UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 22, 2022

HENNESSY ADVISORS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number including area code: (415) 899-1555

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a‑12)

 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On December 22, 2022, Hennessy Advisors, Inc. completed the acquisition (the “Acquisition”) of certain assets related to the management of the Stance Equity ESG Large Cap Core ETF (the “Stance ETF”). The Acquisition was consummated in accordance with the terms and conditions of the previously announced Transaction Agreement, dated as of August 29, 2022. At the closing of the Acquisition, the Stance ETF was reorganized into a newly formed series of Hennessy Funds Trust named the Hennessy Stance ESG Large Cap ETF (the “Hennessy Stance ETF”). Additionally, Stance Capital, LLC and Vident Investment Advisory, LLC became sub-advisors to the Hennessy Stance ETF, with the same portfolio managers who managed the Stance ETF’s investment portfolio and trading services prior to the Acquisition continuing to manage the Hennessy Stance ETF’s investment portfolio and trading services following the Acquisition.

A copy of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8‑K and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

EXHIBIT INDEX

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HENNESSY ADVISORS, INC.

December 22, 2022 By: /s/ Teresa M. Nilsen

Teresa M. Nilsen
President