[SCHEDULE 13G/A] First Trust Smith Unconstrained Bond ETF SEC Filing

Rhea-AI Filing Summary

First Trust Portfolios L.P., First Trust Advisors L.P. and their parent, The Charger Corporation, jointly filed Amendment No. 31 to Schedule 13G for FT Vest U.S. Equity Deep Buffer ETF – May (CUSIP 33740F730) as of 30 June 2025. The filing discloses beneficial ownership of 2,547,803 shares, representing 38.31 % of the ETF’s outstanding units. All ownership is reported as shared; the group states it has no sole voting or dispositive power over the shares. The units are primarily held in unit investment trusts (UITs) sponsored by First Trust Portfolios, with oversight by First Trust Advisors. Voting rights are exercised by the UIT trustee to mirror broader shareholder voting patterns, and the filers expressly disclaim beneficial ownership beyond their administrative role. The Schedule was filed pursuant to Rule 13d-1(b), indicating passive intent and ordinary-course acquisition. Certifications affirm that the securities are not held to influence control of the issuer. James M. Dykas, CFO, signed on behalf of all three entities on 7 July 2025.

• Stake size: 2.55 million shares (38.31 %).
• Filing entities: First Trust Portfolios L.P. (broker-dealer), First Trust Advisors L.P. (investment adviser), The Charger Corporation (holding company).
• Voting/Disposition: 0 sole; 2.55 million shared.
• Purpose: Passive ownership via UITs; no intent to influence control.

Positive

• None.

Negative

• 38.31 % of the ETF’s float is held by a single affiliated group, which could create liquidity pressure if UIT redemptions accelerate despite the filers’ passive stance.

Insights

Securities Analyst

TL;DR — 38% passive stake disclosed; no control intent; limited market impact.

This 13G merely formalises First Trust’s passive, UIT-linked ownership of the ETF. Although 38.31 % is sizeable, the group lacks voting power and disclaims control, mitigating takeover concerns. Because the shares reside in index-like UITs, buying or selling flows are driven by retail demand for those trusts, not by tactical portfolio moves. Liquidity for the ETF may benefit from steady UIT accumulation, but a reversal in UIT demand could create redemption pressure. Overall, the disclosure is routine and unlikely to alter the ETF’s risk profile or First Trust’s fundamentals.

Corporate Governance Expert

TL;DR — High concentration flagged; governance risk minimal given trustee voting.

Concentration above 25 % usually raises governance red flags, yet First Trust structures shield it from direct voting influence: trustees vote in proportion to all shareholders. This design satisfies §12d1-4 conditions and reduces conflict-of-interest exposure. Investors should nonetheless monitor aggregate UIT holdings; if UIT redemptions spike, the ETF could face short-term liquidity stress. No immediate governance action is required, so market impact remains neutral.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 31)

First Trust Exchange-Traded Fund VIII

(Name of Issuer)

FT Vest U.S. Equity Deep Buffer ETF - May

(Title of Class of Securities)

33740F730

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 33740F730

1

Names of Reporting Persons

First Trust Portfolios L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,547,803.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

38.31 %

12

Type of Reporting Person (See Instructions)

BD

SCHEDULE 13G

CUSIP No. 33740F730

1

Names of Reporting Persons

First Trust Advisors L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,547,803.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,547,803.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,547,803.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

38.31 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 33740F730

1

Names of Reporting Persons

The Charger Corporation

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,547,803.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,547,803.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,547,803.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

38.31 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: First Trust Exchange-Traded Fund VIII
(b)	Address of issuer's principal executive offices: Attn: Legal Department, 120 East Liberty Drive, Suite 400, Wheaton, IL 60187, USA
Item 2.
(a)	Name of person filing: First Trust Portfolios L.P. First Trust Advisors L.P. The Charger Corporation
(b)	Address or principal business office or, if none, residence: 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187
(c)	Citizenship: Illinois, USA
(d)	Title of class of securities: FT Vest U.S. Equity Deep Buffer ETF - May
(e)	CUSIP No.: 33740F730
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 2,547,803
(b)	Percent of class: 38.31 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 2,547,803
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 2,547,803
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. This Schedule 13G filing is jointly filed by The Charger Corporation, First Trust Portfolios L.P. and First Trust Advisors L.P. pursuant to Rule 13d-1(k)(1). The Charger Corporation is the General Partner of both First Trust Portfolios L.P. and First Trust Advisors L.P. First Trust Portfolios L.P. acts as sponsor of certain unit investment trusts which hold shares of the issuer. The total number of shares of the issuer held by these unit investment trusts is set forth in Row (8) above with respect to First Trust Portfolios L.P. No individual unit investment trust sponsored by First Trust Portfolios L.P. holds more than 3% of any registered investment company issuer's shares. First Trust Advisors L.P., an affiliate of First Trust Portfolios L.P., acts as portfolio supervisor of the unit investment trusts sponsored by First Trust Portfolios L.P., certain of which hold shares of the issuer. Neither First Trust Portfolios L.P., First Trust Advisors L.P. nor The Charger Corporation have the power to vote the shares of the issuer held by these unit investment trusts sponsored by First Trust Portfolios L.P. These shares are voted by the trustee of such unit investment trusts so as to insure that the shares are ordinarily voted as closely as possible in the same manner and in the same general proportion as are the shares held by owners other than such unit investment trusts. Subject to the requirements of Rule 12d1-4 under the Investment Company Act of 1940 and as further explained in the Standard Terms and Conditions of Trust and related Trust Agreements of the unit investment trusts, First Trust Portfolios L.P., on behalf of the unit investment trusts, may enter into an agreement with a deposited fund which may permit the shares of such fund to be voted in the best interest of unit holders at the discretion of First Trust Portfolios L.P. The difference, if any, between the aggregate amount of shares beneficially owned by each reporting person, as set forth in Row (9) above, and the number of shares of the issuer held by the unit investment trusts sponsored by First Trust Portfolios L.P. represents shares of the issuer which are either held in other registered investment companies, pooled investment vehicles and/or separately managed accounts for which First Trust Advisors L.P. serves as investment advisor and/or investment sub-advisor. Each of First Trust Portfolios L.P., First Trust Advisors L.P. and The Charger Corporation disclaims beneficial ownership of the shares of the issuer identified in this filing.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Item 6.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

First Trust Portfolios L.P.

Signature:	/s/ James M. Dykas
Name/Title:	James M. Dykas, Chief Financial Officer
Date:	07/07/2025

First Trust Advisors L.P.

Signature:	/s/ James M. Dykas
Name/Title:	James M. Dykas, Chief Financial Officer
Date:	07/07/2025

The Charger Corporation

Signature:	/s/ James M. Dykas
Name/Title:	James M. Dykas, Chief Financial Officer and Treasurer
Date:	07/07/2025

Exhibit Information

Please see Exhibit 99.1 for Joint Filing Agreement

FAQ

Who filed the Schedule 13G for FT Vest U.S. Equity Deep Buffer ETF?

It was jointly filed by First Trust Portfolios L.P., First Trust Advisors L.P., and The Charger Corporation.

How many shares does First Trust report owning?

The group reports beneficial ownership of 2,547,803 shares.

What percentage of the ETF’s outstanding shares does this represent?

The filing states 38.31 % of the class.

Does First Trust have sole voting power over these shares?

No. The filing shows 0 shares with sole voting power; all voting power is shared and exercised by UIT trustees.

Why is the filing classified under Rule 13d-1(b)?

Rule 13d-1(b) applies to passive institutional investors; the filers certify the shares were acquired in the ordinary course, not to influence control.

When was the certification signed?

James M. Dykas, CFO, signed the certification on 07 July 2025.