP”). These differences are primarily due to differing book and tax treatments for in-kind transactions, losses deferred due to wash sales, and passive foreign investment company adjustments, if any.

The Trust files U.S. federal tax returns and tax returns in certain other jurisdictions. Generally, the Trust is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

F.

Expenses - Under the Trust Agreement, the Trust is responsible for the Trustee’s fee (including fees for extraordinary expenses and other services), transfer agency services fees, governmental fees, any taxes, fees, and charges payable by the Trustee with respect to Shares, expenses and costs of any action taken by the Trustee or the Sponsor to protect the Trust and the rights and interests of beneficial owners of Shares, indemnification of the Trustee or the Sponsor, expenses incurred in contacting beneficial owners of Shares, brokerage commissions and other transactional charges and other out-of-pocket expenses of the Trust.

In addition, the Trust may be charged for expenses related to reimbursement to the Sponsor for annual licensing fees, federal and state annual registration fees and expenses of the Sponsor relating to the printing and distribution of marketing materials. Pursuant to the provisions of an exemptive order, the expenses set forth in this paragraph may be charged to the Trust in an amount equal to the actual costs incurred, but shall not exceed 0.20% per annum of the daily NAV of the Trust.

G.

Accounting Estimates - The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements, including estimates and assumptions related to taxation. Actual results could differ from these estimates. In addition, the Trust monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.

H.

Indemnifications - In the normal course of business, the Trust enters into contracts that contain a variety of representations and warranties, which provide general indemnifications. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.

I.	Other Risks

COVID-19 Risk. The COVID-19 strain of coronavirus has resulted in instances of market closures and dislocations, extreme volatility, liquidity constraints and increased trading costs. Efforts to contain its spread have resulted in travel restrictions, disruptions of healthcare systems, business operations (including business closures) and supply chains, layoffs, lower consumer demand and employee availability, and defaults and credit downgrades, among other significant economic impacts that have disrupted global economic activity across many industries. Such economic impacts may exacerbate other pre-existing political, social and economic risks locally or globally and cause general concern and uncertainty. The full economic impact and ongoing effects of COVID-19 (or other future epidemics or pandemics) at the macro-level and on individual businesses are unpredictable and may result in significant and prolonged effects on the Trust’s performance.

Equity Risk. An investment in the Trust should be made with an understanding of the risks inherent in an investment in equity securities, including the risk that the financial condition of issuers may become impaired or that the general condition of the stock market may deteriorate (either of which may cause a decrease in the value of the securities held by the Trust and thus in the value of Shares). Equity securities, and therefore depositary receipts, are susceptible to general stock market

 

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fluctuations and to volatile increases and decreases in value as market confidence in and perceptions of their issuers change. These investor perceptions are based on various unpredictable factors including: expectations regarding government; economic, monetary and fiscal policies; inflation and interest rates; economic expansion or contraction; and global or regional political, economic and banking crises.

Index Risk. Unlike many investment companies, the Trust does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, the Trust would not necessarily buy or sell a security unless that security is added or removed, respectively, from its Underlying Index, even if that security generally is underperforming.

Non-Correlation Risk. The Trust’s return may not match the return of its Underlying Index for a number of reasons. For example, the Trust incurs operating expenses not applicable to its Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Trust’s securities holdings to reflect changes in the composition of its Underlying Index. In addition, the performance of the Trust and its Underlying Index may vary due to asset valuation differences and differences between the Trust’s portfolio and its Underlying Index resulting from legal restrictions, costs or liquidity constraints.

NOTE 3–Agreements with the Trustee, Licensor and Sponsor

The Trust accrues daily and pays monthly the expenses of its operations, including Trustee fees, reimbursement to the Sponsor for expenses relating to the marketing of the Trust and fees to the Nasdaq, Inc. (the “Licensor”) for a license to use the Underlying Index as a basis for determining the composition and weighting of securities held by the Trust.

The Sponsor entered into a license agreement with the Licensor (the “License Agreement”). Under the License Agreement, the license fee payable by the Trust is at an annual rate equal to the sum of (i) the product of (A) that portion of the average net assets of the Trust and other Nasdaq-related products of the Sponsor and its affiliates, on an aggregate basis, up to and including $25,000,000,000 and (B) 0.09%, and (ii) the product of (A) an amount equal to that portion of the average net assets of the Trust and other Nasdaq-related products of the Sponsor and its affiliates, on an aggregate basis, in excess of $25,000,000,000 and (B) 0.08%, with such sum multiplied by the percentage of the aggregate average net assets attributable to the Trust. The license fee, under no circumstances, will exceed 0.09% of the aggregate average net assets, but may be lower in the future based on the aggregate average net assets. The License Agreement may be amended by the parties thereto without the consent of any of the beneficial owners of Trust shares and the License Agreement has no expressed termination date.

In accordance with the Trust Agreement, the Trustee maintains the Trust’s accounting records, acts as custodian and transfer agent to the Trust, and provides administrative services, including filing of all required regulatory reports. The Trustee is also responsible for determining the composition of the portfolio of securities, which must be delivered in exchange for the issuance of Creation Units of the Trust, and for adjusting the composition of the Trust’s portfolio from time to time to conform to changes in the compositions and/or weighting structure of the Underlying Index.

For these services, the Trustee receives a fee at the following annual rates:

 

Net Assets		Fee as Percentage of Net  Assets
$0-$499,999,999*		0.10% per annum
$500,000,000-$2,499,999,999*		0.08% per annum
$2,500,000,000-$24,999,999,999*		0.06% per annum
$25,000,000,000-$49,999,999,999*		0.05% per annum
$50,000,000,000 and above*		0.04% per annum

 

*	The fee indicated applies to that portion of the net assets of the Trust that falls in the size category indicated and is computed each business day on the basis of the net assets of the Trust on such day.

The minimum annual fee, which shall be paid to the Trustee, is $180,000. To the extent that the amount of the Trustee’s compensation is less than such minimum annual fee, the Sponsor has agreed to pay the amount of such shortfall.

Marketing expenses for the years ended September 30, 2022, 2021 and 2020, represent expenses incurred by the Sponsor, if any, on behalf of the Trust and charged to the Trust, subject to the reimbursement provisions below. Marketing expenses are paid by the Sponsor on behalf of the Trust for invoices received directly by the Sponsor during the year.

In accordance with the terms of the Trust Agreement and the Agency Agreement, the Trustee will pay, from its own assets, the Sponsor to perform the following services for the Trust: adjust the composition of the portfolio, calculate and adjust, if necessary, the weighting of each security in the portfolio, dispose of or exchange securities after it has been determined that such securities will be removed from the Underlying Index and direct securities transactions to brokers or dealers, which may include affiliates of the Trustee, but will not include affiliates of the Sponsor.

The Sponsor had undertaken that on each day during the fiscal year ended September 30, 2022, and until determined otherwise, the ordinary operating expenses of the Trust as calculated by the Trustee would not be permitted to exceed an amount which is 20/100 of one percent (0.20%) per annum of the daily NAV of the Trust. To the extent during such period that ordinary operating expenses of the Trust exceeded such 0.20% amount, the Sponsor has agreed to reimburse the Trust for or assume

 

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such excess ordinary operating expenses. The Sponsor may be repaid by the Trust for expenses so reimbursed or assumed to the extent that subsequently during the fiscal year expenses fall below the 0.20% per annum level on any given day.

Invesco Distributors, Inc., an affiliate of the Sponsor, is the distributor for the Trust. The Sponsor, not the Trust, pays the Distributor a flat annual fee of $35,000 for its distribution services and the Trust does not reimburse the Sponsor for such fees.

NOTE 4–Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

Level 1 –		Prices are determined using quoted prices in an active market for identical assets.
Level 2 –		Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
Level 3 –		Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect a fund’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

As of September 30, 2022, all of the securities in the Trust were valued based on Level 1 inputs (see the Schedule of Investments for security categories). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

NOTE 5–Distributions to Shareholders and Tax Components of Net Assets

Tax Character of Distributions to Shareholders Paid During the Fiscal Years Ended September 30, 2022, 2021 and 2020:

 

		September 30, 2022				September 30, 2021				September 30, 2020
Ordinary income*		$	1,066,866,605			$	863,542,109			$	730,053,192

 

*	Includes short-term capital gain distributions, if any.

Tax Components of Net Assets at Fiscal Year-End:

 

Undistributed ordinary income		$	324,386,419
Net unrealized appreciation (depreciation) – investments			(69,506,147,565	)
Temporary book/tax differences			(282,537,413	)
Capital loss carryforward			(4,248,625,746	)
Post-October capital losses deferrals*			(823,416,052	)
Shares of beneficial interest			222,332,608,320
Total net assets		$	147,796,267,963

 

*	The Funds will elect to defer net capital losses incurred after October 31 (“Post-October Capital Losses”) within the taxable year that are deemed to arise on the first business day of each Fund’s next taxable year.

Capital loss carryforwards are calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforwards actually available for the Trust to utilize. The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The following table presents available capital loss carryforwards for the Trust as of September 30, 2022:

 

		No expiration
		Short-Term				Long-Term				Total*
		$	87,163,309			$	4,161,462,437			$	4,248,625,746

 

*	Capital loss carryforwards are reduced for limitations, if any, to the extent required by the Internal Revenue Code and may be further limited depending upon a variety of factors, including the realization of net unrealized gains or losses as of the date of any reorganization.

 

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NOTE 6–Investment Transactions

For the fiscal year ended September 30, 2022, the aggregate cost of securities purchased and proceeds from sales of securities (other than short-term securities, U.S. Treasury obligations, money market funds and in-kind transactions, if any) were $12,856,695,664 and $12,853,492,249, respectively.

For the fiscal year ended September 30, 2022, in-kind transactions associated with creations and redemptions were $330,780,013,548 and $315,442,774,290, respectively.

Gains (losses) on in-kind transactions are generally not considered taxable gains (losses) for federal income tax purposes.

At September 30, 2022, the aggregate cost of investments, including any derivatives, on a tax basis includes adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end:

 

Aggregate unrealized appreciation of investments		$	146,932,516
Aggregate unrealized (depreciation) of investments			(69,653,080,081	)
Net unrealized appreciation (depreciation) of investments		$	(69,506,147,565	)

Cost of investments for tax purposes is $217,255,267,416.

NOTE 7–Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of in-kind transactions, return of capital distributions received and expired capital loss carryforwards on September 30, 2022, amounts were reclassified between undistributed net investment income, undistributed net realized gain (loss) and Shares of beneficial interest. These reclassifications had no effect on the net assets of the Trust. For the fiscal year ended September 30, 2022, the reclassifications were as follows:

 

Undistributed Net Investment Income		$	-
Undistributed Net Realized Gain (Loss)			(23,082,872,826	)
Shares of Beneficial Interest			23,082,872,826

NOTE 8–Capital

Shares are issued and redeemed only in Creation Units of 50,000 Shares. Such transactions are only permitted on an in-kind basis, with a separate cash payment that is equivalent to the undistributed net investment income of the shares and a balancing cash component to equate the transaction to the NAV per share of the Trust on the transaction date. The transaction fee charged in connection with creation or redemption of Creation Units through the continuous net settlement system of National Securities Clearing Corporation (the “Clearing Process”) is either, $0, $500 or $1,000 per participating party per day, depending on specific circumstances. The total fee that can be charged in connection with the creation or redemption of Creation Units outside the Clearing Process is $4,000 per participating party per day.

Transaction fees are received by the Trustee from the participating party and used to offset the expense of processing orders. For the years ended September 30, 2022, 2021 and 2020, the Trustee earned $2,102,050, $1,851,750, and $1,712,500, respectively, in transaction fees. The Trustee, in its sole discretion, may voluntarily reduce or waive the transaction fee, or modify the transaction fee schedule, subject to certain limitations. There were no such reductions or waivers for the years ended September 30, 2022, 2021 or 2020.

 

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Report of Independent Registered Public Accounting Firm

 

To the Sponsor, Trustee and Shareholders of Invesco QQQ Trust^SM, Series 1

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco QQQ Trust^SM, Series 1 (the “Trust”) as of September 30, 2022, the related statements of operations and changes in net assets for each of the three years in the period ended September 30, 2022, including the related notes, and the financial highlights for each of the five years in the period ended September 30, 2022 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Trust as of September 30, 2022, the results of its operations and changes in its net assets for each of the three years in the period then ended, and the financial highlights for each of the five years in the period ended September 30, 2022 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Trust’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

/s/ PricewaterhouseCoopers LLP

Chicago, Illinois

December 23, 2022

We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

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Supplemental Information

(Unaudited)

I. Information Regarding Closing Prices vs. NAV Frequency Distribution

The table that follows presents information about the differences between the daily market prices on secondary market for one share of the Trust and the Trust’s net asset value. NAV is the price at which the Trust issues and redeems shares. The “Closing Market Price” of a share in the Trust is determined and published by The Nasdaq Stock Market, as of the time that the Trust’s NAV is calculated. The Trust’s Closing Market Price may be below, at or above, its NAV. The NAV will fluctuate with the changes in the market value or its portfolio holdings.

Premiums or discounts are the differences (expressed as a percentage) between the NAV and Closing Market Price of the Trust on a given day, generally at the time the NAV is calculated. A premium is the amount that the Trust is trading above the reported NAV, expressed as a percentage of the NAV. A discount is the amount that the Trust is trading below the reported NAV, expressed as a percentage of the NAV.

The following information shows the frequency distributions of premiums and discounts for the Trust for the period October 1, 2017 through September 30, 2022.

Each line in the table shows the number of trading days that the Trust traded within the premium/discount range indicated. The number of trading days in each premium/discount range is also shown as a percentage of the total number of trading days in the period covered by the table. All data presented here represents past performance, which cannot be used to predict future performance.

Invesco QQQ Trust^SM, Series 1

Five Year Period Ended September 30, 2022

 

Premium/Discount Range		Number of Trading  Days(a)				Percentage of Total Trading Days
Greater than 0.25%			10				0.79%
Between zero and 0.25%			591				46.95%
Closing Price Equal to NAV			-				-%
Between zero and -0.25%			646				51.31%
Less than -0.25%			12				0.95%
Total			1,259				100.00%

 

(a)	Number of Trading Days refers to the number of days during which there is buy/sell activity for the Trust on the Exchange.

II. Annualized and Cumulative Returns for Invesco QQQ Trust^SM, Series 1

Annualized Total Return

For the Period Ending September 30, 2022

 

		Past One Year(a)						Past Five Year(a)						Past Ten Year(a)						From Inception(a)
		NAV		Closing Market		Index		NAV		Closing Market		Index		NAV		Closing Market		Index		NAV		Closing Market		Index
Invesco QQQ TrustSM, Series 1		-24.86%		-24.86%		-24.72%		13.73%		13.73%		13.95%		15.67%		15.67%		15.91%		7.96%		7.95%		8.18%

Cumulative Total Return

For the Period Ending September 30, 2022

 

		Past One Year(a)						Past Five Year(a)						Past Ten Year(a)						From Inception(a)
		NAV		Closing Market		Index		NAV		Closing Market		Index		NAV		Closing Market		Index		NAV		Closing Market		Index
Invesco QQQ TrustSM, Series 1		-24.86%		-24.86%		-24.72%		90.25%		90.28%		92.16%		328.85%		328.77%		337.92%		507.64%		506.51%		537.73%

 

(a)	Annualized Total Returns and Cumulative Total Returns for the period since inception are calculated from the inception date of March 10, 1999. “Cumulative Total Return” represents the total change in value of an investment over the period indicated.

Closing Market Price and NAV returns assume that dividends and capital gains distributions have been reinvested in the Trust at market closing price and NAV, respectively. Since Trust shares typically do not trade in the secondary market until after several days

 

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Supplemental Information–(continued)

(Unaudited)

 

after Trust inception, for the period from inception to the first day of secondary market trading in fund shares, the NAV is used as a proxy for secondary market trading price to calculate closing market returns.

Unlike the Trust, the Underlying Index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by the Trust. Trust expenses negatively impact the performance of the Trust. Also, market returns do not include brokerage commissions that may be payable on secondary market transactions. If brokerage commissions were included, market returns would be lower. The returns shown in the table above do not reflect the deduction of taxes that a shareholder would pay on Trust distributions or the redemption or sale of Trust shares. Trust shares may be worth more or less than their original cost when they are redeemed or sold in the market. The Trust’s past performance is no guarantee of future results.

 

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Supplemental Information–(continued)

(Unaudited)

 

Amendment No. 3 to the Trust Indenture and Agreement, dated October 15, 2020, made between the Sponsor and the Trustee, amended the Trust Indenture and Agreement, dated March 4, 1999 and as amended March 21, 2007 and April 25, 2018 (the “Trust Agreement”) to restate Section 2.D. of the Trust Agreement as follows:

The Mandatory Termination Date for the Trust shall be the date upon which the maturity, redemption, sale or other disposition, as the case may be, of the last security held by the Trust occurs.

 

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Tax Information

(Unaudited)

Form 1099-DIV, Form 1042-S and other year–end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisers.

The following distribution information is being provided as required by the Internal Revenue Code or to meet a specific state’s requirement.

The Trust designates the following amounts or, if subsequently determined to be different, the maximum amount allowable for its fiscal year ended September 30, 2022:

 

		Qualified Business Income*										Qualified Dividend Income*										Dividends-Received Deduction*										U.S. Treasury Obligations*										Business Interest Income*
Invesco QQQ TrustSM, Series 1		0%										100%										100%										0%										0%

 

*	The above percentages are based on ordinary income dividends paid to shareholders during the Trust’s fiscal year.

 

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Invesco QQQ Trust^SM, Series 1 (QQQ)

Sponsor

Invesco Capital Management, LLC

3500 Lacey Road, Suite 700

Downers Grove, IL 60515

Trustee

The Bank of New York Mellon

2 Hanson Place

Brooklyn, NY 11217

Distributor

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

1 N. Wacker Drive

Chicago, IL 60606

Legal Counsel

Stradley Ronon Stevens & Young, LLP

2000 K Street, N.W., Suite 700

Washington, D.C. 20036

 

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Quarterly Portfolios

The Trust files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Forms N-PORT will be available on the Commission’s website at www.sec.gov.

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©2022 Invesco Capital Management LLC 3500 Lacey Road, Suite 700
Downers Grove, IL 60515		P-QQQ-AR-1		invesco.com/ETFs