NewEdge Wealth, LLC (“NewEdge”, “Firm”, “us” or “we”) provides high net worth individuals and families a broad range of comprehensive investment advisory services. While our services depend on the specific arrangement with each client, our engagements generally include the provision of advisory services on a wrap fee basis. For more information about our wrap fee program, please see Form ADV Part 2A Appendix 1 - Wrap Fee Program Brochure, which is included as a supplement to this Firm Brochure. The Firm filed for registration with the SEC as an investment adviser on March 1, 2020. As of June 30, 2023, NewEdge had regulatory assets under management of $6,917,822,610. NewEdge is a wholly owned subsidiary of NewEdge Capital Group, LLC, which is a wholly owned subsidiary of New Edge Wealth Holdings, L.P. New Edge Wealth Holdings, L.P. was formed on February 4, 2020 by EdgeCo Buyer, Inc. as part of a consolidation of its wealth management businesses. EdgeCo Buyer, Inc. is a wholly owned subsidiary of EdgeCo Investor Holdings, LP, a limited partnership formed in conjunction with the purchase of Mid Atlantic Capital Group, Inc. by investment funds affiliated with Parthenon Capital, LLC and Waterfall Asset Management, LLC, an SEC-registered institutional asset manager. NewEdge is under common control with NewEdge Securities, Inc. (“NES” or “Securities”), a registered broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (FINRA), LPA Insurance Agency, a California registered insurance agency and NewEdge Advisors, LLC, an investment adviser registered with the SEC. Mr. Robert Sechan II is the Co-Founder and Chief Executive Officer of NewEdge Wealth, LLC and Co- Managing Partner of NewEdge Capital Group, LLC. While this brochure generally describes the business of NewEdge, certain sections also discuss the activities of its supervised persons, which refer to the Firm’s officers, partners, private wealth advisers, directors (or other persons occupying a similar status or performing similar functions), employees or any other person who provides investment advice on NewEdge’s behalf and is subject to the Firm’s supervision or control. Advisory Services NewEdge offers a wide range of discretionary and non-discretionary investment advisory services (the “Advisory Services”) including:
• Wealth Planning
• Financial Planning
• Asset Allocation
• Asset Management
• Portfolio Construction
• Separately Managed Accounts
• Institutional Consulting NewEdge, through its Private Wealth Advisers (“PWA” or “PWAs”), tailors its advisory services to meet the needs of its individual clients and seeks to ensure, on a continuous basis, that client portfolios are managed in a manner consistent with those needs and objectives. NewEdge consults with clients on an initial and ongoing basis to assess their specific risk tolerance, time horizon, liquidity constraints and other related factors relevant to the management of their portfolios. Clients are advised to promptly notify NewEdge if there are changes in their financial situation or if they wish to place any limitations on the management of their portfolios. Clients may impose reasonable restrictions or mandates on the management of their accounts if NewEdge determines, in its sole discretion, the conditions would not materially impact the performance of a management strategy or prove overly burdensome to the Firm’s management efforts. The terms of the advisory services that NewEdge provides for each client is set forth in one or more investment advisory agreements between NewEdge and such client (the “Advisory Agreement”). Some platforms and programs may also require an agreement directly with a client in addition to the Advisory Agreement. Clients must rely on a third party to custody their securities and other assets and to execute securities transactions. Our client’s assets are generally custodied at National Financial Services LLC (“NFS”) or Fidelity Brokerage Services LLC (together with NFS, “Fidelity”). Clients whose assets are custodied with Fidelity will enter into a separate account agreement with Fidelity. Wealth Strategy NewEdge offers clients a broad range of wealth strategy and investment advisory services, which may include cash flow analysis, trust and estate planning, insurance planning, retirement planning, tax planning and other investment advice. In performing these services, NewEdge may rely on information received from the client or from the client’s other professional advisor (e.g., attorneys, accountants, etc.,) and does not independently verify the accuracy of that information. NewEdge does not provide tax or legal advice. Stand-Alone Financial Planning and Non-Investment Consulting Services NewEdge can also provide financial planning and non-discretionary investment-related consulting services regarding matters such as tax and estate planning, insurance, etc. on a stand-alone basis per the terms and conditions of a separate written agreement. Prior to engaging NewEdge to provide planning or consulting services, clients are generally required to enter into a Financial Planning and Consulting Agreement and/or Investment Consulting Agreement with NewEdge setting forth the terms and conditions of the engagement (including termination), describing the scope of the services to be provided, and the portion of the fee that is due from the client prior to NewEdge commencing services. Asset Allocation NewEdge believes that asset allocation and investor behavior are primary drivers of investment returns. When providing asset allocation advice, NewEdge assists clients in the review and establishment of an asset allocation plan across a client’s entire portfolio and makes recommendations based on the client’s investment objectives, risk tolerance and market conditions. In the discretionary program, NewEdge will monitor the client’s portfolio for deviations from the asset allocation plan (within certain agreed upon parameters) and, for assets over which NewEdge can exercise discretion, may make adjustments to bring the portfolio into conformity the client’s plan. NewEdge uses a variety of sources to create its asset allocation models including third party research from financial institutions as well as independent research from unaffiliated investment advisers that provide proactive, investment consulting and advisory services to sophisticated investors. Portfolio Management NewEdge primarily advises clients on the allocation of their assets among various investments including but not limited to  Separately managed accounts of independent investment advisers (“Independent Managers”);  NewEdge Investment Solutions;  PWA advised portfolios;  Model Strategies;  unaffiliated registered funds, including mutual funds and exchange-traded funds; and  affiliated and unaffiliated unregistered pooled investment vehicles (“Private Funds”). PWA Advised Portfolios NewEdge, through its PWAs, can provide investment advice on the assets in your accounts on either a discretionary or non-discretionary basis. Eligible investments include a wide variety of securities and other investments, such as foreign and domestic equity securities, investment and other grade bonds, and structured products, as well as mutual funds, ETFs, closed-end funds, unit investment trusts, real estate investment trusts, hedge funds, private equity funds, and other private placement alternative investments. Portfolios can be designed to manage client assets within a single asset class or across multiple asset classes. Clients that decide to engage NewEdge on a non-discretionary investment advisory basis must be willing to accept that NewEdge cannot effect any account transactions without obtaining prior consent to any such transaction(s) from the client. Thus, in the event that NewEdge would like to make a transaction for a client’s account, and client is unavailable, NewEdge will be unable to effect the account transaction (as it would for its discretionary clients) without first obtaining the client’s consent. Model Strategies PWAs may also recommend strategies that are available through contractual arrangements with model only providers. The Firm believes this approach helps it to solve core administrative and technology issues through a flexible and open architecture solutions. NewEdge can offer solutions and services including: (1) portfolio rebalancing and tax optimization, (2) reporting and data aggregation, and (3) account reconciliation and asset transfers through electronic data feeds from trading firms, clearing firms and custodial firms. Separately Managed Accounts NewEdge may recommend or allocate a portion of a client’s assets in certain Independent Managers to actively manage a portion of its clients’ assets in accordance with the client’s designated investment objective(s). In such situations, the Independent Manager[s] shall have day-to- day responsibility for the active discretionary management of the allocated assets. NewEdge shall continue to render investment supervisory services to the client relative to the ongoing monitoring and review of account performance, asset allocation and client investment objectives. Factors that NewEdge shall consider in recommending Independent Managers include the client’s designated investment objective(s), management style, performance, reputation, financial strength, reporting, pricing, and research. Please Note. The investment management fee charged by the Independent Manager(s) is separate from, and in addition to, NewEdge’s investment advisory fee disclosed at Item 5 below. The specific terms and conditions under which a client engages an Independent Manager may be set forth in a separate written agreement with the designated independent manager. Alternatively, NewEdge may contract directly with the Independent Manager to advise on a sub-advisory basis. In addition to this brochure, clients may also receive the written disclosure documents of the respective Independent Managers engaged to manage their assets. In this arrangement, the Independent Manager has day-to-day responsibility for the active discretionary management of the allocated assets. NewEdge has no ability to affect the trading decisions of the Independent Managers once they are chosen but can advise on the decision to engage or terminate a particular manager. Envestnet Asset Management, Inc. Envestnet is an investment management firm providing investment management and advisory services through Independent Managers. Envestnet provides NewEdge the ability to use the NFS custodial platform, or other custodial platforms, with the Independent Managers established on the Envestnet platform. Envestnet performs the initial and ongoing due diligence on Independent Managers and provides other “backoffice” operations needed for this type of program. Investment Restrictions Each client has the opportunity to place reasonable restrictions on the types of investments to be held in their portfolio. Restrictions on investments in certain securities or types of securities may not be possible due to, for example, the level of difficulty this would entail in managing the account. For the programs listed in this Brochure, you should contact your PWA to determine what types of restrictions you may request for your account. NewEdge Investment Solutions NewEdge can provide asset management services for specific investment strategies through NewEdge Investment Solutions (“NEIS”). NEIS is a division of NEW which is actively involved in managing certain equity and fixed income investment strategies primarily through separately managed accounts. These or other advisory affiliates can be expected to provide additional services in the future. Further, clients investing through NEW are from time to time offered

access to mutual funds, private funds, and other securities offered and/or managed by NEIS or other advisory affiliates of NEW. Separately managed account strategies available to clients will include those to which the NEW (through its Chief Investment Officer) will be responsible for, in whole or in part, constructing, implementing, managing and/or providing other advice (such as asset allocation or capital markets assumptions). Private Investment Funds NewEdge also provides investment advice regarding Private Funds, as well as direct investment in individual enterprises through the use of special purpose vehicles. NewEdge, on a non-discretionary basis, may recommend that certain qualified clients consider an investment in a Private Fund, the description of which (the terms, conditions, risks, conflicts and fees, including incentive compensation) is set forth in the fund’s offering documents. NewEdge and/or its affiliates may also provide investment advisory services and/or administrative services directly to certain Private Funds. NewEdge’s role relative to unaffiliated Private Funds shall be limited to its initial and ongoing due diligence and investment monitoring services. If a client determines to become an unaffiliated private fund investor, the amount of assets invested in the fund(s) shall be included as part of “assets under management” for purposes of NewEdge calculating its investment advisory fee. NewEdge’s fee shall be in addition to the fund’s fees. NewEdge’s clients are under absolutely no obligation to consider or make an investment in any Private Fund(s). Comprehensive Performance Evaluation and Reports NewEdge provides clients with periodic evaluation reports of accounts and each portion managed by the Firm and/or other Independent Managers and Private Funds. These reports generally detail the performance and asset allocation of said account(s), along with the relative portion of a client’s accounts managed by NewEdge and/or each Independent Manager and Private Funds. NewEdge receives its information from account custodians, broker-dealers, Independent Managers, managers to Private Funds and/or other parties and while such information is believed to be accurate and reliable, the Firm cannot guarantee it. To the extent that erroneous information is provided to NewEdge by another Independent Manager, managers to Private Funds, broker-dealers, account custodians or other parties, the Firm is not responsible for any inaccuracies which are contained in the reports. At a client’s request, NewEdge will consider the asset classes of investments and property that are not invested with or through one of the Firm’s investment advisory accounts (“Client Requested Assets”) for asset allocation purposes and will report the performance of those investments relative to an appropriate benchmark but will not otherwise provide due diligence or monitoring services on such assets. Including Client Requested Assets in performance reports does not constitute investment advice or a recommendation or endorsement by NewEdge or its PWAs of any such investment(s). Miscellaneous _____________________________________________________________________________ Limitations of Financial Planning and Non-Investment Consulting/Implementation Services To the extent requested by the client, NewEdge will generally provide financial planning and related consulting services regarding matters such as tax and estate planning, and insurance. NewEdge will generally provide such consulting services inclusive of its advisory fee (exceptions could occur based upon assets under management, extraordinary matters, special projects, stand-alone planning engagements, etc. for which Firm may charge a separate or additional fee). Please Note. NewEdge believes that it is important for the client to address financial planning issues on an ongoing basis. Please Also Note: NewEdge does not serve as an attorney, accountant, or insurance agent, and no portion of our services should be construed as same. Accordingly, NewEdge does not prepare legal documents, prepare tax returns, or sell insurance products. To the extent requested by a client, we may recommend the services of other professionals for non-investment implementation purpose (i.e., attorneys, accountants, insurance, etc.), including NewEdge’s representatives in their separate individual capacities as registered representatives of New Edge’s affiliated broker-dealer, NewEdge Securities, Inc, and as licensed insurance agents. The client is under no obligation to engage the services of any such recommended professional. Retirement Rollovers-Potential for Conflict of Interest A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (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) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If NewEdge recommends that a client roll over their retirement plan assets into an account to be managed by NewEdge, such a recommendation creates a conflict of interest if NewEdge will earn new (or increase its current) compensation as a result of the rollover. If NewEdge provides a recommendation as to whether a client should engage in a rollover or not (whether it is from an employer’s plan or an existing IRA), NewEdge is acting as a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. No client is under any obligation to roll over retirement plan assets to an account managed by NewEdge, whether it is from an employer’s plan or an existing IRA. NewEdge’s Chief Compliance Officer remains available to address any questions that a client or prospective client may have regarding the potential for conflict of interest presented by such rollover recommendation. Structured Notes In certain investment strategies, NewEdge may purchase structured notes for client accounts. A structured note is a financial instrument that combines two elements, a debt security and exposure to an underlying asset or assets. It is essentially a note, carrying counter party risk of the issuer. However, the return on the note is linked to the return of an underlying asset or assets (such as the S&P 500 Index or commodities). It is this latter feature that makes structured products unique, as the payout can be used to provide some degree of principal protection, leveraged returns (but usually with some cap on the maximum return), and be tailored to a specific market or economic view. In addition, investors may receive long-term capital gains tax treatment if certain underlying conditions are met and the note is held for more than one year. Finally, structured notes may also have liquidity constraints, such that the sale thereof before maturity may be limited. In the event that a client has any questions regarding structured notes, NewEdge’s Chief Compliance Officer remains available to address them. See Risks associated with Structured Notes at Item 8 below. Portfolio Activity. NewEdge has a fiduciary duty to provide services consistent with the client’s best interest. NewEdge will review client portfolios on an ongoing basis to determine if any changes are necessary based upon various factors, including, but not limited to, investment performance, market conditions, fund manager tenure, style drift, account additions/withdrawals, and/or a change in the client’s investment objective. Based upon these factors, there may be extended periods of time when NewEdge determines that changes to a client’s portfolio are neither necessary nor prudent. Clients remain subject to the fees described in Item 5 below during periods of account inactivity. Custodian Charges-Additional Fees. As discussed below at Item 12 below, when requested to recommend a broker-dealer/custodian for client accounts, NewEdge generally recommends Fidelity. Broker- dealers/custodians such as NES and Fidelity charge brokerage commissions, transaction, and/or other type fees for effecting certain types of securities transactions (i.e., including transaction fees for certain mutual funds, and mark-ups and mark-downs charged for fixed income transactions, etc.). The types of securities for which transaction fees, commissions, and/or other type fees (as well as the amount of those fees) shall differ depending upon the broker-dealer/custodian. When beneficial to the client, individual fixed‐income and/or equity transactions may be effected through broker‐dealers with whom NewEdge and/or the client have entered into arrangements for prime brokerage clearing services, including effecting certain client transactions through other SEC registered and FINRA member broker‐dealers (in which event, the client generally will incur both the transaction fee charged by the executing broker‐dealer and a “trade-away” fee charged by the account custodian) These fees/charges are in addition to NewEdge’s investment advisory fee at Item 5 below. Please Note: The use of Securities as the introducing broker-dealer presents a conflict of interest since an affiliate of NewEdge shall derive an economic benefit for the advisory engagement. However, assuming that NewEdge is engaged as a wrap program sponsor (see below), this conflict is mitigated. ANY QUESTIONS: NewEdge’s Chief Compliance Officer remains available to address any questions that a client or prospective client may have regarding the above. Tradeaway/Prime Broker Fees. In limited circumstances, if, in the reasonable determination of NewEdge, it would be beneficial for the client, individual equity and/or fixed income transactions may be effected through broker-dealers other than the account custodian, in which event, the client generally will incur both the fee (commission, mark-up/mark-down) charged by the executing broker-dealer and a separate “tradeaway” and/or prime broker fee charged by the account custodian. ANY QUESTIONS: Our Chief Compliance Officer remains available to address any questions that a client or prospective client may have regarding tradeaway arrangements. Cross Transactions. In limited circumstances, when determined to be in the best interest of its clients, NewEdge may engage in a cross-transaction pursuant to which NewEdge may effect transactions between two of its managed client accounts (i.e., arranging for the clients’ securities trades by “crossing” these trades when NewEdge believes that such transactions generally, thinly traded bonds are beneficial to its clients). Such a transaction presents a conflict of interest if Securities serves in an agency capacity. In addition, NewEdge has an interest in the price at which the cross trades are conducted since NewEdge’s asset-based fees will be negatively impacted by lower bond values. The client can revoke NewEdge’s cross-transaction authority at any time upon written notice to NewEdge. Client Obligations. In performing our services, NewEdge shall not be required to verify any information received from the client or from the client’s other professionals and is expressly authorized to rely thereon. Moreover, it remains each client’s responsibility to promptly notify NewEdge if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising our previous recommendations and/or services. ANY QUESTIONS: Our Chief Compliance Officer remains available to address any questions that a client or prospective client may have regarding these issues.