Modern Wealth Management, LLC (“MWM”) is offering this disclosure document about our investment advisory services. It describes information about the services we provide and how they are made available to you, the client. Our main office is in Kansas, but we have other offices in California, Indiana, Iowa, Missouri, Michigan, New York, and Virginia. MWM is a fee-based investment management firm based in Lenexa, Kansas, specializing in investment advisory services for investors. MWM was established by Modern Wealth Holdings, LLC in December 2022 and is wholly owned by that entity. MWM is committed to helping clients build, manage, and preserve their wealth as well as assisting clients to help achieve their stated financial goals. We may offer an initial complimentary meeting; however, investment advisory services are initiated only after you and MWM execute a client agreement. Client meetings occur in-person or remotely by telephone or video conference. We offer services on a discretionary basis where we will change the portfolio as appropriate to help meet your financial objectives. We trade portfolios in accordance with the strategies appropriate for each individual Client. We primarily invest in stocks, bonds, Exchange Traded Funds (“ETFs”), US Government Treasuries, REITS, alternative investments, mutual funds, and money market funds. A portion of the account may be held in cash, cash equivalents, or money market funds as part of the overall investment strategy. Depending on the current investment outlook or strategy, cash balances may have a higher concentration and may represent a significant portion of your overall portfolio. Where deemed appropriate, we may recommend that our clients invest in alternative assets, including hedge funds, private equity funds, real estate funds, and other alternative funds. Although the Investment Advisory Agreement with our Clients gives us broad investment authority, we do not anticipate investing in other security types. We may recommend that certain Clients utilize margin in the Client’s investment portfolio or other borrowing. However, we usually only recommend such borrowing for non-investment purposes, such as bridge loans and other financing needs. The Firm’s fees are determined gross of any margin or borrowing when based on the value of the assets being managed. CENTRALIZED PORTFOLIO MANAGEMENT MODEL MWM operates on a centralized portfolio management model basis, where investment decisions are guided by the MWM Investment Committee (the “Committee”). The Committee is responsible for the development and oversight of the MWM investment platform, namely through reviewing the firm’s diligence efforts for new investment strategies, platform decision making around the addition and removal of strategies, the adherence to strategy parameters and objectives for current strategies, and the periodic review of investment strategy performance and related risk management. Day-to-day management of MWM’s centralized portfolio management model is performed by MWM’s Investment Management Team led by MWM’s Director of Investments. The Director of Investment and his team review model investment strategies, determine asset allocation targets, select specific securities or funds, and monitors portfolio performance. Their goal is to ensure consistency and standardization across client portfolios. 5 | P A G E MWM's growth strategy includes acquiring independent firms' practices or those of Investment Adviser Representatives (“IARs”). During the transition and integration process, our Investment Management Team collaborates closely with newly onboarded advisers. We provide oversight and feedback to ensure the prudent management of these portfolios, aligning with our commitment to maintaining the trust and satisfaction of our clients throughout the process. Our Firm may advise a client about other legacy positions or other investments in Client portfolios that are not part of an existing model strategy described above. Clients can limit or restrict our trading in these positions. MODERN WEALTH MANAGEMENT SERVICES Modern Wealth Management provides an inclusive combination of services related to investment management, tax planning, financial planning, risk management planning, and estate planning into a single offering. This allows Clients access to financial planning, investment management, tax, estate and insurance specialists who all work together facilitated under the MWM umbrella. MWM may provide this service without any additional financial planning services if the client so desires. MWM offers discretionary investment management services for a fee based on a percentage of your assets under management. These services include investment analysis, allocation of investments, quarterly portfolio statements, and ongoing monitoring services for the portfolio. MWM determines your portfolio composition based on your needs, portfolio restrictions (if any), financial goals, and risk tolerances. MWM will work with you to obtain the necessary information regarding your financial condition, investment objectives, liquidity requirements, risk tolerance, time horizons, and any restrictions on investing. This enables MWM to determine the portfolio best suited for your investment objective and needs. Although we generally recommend long-term investment strategies, our advisors may recommend various short-term investment strategies to accommodate specific Client goals or objectives. To further fine-tune our understanding of a client’s risk tolerance, MWM utilizes a third-party technology that uses statistical analysis to model the relationships between different securities and economic factors for scenario modeling, risk assessment, and portfolio stress testing. Clients will not pay our Firm a higher advisory fee for this service. USE OF RISK TOLERANCE & FINANCIAL PLANNING TOOLS To develop a complete picture of a client’s investment objectives, our advisor works one-on-one with the client through the initial and ongoing planning process to create an investment plan that fits the client’s risk tolerance and investment objectives. Based on this information, we understand the client’s investment objectives, goals, and the amount of risk the client will tolerate. Additionally, our Firm utilizes third-party vendors to assist in identifying and further understanding the client’s risk tolerance. Risk-tolerance technology assists financial planners in two tasks: (1) measuring the risk preferences of investors and (2) applying these preference measurements to portfolio selection. The technology can summarize an investor’s risk tolerance in a quantitative format. The risk-tolerance technology we leverage helps us identify appropriate client portfolios using a combination of existing holdings and recommended allocation strategies to provide clients with an overall portfolio consistent with their desired risk level. Generally, clients are recommended a mixture of strategies with various 6 | P A G E allocations, including strategies that focus on fixed income, growth, balanced, moderate, or aggressive investments, which correlate to the client’s risk score. MWM advisors may use financial planning software, including Money Guide Pro, Right Capital, and/or eMoney, as part of the risk assessment and financial planning processes. Decisions on which planning tool is appropriate for the client are based on individual client facts and circumstances. MODULAR PLANNING SERVICES MWM offers modular planning services designed to meet individual Clients’ specific needs. These services may include one or more of the following. FINANCIAL PLANNING MWM advisors prepare a financial plan for the Client. The financial plan will include an analysis of all the client’s financial assets but do not include estate plan or tax planning analyses. MWM makes available to Clients third-party platforms such as Right Capital, MoneyGuide Pro, and eMoney to provide periodic comprehensive reporting services that can incorporate all the Client’s investment assets. These platforms can also aggregate positions in those investment assets that are not part of the assets managed by our Firm (“Excluded Assets”). Unless otherwise expressly agreed to in writing, MWM’s services relative to the Excluded Assets is limited to reporting only. Therefore, we shall not be responsible for the investment performance of the Excluded Assets. Instead, the Client and the Client’s designated outside investment professional(s), if applicable, maintain supervision, monitoring, and trading authority for the Excluded Assets. If the Client prefers we make recommendations as to any Excluded Assets, the Client has no obligation to accept the recommendation, and we shall not be responsible for any implementation error (timing, trading, etc.) relative to the excluded assets. If the Client prefers we provide investment advisory services for the Excluded Assets, the Client may engage us under the terms of an Investment Advisory Agreement. The third-party platform may also provide access to other types of information, including financial planning concepts, which should not be construed as our Firm’s personalized investment advice or recommendations. We shall not be held responsible for any adverse results a Client may experience if the Client engages in financial planning or other functions available on the third-party platform without our assistance or oversight. Clients who request any financial planning service described above will have the option to receive their financial plan differently. The options available to clients include:
• a one-time delivery of a financial plan where the service is considered complete upon delivery and review with the client;
• A financial plan that includes the initial delivery and review plus annual updates and reviews with MWM; TAX PLANNING SERVICES Tax planning services offered through Modern Wealth Tax Services, LLC. Modern Wealth Tax Services will assist you in the development of a multi-year income tax plan after careful consideration of your objectives and present financial situation. This process begins with the preparation of a comprehensive financial plan. Based 7 | P A G E on this analysis, we will recommend strategies to implement today that can positively impact taxes due in future years, especially during retirement. Tax return preparation is not included in this service but can be obtained through Modern Wealth Tax Services at an additional cost. A custom tax analysis is designed to answer a specific client question about the impact on current year taxes given a specific act. Examples include “Should I make a Qualified Charitable Donation this year?” or “What is the impact on my taxes if I pay cash or take out a mortgage to purchase a second home?”. Custom tax analysis may also require a current financial plan. The actual fee will be determined prior to providing the service. ESTATE PLANNING SERVICES MWM may provide estate planning assistance to our clients. This could include the following: 1) General estate tax education and guidance; (2) General trust guidance (e.g., types and features); (3) General explanation of estate planning structures/documents; (4) General explanation of estate planning and gifting strategies; (5) General explanation of taxation issues of trusts and estates; (6) General explanation of types and treatment of trust income; (7) General guidance on sources of estate liquidity; (8) General guidance on ownership titles and assistance with titling of assets; (9) General guidance on impact of account and trust beneficiary designations (10) Assistance with gathering information to transmit to EncorEstate Plans. In some instances, MWM may use the

software of EncorEstate (“Encore”) to produce estate planning documents based on the information provided through the ENCORE software. The services provided by Encore include the following: (1) Preparation of estate planning documents; (2) Preparation and recordation of real estate deed into trust; and (3) Review of information transmitted by Client to make sure estate planning goals are adequately met. Beyond the review of current estate plan documents described above, additional estate planning services may require a separate engagement and fee to law firms that provide this service. These law firms work in coordination with MWM, and all estate plan meetings/services will occur at the offices of MWM or will join your MWM meeting. Estate planning services provided by third party law firms typically include documents such as wills, trusts, durable power of attorney, beneficiary designations, healthcare power of attorney, guardianship designations, etc. that are customized to protect your personal property and assets. Additionally, these documents define who you want to inherit your personal property and assets. INSURANCE NEEDS ANALYSIS This service is a stress test of your financial plan or as a stand-alone service. Includes analysis of your current financial assets and typically requires you to go through the MWM financial planning process. Types of policies to be reviewed include, but may not be limited to, life insurance, long-term care, Medicare, disability, and health insurance. KEY MAN BUSINESS OWNER ANALYSIS This service is included as part of your financial plan or as a stand-alone service and covers policy review specifically for business owners. This includes an analysis of your current financial assets and may also require you to go through the MWM financial planning process. THIRD-PARTY MONEY MANAGER ARRANGEMENTS 8 | P A G E MWM may utilize an independent third-party money manager (“TPMM”) to aid us in the implementation of investment strategies for your portfolio. In certain circumstances, we may allocate a portion of a portfolio to an independent TPMM for separate account management based upon your individual circumstances and objectives, including, but not limited to, your account size and tax circumstances. Upon the recognition of such situations, in coordination with you, we will hire a TPMM for the management of those securities. MWM evaluates a variety of information about TPMMs, which may include the TPMMs’ public disclosure documents, materials supplied by the TPMMs themselves and other third-party analyses. To the extent possible, we seek to assess the TPMMs’ investment strategies, past performance, and risk results in relation to its clients’ individual portfolio allocations and risk exposure. MWM also takes into consideration each TPMM’s management style, returns, reputation, financial strength, reporting, pricing and research capabilities, among other factors. MWM continues to provide services relative to the discretionary selection of the TPMMs. On an ongoing basis, we monitor the performance of those accounts being managed by TPMMs. MWM seeks to ensure the TPMMs’ strategies and allocations remain aligned with its clients’ investment objectives and overall best interests. In certain instances, the TPMM utilized by Modern Wealth Management may hire a third party to avail itself of the services or facilities of other organizations for the purposes of providing services, as appropriate for the discharge of its client obligations. OTHER SERVICES AVAILABLE THROUGH MWM EMPLOYER-SPONSORED RETIREMENT PLANS For employer-sponsored retirement plans with participant-directed investments, our firm offers comprehensive advisory services under both ERISA Sections 3(21) and 3(38). As an ERISA 3(21) investment advisor, the Plan Sponsor and our firm share fiduciary responsibility, with the Plan Sponsor retaining ultimate decision-making authority for investments. Under a separate ERISA 3(21) Investment Adviser Agreement, we can provide services such as screening investments, monitoring them regularly, providing annual investment reports, and assisting in developing an Investment Policy Statement (“IPS”). MWM also provides specialized 3(38) investment management services, assuming full discretion and responsibility for selecting, monitoring, and potentially replacing investment options within the plan's lineup. Under an ERISA 3(38) Investment Management Agreement, we conduct due diligence, ongoing monitoring, provide investment reports, and collaborate on IPS development. Additionally, we offer financial education programs to plan participants, emphasizing general investing principles and information on available investment options within the plan. This educational support aims to empower participants to make informed decisions about their retirement savings. We may also facilitate initial enrollment sessions and periodic workshops to enhance participant understanding and maximize plan benefits. PONTERA Our Firm engaged Pontera, an unaffiliated third-party service provider, for Client accounts not directly held with our recommended Custodians, but where our team has discretion and leverages an Order Management System to implement asset allocation or rebalancing strategies on behalf of the Client. These are primarily 401(k) accounts, 403(b) accounts, 529 plans, variable annuities, and other held-away assets. We regularly review the 9 | P A G E current holdings and available investment options in these accounts, monitor the account, rebalance, and implement our Firm’s strategies as necessary. The platform allows us to avoid being considered to have custody of Client funds since we do not have direct access to Client log-in credentials to affect trades. We are not affiliated with the platform in any way and receive no compensation from them for using their platform. A link will be provided to the Client, allowing them to connect an account(s) to the platform. Once the Client account(s) is connected to the platform, the Adviser will review the current account allocations and investment options. When we are authorized with discretionary management, we will rebalance the account, considering Client investment goals and risk tolerance, and any change in allocations will consider current economic and market trends. The goal is to improve account performance over time, minimize losses during complex markets, and manage internal fees that harm account performance. INVESTMENT MANAGEMENT OF VARIABLE ANNUITY CONTRACTS Where appropriate, the Firm may also advise on any other investment held in client portfolios. Clients can engage MWM to manage and/or advise on certain investment products not maintained at their primary custodian, such as annuity contracts and assets held in employer-sponsored retirement plans and qualified tuition plans (i.e., 529 plans). In these situations, MWM directs or recommends the allocation of client assets among the various investment options available with the product, including the initial purchase of the variable annuity contract. These assets are generally maintained at the underwriting insurance company, or the custodian designated by the product’s provider. ADVISORY SERVICES TO BROKERAGE CUSTOMERS MWM provides investment advisory services to certain broker-dealers’ customers (“Brokerage Customers”) who provide written consent requesting to receive MWM’s advisory services. Brokerage Customers have entered into a written advisory agreement with MWM. MISCELLANEOUS In performing its services, MWM does not independently verify any information it receives from Clients or a Client’s other service providers; it relies solely on the information Clients and their authorized representatives provide. The Client is free to accept or reject any recommendation made by MWM. Moreover, each Client is advised that it remains the Client’s responsibility to promptly notify MWM if there is ever any change in the Client’s financial situation or investment objectives so that MWM, if necessary, can re-evaluate or revise any previous recommendations or services it provided to the Client. DISCLOSURE REGARDING ROLLOVER RECOMMENDATIONS A client or prospect 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) rollover 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). Our Firm may recommend an investor roll over plan assets to an IRA for which our Firm provides investment advisory services. As a result, our Firm and its representatives may earn an asset-based fee. In contrast, a recommendation that a client or prospective client leave their plan assets with their previous employer or roll over the assets to a plan sponsored by a new 10 | P A G E employer will generally result in no compensation to our Firm. Our Firm therefore has an economic incentive to encourage a client to roll plan assets into an IRA that our Firm will manage, which presents a conflict of interest. To mitigate the conflict of interest, there are various factors that our Firm will consider before recommending a rollover, including but not limited to:
• the investment options available in the plan versus the investment options available in an IRA
• fees and expenses in the plan versus the fees and expenses in an IRA
• the services and responsiveness of the plan’s investment professionals versus those of our Firm,
• protection of assets from creditors and legal judgments
• required minimum distributions and age considerations, and
• employer stock tax consequences, if any. Rollover recommendations are reviewed by the firm. We are fiduciaries under the Investment Advisers Act of 1940, and when we provide investment advice to you regarding your retirement plan account or individual retirement account, we are also fiduciaries 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. We must act in your best interest and not put our interest ahead of yours. At the same time, how we make money conflicts with your interests. ADMINISTRATIVE SERVICES PROVIDED BY ORION ADVISOR SERVICES, LLC MWM has contracted with Orion Advisor Services, LLC (referred to as “Orion”) to utilize its technology platforms to support data reconciliation, performance reporting, fee calculation and billing, research, client database maintenance, quarterly performance evaluations, payable reports, web site administration, models, trading platforms, and other functions related to the administrative tasks of managing client accounts. Due to this arrangement, Orion will have access to client accounts, but ORION will not serve as an investment advisor to our clients. Modern Wealth Management and ORION are non-affiliated companies. ORION charges our Firm an annual fee for each account administered by ORION. Please note that the MWM advisory fee charged to the client will not increase due to the annual fee MWM pays to Orion. The annual fee is paid from the portion of the management fee retained by Modern Wealth Management. WRAP FEE PROGRAMS MWM does not place Client assets into a wrap fee program. ASSETS UNDER MANAGEMENT As of the close of business on January 31, 2024, MWM manages $2,073,107,856 in regulatory assets under management, approximately $2,024,627,523 of which was managed on a discretionary basis and $48,480,333 on a non-discretionary basis.