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

Rhea-AI Filing Summary

Amendment No. 23 to Schedule 13G reveals that First Trust Portfolios L.P., First Trust Advisors L.P. and The Charger Corporation collectively own 11,218,255 shares of the FT Vest U.S. Equity Buffer ETF – July (CUSIP 33740U208), equal to 59.59 % of the fund’s outstanding shares as of 30 Jun 2025.

Voting and dispositive authority is shared by First Trust Advisors L.P. and The Charger Corporation; First Trust Portfolios L.P. reports no direct authority even though its unit investment trusts (UITs) hold the position. No single UIT controls more than 3 % of the ETF. The filers certify the stake was accumulated in the ordinary course of business and not to influence control. Filing is under Rule 13d-1(b); the entities are classified as Broker-Dealer (BD), Investment Adviser (IA) and Holding Company (HC).

• Event date: 30 Jun 2025; filing signed 21 Jul 2025.
• Ownership far exceeds the 5 % reporting threshold, underscoring First Trust’s dominant presence in the ETF’s float.
• No indication of intent to alter management or strategy of the issuer.

Insights

Securities Analyst

TL;DR – Majority stake disclosed; routine institutional reporting, limited immediate market impact.

This 13G shows First Trust-related entities controlling nearly 60 % of the FT Vest July Buffer ETF. The shares sit largely inside UITs and advisory accounts, and the group expressly disclaims control intent, suggesting a passive, index-linked holding pattern. While the concentration highlights liquidity dependence on First Trust platforms, the disclosure itself does not signal buy/sell activity or strategy change. For investors, key takeaway is the ETF’s float is tightly held by its sponsor’s affiliates, which could affect secondary-market liquidity and tracking error in stressed conditions, but otherwise remains a neutral governance event.

ETF Industry Specialist

TL;DR – Sponsor’s affiliates own 59.6 %; highlights structural ownership risk but no control bid.

High sponsor-affiliated ownership is common in new or niche ETFs; however, once positions top 50 %, liquidity risk can rise if UIT redemptions occur. Because voting rights stay with the UIT trustees, governance influence remains diffuse. The filing does not introduce new capital flows or strategy shifts, so impact on NAV or fees is negligible. Market-makers should note that secondary-market float outside First Trust vehicles may be relatively thin, potentially widening bid-ask spreads during volatility. Overall, disclosure is informational rather than catalytic.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 23)

First Trust Exchange-Traded Fund VIII

(Name of Issuer)

FT Vest U.S. Equity Buffer ETF - July

(Title of Class of Securities)

33740U208

(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. 33740U208

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

11,218,255.00

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)

59.59 %

12

Type of Reporting Person (See Instructions)

BD

SCHEDULE 13G

CUSIP No. 33740U208

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 11,218,255.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 11,218,255.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,218,255.00

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)

59.59 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 33740U208

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 11,218,255.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 11,218,255.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,218,255.00

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)

59.59 %

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 Buffer ETF - July
(e)	CUSIP No.: 33740U208
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: 11,218,255
(b)	Percent of class: 59.59 %
(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: 11,218,255
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 11,218,255
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:	07/21/2025

First Trust Advisors L.P.

Signature:	/s/ James M. Dykas
Name/Title:	James M. Dykas, Chief Financial Officer
Date:	07/21/2025

The Charger Corporation

Signature:	/s/ James M. Dykas
Name/Title:	James M. Dykas, Chief Financial Officer and Treasurer
Date:	07/21/2025

Exhibit Information

Please see Exhibit 99.1 for Joint Filing Agreement

FAQ

How many shares do First Trust entities own in FT Vest U.S. Equity Buffer ETF – July?

They report 11,218,255 shares, representing 59.59 % of the outstanding class.

Which First Trust affiliates are listed as reporting persons in the Schedule 13G?

The filing lists First Trust Portfolios L.P., First Trust Advisors L.P. and The Charger Corporation.

Do the reporting persons have sole voting or dispositive power over the shares?

No. Voting and dispositive power is shared; each entity reports 0 sole power.

Why was the Schedule 13G filed on 21 July 2025?

The filing reflects an ownership position as of 30 June 2025 that exceeds the 5 % threshold, triggering reporting under Rule 13d-1(b).

Does the filing indicate any intent to influence control of the ETF?

The certification states the securities were acquired in the ordinary course and not for the purpose of influencing control.