General Description of Our Firm
AE Wealth Management, LLC (“AEWM”) is an investment adviser registered with the United States Securities
and Exchange Commission (“SEC”) and is a limited liability company formed under the laws of the State of
Kansas. AEWM filed its initial application to become registered as an investment adviser on February 17,
2016.
The principal owners of AEWM are DDC Holdings, LLC, the Karlun M. Callanan 2016 Irrevocable Trust A,
and the Jennifer A. Foster 2016 Irrevocable Trust A. David Callanan and Cody Foster are the primary
owners of DDC Holdings LLC. David Callanan is the trustee of the Karlun M. Callanan 2016 Irrevocable
Trust A and Cody Foster is the trustee of the Jennifer A. Foster 2016 Irrevocable Trust A.
Description of Advisory Services
The AEWM investment advisory services disclosed in this brochure are provided to you through an
appropriately licensed and qualified individual who is an investment adviser representative (“IAR”). Your IAR
typically is not an employee of AEWM; rather, they are typically an independent contractor of AEWM. Your
IAR is typically limited to providing services and charging investment advisory fees in accordance with the
descriptions detailed in this brochure. Your IAR is generally allowed to set AEWM’s investment management
fees within the range prescribed by AEWM. As a result, the rates actually charged by two different AEWM
IARs may vary for similar services.
AEWM offers multiple types of advisory services designed to meet the unique needs of our clients. Below
are descriptions of the primary advisory services we offer. A written investment advisory services agreement
detailing the exact services we will provide to you and the fees you will be charged will be executed prior to
the commencement of any services.
Model Portfolio Solutions
AEWM offers model portfolio selection services, which allows us to exercise discretion to implement a
specialized investment strategy that is managed either by AEWM, a third-party portfolio provider (individually,
a “Strategist” and collectively “Strategists”), or a third-party investment manager (individually, a “Third-Party
Manager” and collectively “Third-Party Managers”). Additionally, IARs that meet certain requirements are
allowed to develop their own model portfolios (individually, an “Advisor Managed Model” and collectively
“Advisor Managed Models”) and offer them to clients or other independent advisers. These models are
approved by the AEWM Chief Investment Officer prior to being available and are reviewed on a periodic
basis. An IAR will assist you in completing a client profile questionnaire and review the information you
provide. We will then select the model portfolio(s) that aligns with your disclosed financial circumstances,
risk tolerance, and investment objectives. AEWM will exercise its discretionary authority to implement the
selected model portfolio(s) and to trade your account based on information and/or signals provided by the
manager(s) of the model portfolio(s). In some instances, we will recommend a Third-Party Manager that has
discretionary authority for the day-to-day management of the assets allocated to it by AEWM or by you in
separately managed accounts. The Third-Party Manager will directly trade the securities it selects for the
account based on the applicable investment strategy. These managers also consider each client’s
investment objectives, financial situation, and/or reasonable restrictions placed on the investment of the
client’s assets when implementing the trades.
We will be available to answer questions that you have regarding your account. We will have the ability to
select the model portfolio(s) as well as the ability to reallocate funds from or to the model portfolio(s) and
funds in other accounts over which you have granted us discretionary authority. There are other model
portfolios not recommended by our firm, that could be appropriate for you and that are less costly than models
recommended by our firm. No guarantees can be made that your financial goals or objectives will be
achieved through the Model Portfolio Solutions program or by a recommended/selected model portfolio.
Further, no guarantees of performance can ever be offered by our firm. Please refer to
Item 8 – Methods of
Analysis, Investment Strategies and Risk of Loss for more details
.
Direct Asset Management Services
When direct asset management services are utilized, AEWM, in coordination with your IAR, will individually
select the securities held in your account on a discretionary basis. We will have the ability to buy or sell
securities on your behalf without your prior permission for each transaction. Nevertheless, you will have the
ability to impose restrictions on the management of your account, including the ability to instruct us not to
purchase certain securities.
We will need to obtain certain information from you regarding your financial situation, investment objectives,
and risk tolerance so that we may manage your account according to those factors. As part of this process,
an IAR will assist you in completing a client profile questionnaire and review the information you provide.
You will be responsible for notifying us of any updates regarding your financial situation, investment
objectives, or risk tolerance and whether you wish to impose or modify any existing investment restrictions.
The financial situation, investment objectives, and risk tolerance for each client of AEWM is unique. As a
result, advice to another client or actions taken for them or for our personal accounts can differ from the
advice we provide to you or the actions we take for you. We are not obligated to buy, sell, or recommend to
you any security or other investment that we may buy, sell, or recommend for any other clients or for our own
accounts.
Conflicts can arise in the allocation of investment opportunities among accounts that we manage. We strive
to allocate investment opportunities believed to be appropriate for your account(s) and other accounts
advised by our firm among such accounts equitably and consistent with the best interests of all accounts
involved. However, there can be no assurance that a particular investment opportunity that comes to our
attention will be allocated in any particular manner. If we obtain material, non-public information about a
security or its issuer, we may not lawfully use or disclose this information. We will also not allow our clients
to use this information.
Financial Planning & Consulting Services
AEWM offers financial planning services, which involves preparing a written financial plan that can cover
specific or multiple topics. We provide full, written financial plans, which typically address one or more of the
following topics: investment planning, retirement planning, insurance planning, tax planning, education
planning, portfolio review, and asset allocation. However, our tax planning services are not a substitute for
working with a Certified Public Accountant (individually, a “CPA” and collectively “CPAs”). When providing
financial planning and consulting services, t
he role of your IAR is to find ways to help you understand your
overall financial situation and help you set financial
objectives. Your IAR will rely on information provided by
you. Therefore, issues and information not provided will not be taken into consideration when your IAR
develops their analysis and recommendations into a written financial plan.
We also offer consultations in order to discuss financial planning issues when you do not need a written
financial plan. We offer a one-time consultation, which covers mutually agreed upon areas of concern related
to investments or financial planning. We also offer “as-needed” consultations, which are limited to
consultations in response to a particular investment or financial planning issue raised or request made by
you. Under an “as-needed” consultation, it will be incumbent upon you to identify those particular issues for
which you are seeking our advice or consultation on.
Our financial planning and consulting services do not involve implementing any transaction on your behalf
or the active and ongoing monitoring or management of your investments or accounts. You have the sole
responsibility for determining whether to implement our financial planning and consulting recommendations.
To the extent that you would like to implement any of our investment recommendations through AEWM or
retain us to actively monitor and manage your investments, you must execute a separate, written investment
advisory services agreement with AEWM.
ERISA Retirement Plan Services
The Employee Retirement Income Security Act of 1974 ("ERISA”) is the law governing the operation of
employee benefit plans. AEWM provides investment advisory and consulting services to Plan Sponsors of
ERISA plans under Sections 3(21) and 3(38) of ERISA (“3(21) Service” and “3(38) Service,” respectively,
collectively the “Services”). When providing services to a Plan Sponsor, the Plan Sponsor is the client. We
provide services only to the Plan Sponsor or to the Plan Sponsor with respect to the Plan Sponsor’s
responsibilities to the Plan and not, as part of these services, to any Plan Participant(s). Services provided
to Plan Sponsors will be outlined in a separate written agreement between AEWM and the Plan Sponsor.
Under the 3(21) Service, AEWM acknowledges that, to the extent the services to a Plan, subject to ERISA,
constitute “investment advice” to the Plan for compensation, AEWM will be deemed a “fiduciary” as such
term is defined under Section 3(21)(A)(ii). AEWM provides ongoing investment monitoring and investment
recommendation services or other agreed upon services in the agreement with the Plan Sponsor.
Accordingly, we acknowledge our fiduciary status only with respect to the provision of services described in
the agreement. Under the 3(21) Service, AEWM does not have investment discretion and does not have the
power to manage, acquire, or dispose of any plan assets and is not an “investment manager” as defined in
Section 3(38) of ERISA. Additionally, the Plan Sponsor retains ultimate decision-making authority for the
investments and may accept or reject the recommendations of AEWM under this Service.
Under the 3(38) Service, the AEWM Investment Department selects a diverse line-up of investment options
across a range of asset classes to be offered to Plan Participants in accordance with Section 3(38) of ERISA.
The AEWM Investment Department provides asset allocation risk-based model portfolios for the Plan. The
AEWM Investment Department will manage the model portfolio development, construction, and
maintenance, and make updates as needed. Under the 3(38) Service, AEWM’s IARs may provide general
enrollment and investment education to Plan Participants, but do not provide specific individualized
investment advice within the meaning of ERISA to Plan Participants with respect to their Plan assets.
Additionally, AEWM offers the 3(38) Service to Plan Sponsors as a standalone service.
In accordance with Section 3(38) of ERISA, AEWM has discretion to choose a “Qualified Default Investment
Alternative” (“QDIA”). A QDIA is a default investment option chosen by a plan fiduciary for Plan Participants
who fail to make an election regarding investment of their account balances. Unless unavailable with the
recordkeeper, AEWM will utilize target-date asset allocation investment options for the 3(38) Services QDIA.
Under the 3(21) Services, AEWM may recommend, but does not choose, a QDIA to the Plan Sponsor.
Under either Service, AEWM may assist the Plan Sponsor with Plan Participant enrollment and Plan
education. If the services selected by the Plan Sponsor include enrollment and investment education to Plan
Participants, the services do not include any individualized investment advice within the meaning of ERISA
to Plan Participants with respect to their Plan assets. AEWM does not select the recordkeeper, but
recommends the funds or investment vehicles offered by, or available through, the recordkeeper selected by
the Plan Sponsor. The Sponsor-chosen recordkeeper may require that their proprietary funds be used for
certain asset categories. It may limit the fund choices for plans of certain sizes. And it may not credit the plan
for certain fees that it receives from third parties. If you have questions about this, please contact your Plan
Sponsor and/or the Plan Recordkeeper. Additionally, as it pertains to these Services, AEWM does not offer
qualified tax or legal advice. AEWM does not
hold itself out as a tax advisor and does not provide such
services. Therefore, AEWM recommends consulting with a tax advisor if you have tax-related questions.
Self-Directed Brokerage Accounts
Your employer may offer you the opportunity to participate in a “Self-Directed Brokerage Account” (“SDBA”)
as part of your employer-sponsored retirement plan. This SDBA would be an account separate from your
plan account as originated under the employer-sponsored plan. The term “self-directed” usually indicates
that you as a Participant makes the investment decisions for the account. Often these SDBAs provide you
the opportunity to access mutual funds and other investment options beyond the standard investment options
offered through your employer-sponsored retirement plan, so long as the investments are within the
guidelines of the employer/Sponsor. This type of account requires a more “hands-on approach” because it
is the responsibility of the Participant to actively manage this portion of the portfolio. However, the Participant
also has the authority to designate an agent/IAR to have limited trading authority over the assets in the
Account. An agent’s trading authority is also limited to the guidelines set by the employer who sponsors the
plan. As with any type of investment, there are risks related to directing your own brokerage account. Please
pay careful attention to any disclosures you receive or agreements you enter into with respect to your
responsibilities and risks in managing your SDBA. For these Accounts, AEWM conducts supervisory reviews
and oversight on AEWM-registered IAR transactions and recommendations, only. Please also be advised
that your employer and/or Plan Sponsor may charge you additional fees and/or transaction charges to
participate in this program. If you have questions regarding the fees you will be charged, please contact your
employer or your Plan Sponsor.
Disclosure Regarding Rollover Recommendations
When a client or prospect leaves an employer, they typically have five options regarding their existing
retirement plan: (i) leave the money in the former employer’s plan, if permitted; (ii) roll over the assets to the
new employer’s plan, if one is available and rollovers are permitted; (iii) rollover to a brokerage (self-directed)
Individual Retirement Account (“IRA”); (iv) roll over the assets to an advisory IRA; or (v) cash out the account
value (which could, depending upon the client’s age, result in adverse tax consequences). Clients
contemplating rolling over retirement funds to an IRA for AEWM to manage are encouraged to first speak
with their CPA or tax attorney.
There is a financial incentive for your IAR to recommend that you roll over your assets into one or more
accounts, because the enrollment will generate compensation based on the increase in your IAR’s total
assets under management. We address these financial compensation conflicts by including the disclosure
of the conflicts in this brochure and by requiring your IAR to recommend investment advisory programs,
investment securities, and services that are in the best interest of each client based upon the client’s
investment objectives, risk tolerance, financial situation, and cost, among other factors. As fiduciaries of the
Investment Advisers Act of 1940, we have to act in your best interest and not put our interest ahead of yours.
At the same time, the way AEWM makes money creates some conflicts with your interests. You are under
no obligation, contractually or otherwise, to complete the rollover. Furthermore, if you do complete the
rollover, you are under no obligation to have the assets in an account managed by us.
Third-Party Adviser Program
AEWM also provides services to other registered investment advisory firms (each, a “Third-Party Registered
Investment Adviser” or “TPRIA”) as a sub-adviser pursuant to a written agreement under our Third-Party
Registered Investment Adviser Program (“TPRIA Program”). TPRIA Program accounts are not managed by
AEWM. Rather, TPRIA Program accounts are managed by one or more third-party investment advisers with
which you have a discretionary investment advisory services agreement.
AEWM does not provide oversight or supervision of the TPRIA and the TPRIA is solely responsible for
complying with all federal and state rules and regulations. If you are an investment advisory client of a TPRIA
“(TPRIA Program Client”) based on a written investment advisory services agreement between you and your
TPRIA, you will typically complete a form or otherwise provide information to your TPRIA to enable your IAR
to identify of your financial situation, risk tolerance, and investment objectives. You will typically provide
information to your TPRIA regarding your investment experience, anticipated need for liquidity, potential
timing of the need for retirement funds, and other investment needs and parameters. This information will
assist you and your TPRIA in selecting which risk and/or return strategy or strategies is/are most closely
aligned with your investment goals. For example, you and your TPRIA may choose to invest in one or more
model portfolios or other investment products managed by your TPRIA, AEWM, or other Third-Party
Managers or Strategists. As part of the TPRIA Program, AEWM provides related administrative services
including, but not limited to, account opening, fund transfers, and securities trading as directed by the TPRIA;
access to services that facilitate the management and administration of model portfolios offered by a Third-
Party Manager; access to various financial planning, account monitoring, and reporting tools; and conducting
client billing/fee deduction on the TPRIA’s behalf.
Your TPRIA remains responsible for providing advice, monitoring your selected strategy, and recommending
any changes to you throughout the duration of your relationship. AEWM’s responsibility is to implement the
strategy chosen by you and your TPRIA. AEWM does not advise you about potential changes to your
strategy.
In these cases, AEWM does not make investment decisions on behalf of these accounts but may provide a
portfolio or strategy that your TPRIA may use to invest your accounts. Your TPRIA is solely responsible for
their investment advisory relationship with you in accordance with your investment advisory services
agreement and your TPRIA’s disclosure documents. Your TPRIA is responsible for ensuring that it complies
with all applicable statutes, regulations, and rules. Furthermore, your TPRIA is solely responsible for
assessing whether any instructions provided to AEWM regarding the selection of a model portfolio or strategy
administered by or through AEWM, the purchase of a security, or the sale of a security meet the appropriate
standards.
In our role as a sub-adviser, AEWM will not provide you individualized investment advice or
recommendations or review any advice or recommendation made to you by your TPRIA. AEWM does not
review your financial situation, risk tolerance, or investment objective information when implementing a
strategy you and your TPRIA have selected.
Your TPRIA may provide additional or other services to you which are not described in this brochure. You
should read and review your TPRIA’s investment advisory services agreement and your TPRIA’s ADV Part
2A Brochure(s) for information regarding services provided by your TPRIA.
Products available to TPRIAs through AEWM require discretionary authority to trade securities, cash, or
other investment vehicles. These products include, and are not limited to, model portfolios managed by
AEWM or by a Third-Party Manager or Strategist and administered by AEWM. If you are a client of a TPRIA
and you have instructed your TPRIA to invest in one of these products, your TPRIA must have discretionary
authority to conduct these transactions. In addition, your TPRIA must have discretionary authority sufficient
to carry out transactions required to administer your account in accordance with your agreement with the
TPRIA. These transactions include, but are not limited to, fee billing, trade correction, and other general
account maintenance. Your TPRIA must delegate this authority to AEWM such that we can administer your
account in accordance with our agreement with your TPRIA. Otherwise, we will execute trades on your
account only upon instructions provided by your TPRIA.
From time to time, the Third-Party Manager or Strategist of a model portfolio may add, remove, or change
the composition and relative allocation of the individual securities or other investment vehicles within a model
portfolio to maintain consistency with the stated discipline or strategy for the model portfolio (a “Rebalancing
Event”). Rebalancing Events generally require the trading of such securities or other investment vehicles for
all accounts invested in the model portfolio and do not constitute individual investment advice or a
recommendation to you. AEWM will utilize discretion, as described above, to administer a Rebalancing
Event.
Tailor Advisory Services to Individual Needs of Clients
AEWM’s advisory services are always provided based on your individual needs. IARs will assist clients in
determining their objective(s), investment strategy, and investment suitability prior and subsequent to
opening an asset management account. Accordingly, we will need to obtain certain information from you to
determine your financial situation, investment objectives, and risk tolerance. As part of this process, your
IAR will assist you in completing a detailed client profile questionnaire and review the information you provide.
When we provide asset management services, you are given the ability to impose restrictions on the
accounts we manage for you, including specific investment selections and sectors. You will be responsible
for notifying us of any updates regarding your financial situation, investment objectives, or risk tolerance and
whether you wish to impose or modify any existing investment restrictions.
Our financial planning and consulting services are always provided based on your individual needs. When
providing financial planning and consulting services, we work with you on a one-on-one basis through
interviews and questionnaires to determine your investment objectives and suitability information.
We will not enter into an investment advisory relationship with a prospective client whose investment
objectives are considered incompatible with our investment philosophy or strategies or where the prospective
client seeks to impose unduly restrictive investment guidelines.
Participation in Wrap Fee Programs
Our model portfolio solutions and direct asset management services are only provided on a wrap fee basis.
Therefore, you will generally only pay fees based on assets under management and, in most circumstances,
you will not pay a separate commission, ticket charge, or custodian fee for the execution of transactions in
your account. AEWM and certain service providers, including the custodian and model portfolio manager (if
applicable), will receive a portion of the fee as compensation for services. Any favorable pricing AEWM
receives in these arrangements is not passed along to the client. There are certain fees charged by the
custodians that are not included as part of the wrap pricing agreement. For more information on these fees,
see Item 5 – Fees and Compensation. If you are a TPRIA Program Client, your TPRIA will determine
whether AEWM’s services are provided to you on a wrap fee or non-wrap fee basis. If services are provided
on a non-wrap fee basis, you will pay separate commissions, ticket charges, and custodian fees for the
execution of transactions in your account. These charges will be in addition to the investment management
fee that you pay us and your primary adviser. If a non-wrap fee account is utilized, the execution of our
investment strategies at times results in significant fees for small-dollar transactions and/or short-term mutual
fund redemptions.
Financial Planning and Consulting Services are offered outside of a wrap fee program. Therefore, you pay
separate commissions, ticket charges, and custodian fees if you implement recommended transactions away
from AEWM.
Client Assets Managed by AE Wealth Management
As of February 29, 2024, we have regulatory assets under management in the amount of $27,082,623,331.97
which we manage on a discretionary basis. We currently do not manage any client assets on a non-
discretionary basis. Additionally, we have $1,529,652,927.47 in assets under administration. While we provide
administrative services regarding these assets under administration, we are not currently providing continuous
investment management services to these assets. Accordingly, we have total platform assets of
$28,612,276,259.44.