The Wealth Management Platform – Advisor Managed Portfolios (“Program”) is sponsored by VISION2020 Wealth Management
Corp. (“VISION2020”, the “Firm,” “us” or “we” or “our”), an SEC-Registered Investment Adviser. VISION2020 is a subsidiary of
Osaic, Inc., a wholly-owned subsidiary of Osaic Holdings, Inc., which is owned primarily by a consortium of investors through RCP
Artemis Co-Invest, L.P., an investment fund affiliated with Reverence Capital Partners LLC. The consortium of investors includes,
RCP Genpar Holdco LLC, RCP Genpar L.P., RCP Opp Fund II GP, L.P., and The Berliniski Family 2006 Trust.
The Program is presented to you (“Client”) by Investment Adviser Representatives (“Advisory Representatives”) of Osaic
Holdings, Inc.’s affiliated registered investment adviser firms (“Advisor” or “Osaic Firms”). The Advisor may be a Related Person
(as defined in Form ADV) to us. Please refer to the Advisor’s Form ADV 2A to determine if your Advisor is a Related Person to us.
Your Advisory Representative could also provide advisory services through an Advisor that is an independent investment
advisory firm and unaffiliated with us.
To join the Program, you will enter into an investment advisory client agreement (“Client Agreement”) with us and your Advisory
Representative and establish a brokerage account (“Program Account”) on a fully disclosed basis with a broker-dealer subsidiary
of Osaic Holdings, Inc. (“Broker-Dealer”). The Broker-Dealer is a Related Person to us and there are conflicts of interest that are
further described herein and/or within the Form ADV 2A of your Advisor.
Advisory Services
The Program begins with your Advisory Representative working with you to identify your investment goals and objectives as
well as risk tolerance. Your Advisory Representative will then create an initial portfolio allocation designed to complement your
financial situation and personal circumstances.
Your Advisory Representative has the option to allocate your portfolio amongst a mix of stocks, bonds, options, exchange-traded
funds, mutual funds and other securities (“Program Investments”) which are based on your investment goals, objectives, and
risk tolerance. Your Advisory Representative has the option to recommend model portfolios, option trading and/or margin as a
part of the chosen strategy. Upon your agreement, this portfolio allocation will be managed in your Program Account.
The investment strategies utilized in the Program depend upon your investment objectives and goals as provided to your
Advisory Representative. Portfolios are constructed along basic investment objective categories, however you and each client
have the opportunity to place reasonable restrictions on the type of investments to be held in your Program Account.
Depending on the terms you enter into with us in the Statement of Investment Selection (“SIS”), your Advisory Representative
will manage your account on either a discretionary or non-discretionary basis. We define discretionary management as the ability
to trade your account, without obtaining your prior consent, the securities and amount of securities to be bought or sold, and the
timing of the purchase or sale. It does not extend to the withdrawal or transfer of your account funds. Non-discretionary
management means that your Advisory Representative does not have the ability to perform the aforementioned without your
consent. However, your Advisory Representative has the option to periodically rebalance your account to maintain the initially
agreed upon asset allocation without your consent. In addition, the Firm has limited discretionary trading, solely with respect to
any and all transactions executed in order to convert certain mutual fund holdings in your Account to a lower-cost share class,
whenever such share class is available.
Program Fees
The Program is offered alternatively as an Account with separate advisory fees and transaction charges (“Non-Wrap Fee”) or as
an account where no separate transactions charges apply and a single fee is paid for all advisory services and transactions
(“Wrap Fee”). In both Wrap Fee and Non-Wrap Fee accounts, you pay a monthly or quarterly Account Fee. Monthly or quarterly
Fees are charged in advance or arrears based upon the market value of the assets held in your account as of the last business
day of the preceding calendar month or quarter or on the average daily value of your account of the preceding quarter. Monthly
or quarterly
Wealth Management AMP 2024.1 4 Current as of March 28, 2024
Account Fees are determined by prorating the applicable rate in the annual Account Fee schedule for the number of calendar
days for each month or quarter. In the event that additions to, or withdrawals from, the account are made in excess of $10,000
during any given month or quarter, the Account Fee will be adjusted on a pro-rata basis to the account from which the charge was
debited, based on the market value of the assets at such time to reflect the addition or withdrawal. Adjustments are calculated
as follows:
i) As of the date a withdrawal of $10,000 or more, fees paid in advance on the withdrawn amount for the remaining calendar
days in the month or quarter will be refunded (“Prior Fees Paid”).
ii) As of the date of the addition of $10,000 or more, fees will be recalculated on the additional amount for the remaining
number of calendar days in the month or quarter (“Recalculated Fees”).
iii) The applicable rate for the Recalculated Fees or Prior Fees Paid will be determined based on the market value of the
assets as of the date of the addition or withdrawal as applied to the Tiered and Linear method described below. If you
were to add assets and separately withdraw assets during the same monthly or quarterly billing period, the rate applied
to your Recalculated Fees versus Prior Fees may be different.
iv) The net difference of the Recalculated Fees and the Prior Fees Paid, if there are multiple such events in the same billing
period, will be combined at the next billing period and therefore may result in a credit or debit to the account.
The Account Fee schedule is illustrated in the SIS.
In computing the market value of assets, mutual fund shares will be calculated at their respective net asset values as of the
valuation date in accordance with each mutual fund prospectus. With respect to accounts that utilize margin, the “net worth” or
“net equity” value of the account, not the long or short market value, will be used to determine the Account Fee. With respect to
accounts that purchase or sell option contracts, the positive or negative value of the option will be included in the net equity value
of the account for purposes of determining the Account Fee. Please be aware that option contracts are a “wasting” asset, in that
they have value only through the date on which they expire. If call option contracts are sold in conjunction with securities held in
a Program Account, (often referred to as covered call options) the cash received on the sale of the option may have the effect of
temporarily increasing the net equity value of the Program Account, and thus increasing the amount of the Account Fee. .
Methods of Calculating Account Fees
Your Account Fee calculation method is billed using either the “Tiered” or “Linear” method. The SIS will disclose the applicable
method applied to your Program Account. To illustrate, please refer to the sample billing schedule below:
Total Program Account Value: Program Account Fee:
$0 – $249,999 X%
$250,000 – $499,999 Y%
Under the Tiered billing method, a Total Program Account Value of $400,000 the first $249,999 would be billed at X% with the
remaining $150,001 to be billed at Y%.
Under the Linear billing method, a Total Program Account Value of $400,000 would be billed at Y%.
Negotiation of Account Fees
Subject to the maximum Account Fee limitations imposed by the fee schedules that follow, each Advisory Representative: (i)
negotiates with clients their own Account Fee schedule, and (ii) determines on a client by client basis the Accounts that will be
included in the same “household” for purposes of calculating the Account Fee. The actual Account Fee schedule will be shown in
the SIS.
Account Fees and terms are negotiated on a case-by-case basis, depending on a variety of factors, including the nature and
complexity of the particular service, the requirements of your particular Advisory Representative, your relationship with your
Advisory Representative, the size of the Account, the potential for other business or clients, the amount of work anticipated and
the attention needed to manage the Account, among other factors.
Fee Schedules
Wrap Fee Option
If you select the Wrap Fee option, you will pay a single Account Fee that is inclusive of ticket charges for the purchase and sale
of securities. Please consider that depending upon the level of the Account Fee charged, the amount of portfolio activity in your
account, the value of services that are provided under the Program, and other factors, the Account Fee may or may not exceed
the aggregate cost of such services if they were to be provided separately. Our policy and procedures are designed to ensure our
Related Persons recommend Wrap Fee Advisory Accounts only for actively managed accounts.
Wealth Management AMP 2024.1 5 Current as of March 28, 2024
The Wrap Fee option offers a bundled charge that is inclusive of transactional (i.e., trading) costs and is meant to be utilized by
investors who have an intention to actively trade their account. A Non-Wrap Fee account is generally more cost-effective for
you if you do not intend to actively trade your account. While there is no precise determinant for an actively traded account, if
you are engaging in a small number of transactions per year, you should discuss in detail with your advisor if a wrap-account is
appropriate for your needs.
The Wrap Account Fee is composed of two components, the “Administrative Fee” and the “Advisory Fee.” The rates charged for
these components are determined based on several factors described in more detail below, including but not limited to the size
of your account, services provided, and the Advisory Fee negotiated. The annual Account Fee schedule applied to your account
will not exceed 2.50% of Program Assets for new accounts. Please note, that certain accounts amended into the Program can be
under different fee schedules where the maximum total Account Fee paid by you could be higher (up to 3.00%). The Account Fee
charged in any given month or quarter will be reflected in the account statements sent to you.
Administrative Fees
The portion of the Account Fee allocated to the Administrative Fee covers administrative, and supervisory services
provided by your Advisor’s associated Broker-Dealer as well as transaction, execution, clearing and custodial services as
provided by the clearing broker-dealer. The Administrative Fee is set on a sliding scale depending on the size of the assets
in the account with a maximum of 0.26%. With regard to any assets invested in mutual funds that are advised by an
affiliate of the Firm1, the assets will be excluded from the calculation of the Administrative Fee.
A discounted Administrative Fee Schedule is available for certain Advisory Representatives that meet the qualifications.
The discount will be based upon the aggregated total of Account Fee billings from all clients your Advisory Representative
maintains in the Program. The discount ranges can be a partial or full reduction of the Administrative Fee. If your Advisory
Representative receives a discounted Administrative Fee, your Advisory Representative’s compensation will increase or
decrease by the amount of the discount received, but your Total Account Fee and cost will remain unchanged.
Advisory Fees
The Advisory Fee is the remainder of the Account Fee and is primarily paid to your Advisory Representative for the
provision of their personal advisory services rendered in qualifying you for investment in the Program, as well as for
ongoing supervision and/or portfolio monitoring of Program Investments. Advisory Fees are negotiated on a case-by-case
basis, depending on a variety of factors, including the nature and complexity of the particular service, your relationship
with us and our Advisory Representative, the size of the account, the potential for other business or clients, the amount of
work anticipated and the attention needed to manage your account.
Non-Wrap Fee Option
Clients who select the Non-Wrap Fee option will pay separate Transaction Charges in addition to the Account Fee. The custodian
and Advisor’s associated broker-dealer receive portions of the transaction charges. The Non-Wrap Fee is composed of two
components, the “Administrative Fee” and the “Advisory Fee.” The rates charged for these components are determined based
on several factors described in more detail below, including but not limited to the size of your account, services provided, and
the Advisory Fee negotiated. The annual Account Fee schedule applied to your account will not exceed 2.50% of Program Assets
for new accounts. Please note, that certain accounts amended into the Program can be under different fee schedules where the
maximum total Account Fee paid by you could be higher (up to 3.00%). The Account Fee charged in any given month or quarter
will be reflected in the account statements sent to you.
Administrative Fees
The portion of the Account Fee allocated to the Administrative Fee covers administrative, and supervisory services
provided by your Advisor’s associated Broker-Dealer as well as transaction, execution, clearing and custodial services as
provided by the clearing broker-dealer. The Administrative Fee is set on a sliding scale depending on the size of the assets
in the account with a maximum of 0.17%. With regard to any assets invested in mutual funds that are advised by an
affiliate of the Firm1, the assets will be excluded from the calculation of the Administrative Fee.
A discounted Administrative Fee Schedule is available for certain Advisory Representatives that meet the qualifications.
The discount will be based upon the aggregated total of Account Fee billings from all clients your Advisory Representative
maintains in the Program. The discount ranges can be a partial or full reduction of the Administrative Fee. If your Advisory
Representative receives a discounted Administrative Fee, your Advisory Representative’s compensation will increase or
decrease by the amount of the discount received, but your Total Account Fee and cost will remain unchanged.
1 Ladenburg Thalmann Asset Management, Inc. (“LTAM”) is an SEC registered investment adviser affiliated with VISION2020 Wealth Management
Corp. LTAM offers the Ladenburg Funds (i.e., Ladenburg Income Fund, Ladenburg Income & Growth Fund, Ladenburg Growth & Income Fund,
Ladenburg Growth and Ladenburg Aggressive Growth), as well as the Total Portfolio Series funds (Collective Investment Trusts) established for
retirement plans. Our Advisory Representative can recommend clients invest in these funds as well as other Ladenburg portfolios. Transactions
within these funds are executed through Ladenburg Thalmann & Co, Inc. (a registered broker/dealer affiliated with VISION2020 Wealth
Management Corp.) which receives no commissions when executing trades on behalf of the Funds.
Wealth Management AMP 2024.1 6 Current as of March 28, 2024
Advisory Fees
The Advisory Fee is the remainder of the Account Fee and is primarily paid to your Advisory Representative for the
provision of their personal advisory services rendered in qualifying you for investment in the Program, as well as for
ongoing supervision and/or portfolio monitoring of Program Investments. Advisory Fees are negotiated on a case-by-case
basis, depending on a variety of factors, including the nature and complexity of the particular service, your relationship
with us and our Advisory Representative, the size of the account, the potential for other business or clients, the amount
of work anticipated and the attention needed to manage your account.
Transaction Charges for Non-Wrap Accounts
Transaction Fee Schedule
Exchange Listed Equities including ETFs (purchases & sales) $7.00
OTC Equities (purchases & sales) $7.00
Options (purchases & sales) $7.00
Listed Bonds (purchases & sales) $7.00
Bonds (Corp., Treasury, Municipal & Money Mkt.) & CDs (purchases & sales) $7.00
UITs (purchases & sales) $7.00
Load Mutual Funds @NAV
Purchases & Redemptions $7.00
Dollar Cost Averaging $0
Systematic Redemption $0
Internal Exchanges $0
No-Load Mutual Funds
Purchases (initial & subsequent) $7.00
Redemptions (initial & subsequent) $7.00
Illiquid and Alternative Investments
Daily NAV Interval Funds (purchases & sales) $7.00
Monthly NAV REITs (purchases & sales) $7.00
Registered Daily NAV REITs (purchases & sales) $50.00
For additional information regarding these and other transaction charges please refer to the “Client Fee Disclosure”
in the “Disclosures” section of our affiliate broker-dealer website
s: osaic.com; sagepointfinancial.com;
fscsecurities.com; woodburyfinancial.com; securitiesamerica.com; triadadvisors.com.
Confirmation and Prospectus Paper Fees
Confirmation Fee $1.50
Prospectus Fee $1.50
The Confirmation Fee applies to both Wrap and Non-Wrap Fee accounts. The Confirmation Fee can be avoided by signing up for
electronic delivery or by suppressing trade confirmations to quarterly (when allowed, as outlined in Item 9 below). Your Advisory
Representative can also choose to pay this fee on your behalf. Refer to the trade confirmation to determine if this fee applies
to you.
The Prospectus Fee applies to both Wrap Fee and Non-Wrap Fee accounts and is paid by your Advisory Representative. The
Prospectus Fee can be avoided by signing up for electronic delivery.
In cases where your Advisory Representative pays the above fees, there is an incentive for your Advisory Representative to trade
less often or to recommend different products to avoid the fee. Our policy and procedures are designed to ensure our Related
Persons make recommendations to you that are in your best interest. Furthermore, to mitigate this conflict, you can sign up for
electronic delivery.
Wealth Management AMP 2024.1 7 Current as of March 28, 2024
No Transaction Fee Programs
Certain no-load or load at net asset value (“NAV”) mutual funds are available for purchase, sale or exchange without incurring
transaction costs. These funds are offered through Pershing and NFS’ no transaction fee programs (respectively, the “Pershing
Mutual Fund NTF Program” and “NFS Mutual Fund NTF Program”) as described below. Certain exchange-traded funds are
also available through Pershing and NFS’ no transaction fee program (the “Pershing ETF-NTF Program” and the “NFS ETF-NTF
Program), also described below. Pershing and NFS determine which funds participate in the Pershing-NTF Program and the
NFS ETF-NTF Program, respectively. We do not make this determination. The status of a particular fund may change over
time, and whether the program terms apply is determined at the time of transaction.
Pershing Mutual Fund NTF Program
No-load, institutional share classes and Class A share purchases at NAV mutual funds may be purchased without incurring
transaction costs subject to a $500 minimum purchase amount through Pershing (the “Pershing Mutual Fund NTF Program”).
If a mutual fund in the Pershing NTF Program is sold prior to a 2 month hold/redemption period, a $25.00 charge will be passed
on to you, under both wrap and non-wrap fee contracts (except for wrap programs where we pay the ticket charge). This charge is
in addition to other fees, charges, and restrictions that may be imposed by the mutual fund company for short-term trading and
redemptions. Please see the below table as a reference guide.
Purchases of $500 or more $0.00
Purchases Less Than $500 $7.00
Redemptions held 2 months or longer $0.00
Redemptions held Less Than 2 months $25.00
Pershing ETF-No Transaction Fee Program
Pershing offers a no-transaction fee exchange-traded fund program (the “Pershing ETF-NTF Program”) which, includes ETFs with
no transaction fees. ETFs in the Pershing ETF-NTF Program have no purchase minimums or holding periods.
NFS Mutual Fund NTF Program
You can purchase, sell or exchange a select group of no-load or load at NAV mutual funds through NFS’ no-transaction fee
program (the “NFS Mutual Fund NTF Program”) without incurring transaction costs, purchase minimums or holding periods.
NFS ETF-No Transaction Fee Program
NFS’ offers a no-transaction fee exchange-traded fund program (the “NFS ETF-NTF Program”) which, includes ETFs with no
transaction fees. ETFs in the NFS ETF-NTF Program have no purchase minimums or holding periods.
Surcharge Fees Imposed on Your Account
A surcharge of up to $10 is assessed for transactions in certain mutual funds. The surcharge applies to each purchase and sale
transaction for such mutual funds, but excludes exchanges and periodic investments. Upon request, your Advisory Representative
will provide you with a list of mutual funds subject to the surcharge fee. This list is subject to change from time to time.
For additional information regarding these fees please refer to the “Client Fee Disclosure” in the “Disclosures” section of our
affiliate broker-dealer websites:
osaic.com; sagepointfinancial.com; fscsecurities.com; woodburyfinancial.com;
securitiesamerica.com; triadadvisors.com.
Advisory Services to Variable Annuity Sub-Accounts
Your Advisory Representative has the option to utilize the Program tools to manage Variable Annuity products (“Program VAs”)
that are maintained outside of a standard Program Account. Although the Variable Annuities and their respective Sub-Accounts
will be represented on various Program reports (i.e., Performance Reporting) the Variable Annuities are held directly at the
Variable Annuity
Sponsor.
Program VAs are only available to be managed as part of an existing client group, consisting of one or more Program Accounts.
Your Advisory Representative has the option to use the various Program tools to manage the Program VA’s Sub-Accounts in
accordance with your risk tolerance. However, the Advisory Representative will not direct reallocations of the Sub-Accounts
through the Program. In such cases when a reallocation is required, the Advisory Representative will direct and execute such
reallocation transactions directly through the Variable Annuity Sponsor.
Wealth Management AMP 2024.1 8 Current as of March 28, 2024
The Program VA Fee Schedule is composed of two components, the “Administrative Fee” and the “Advisory Fee.” The rates
charged for these components are determined based on several factors described in more detail below, including but not limited
to the size of your account, services provided, and the Advisory Fee negotiated. The annual Account Fee schedule applied to your
account will not exceed 2.50% of Program Assets for new accounts. Please note, that certain accounts amended into the Program
can be under different fee schedules where the maximum total Account Fee paid by you could be higher (up to 3.00%). The
Account Fee charged in any given month or quarter will be reflected in the account statements sent to you.
Administrative Fees
The portion of the Account Fee allocated to the Administrative Fee covers administrative, and supervisory services
provided by your Advisor’s associated Broker-Dealer. The Administrative Fee is set on a sliding scale depending on the
size of the assets in the account with a maximum of 0.17%.
A discounted Administrative Fee Schedule is available for certain Advisory Representatives that meet the qualifications.
The discount will be based upon the aggregated total of Account Fee billings from all clients your Advisory Representative
maintains in the Program. The discount ranges can be a partial or full reduction of the Administrative Fee. If your Advisory
Representative receives a discounted Administrative Fee, your Advisory Representative’s compensation will increase or
decrease by the amount of the discount received, but your Total Account Fee and cost will remain unchanged.
Advisory Fees
The Advisory Fee is the remainder of the Account Fee and is primarily paid to your Advisory Representative for the
provision of their personal advisory services rendered in qualifying you for investment in the Program, as well as for
ongoing supervision and/or portfolio monitoring of Program Investments. Advisory Fees are negotiated on a case-by-case
basis, depending on a variety of factors, including the nature and complexity of the particular service, your relationship
with us and our Advisory Representative, the size of the account, the potential for other business or clients, the amount of
work anticipated and the attention needed to manage your account.
Program VAs are not assessed transaction charges since all reallocations are placed directly with the Variable Annuity sponsor.
Mutual Funds
Please be aware that Account Fees are charged on all mutual fund shares that are designated as Program Investments, including
shares on which you have previously paid a sales charge. Also, to the extent that cash used for investments in an account
comes from redemptions of your other non-managed mutual fund investments, you should consider the cost, if any, of the sales
charge(s) previously paid and redemption fees that would be incurred. Such redemption fees would be in addition to the Account
Fee on those assets. Please be aware that such redemptions and exchanges between mutual funds that participate in the
Program might have tax consequences, which should be discussed with your independent tax adviser.
Notwithstanding the foregoing paragraph, no Account Fees will be charged on any mutual funds or unit investment
trusts transferred to accounts which were purchased within the past two years if a commission was paid to your Advisory
Representative.
You will bear a proportionate share of the fees and expenses of any mutual funds selected and for money market funds used as
“sweep vehicles” for uninvested cash balances. These fees and expenses typically include investment advisory, administrative,
distribution, transfer agent, custodial, legal, audit an d other customary fees and expenses related to investment in Funds and are
in addition to the Account Fee. Please read the prospectuses of the funds selected for a more complete explanation of these fees
and expenses.
You have the option to purchase shares of mutual funds outside of the Program directly from the mutual fund issuer, its principal
underwriter or a distributor without purchasing the services of the Program or paying the Account Fee on such shares (but subject
to any applicable sales charges). Certain mutual funds are offered to the public without a sales charge. In the case of mutual
funds offered with a sales charge, the prevailing sales charge is determined by the mutual fund (as described in the mutual fund
prospectus) and may be more or less than the applicable account fee.
Mutual funds generally offer multiple share classes available for investment based upon certain eligibility and/or purchase
requirements. For instance, in addition to the more commonly offered retail share classes (typically, Class A, B, and C shares),
certain mutual funds also offer institutional share classes and other share classes that are specifically designed for purchase
in an account enrolled in fee-based investment advisory programs. Institutional share classes or classes of shares designed for
purchase in an investment advisory program usually have a lower expense ratio than other share classes. Clients should not
assume that they will be invested in the share class with the lowest possible expense ratio.
Wealth Management AMP 2024.1 9 Current as of March 28, 2024
Variable Annuities
Variable annuity companies generally impose internal fees and expenses on your variable annuity investment, including
contingent deferred sales charges and early redemption fees. In addition, variable annuity companies generally impose mortality
charges. These fees are in addition to the fees and expenses referenced above. Complete details of such internal expenses
are specified and disclosed in each variable annuity company’s prospectus. Please review the variable annuity prospectus for
full details.
Retirement Accounts
There are additional fees relating to IRA and Qualified Retirement Plan accounts such as maintenance and termination fees.
You will find these fees disclosed in the account application paperwork provided to you associated with these accounts.
Accordingly, you should review the Account Fee and the other fees outlined above to fully understand the total amount of fees
you pay.
Depending upon the level of the Account Fee, your Advisory Representative may receive more compensation:
i) as a result of your participation in the Program than if you participate in other programs that your Advisory Representative
offers.
ii) if your Advisory Representative charges you the Wrap Account Fee which wraps management, administrative and
transaction costs into one fee rather than having you pay for these services separately.
As such, your Advisory Representative could have a financial incentive to recommend the Program to you over other programs or
services.
Advisory Representatives have the ability to purchase certain securities products outside of an advisory account, but which are
held in the client’s advisory account. Though these assets are not subject to the advisory account fee, you should be aware that
the purchases are subject to commissions or loads which are earned by the Advisory Representative.
Illiquid and Alternative Investments
There is a $35.00 annual fee charged for registered daily NAV REITs and alternative investments.
Sweep Program
When your Program Account is maintained at one of our clearing firms, Pershing or NFS, your free credit balance will be
automatically deposited or “swept” to a deposit account at one or more banks whose deposits are insured up to applicable limits
by the Federal Deposit Insurance Corporation (“FDIC”) (the “Sweep Program”). Under the Sweep Program, our Osaic affiliated
broker-dealers maintains two FDIC-insured deposit programs, the Bank Deposit Sweep Program (“BDSP”) and the Insured Cash
Account Program (“ICAP”), that create financial benefits for our Osaic affiliated broker-dealers as described below. For certain
Program Account types, free credit balances are swept to a money market mutual fund product (the “Money Market Mutual Fund
Program”), which does not create financial benefits for our Osaic affiliated broker-dealers. Please see the Sweep Program Terms
and Conditions document, available from your Advisory Representative or from the website listed below, for full details about the
Sweep Program.
As set forth in the terms of your Customer Agreement with the applicable Osaic affiliated broker-dealer, you may remove your
Program Account from participating in the Sweep Program by notifying your Advisory Representative. If you remove your Program
Account from the Sweep Program, cash balances will be held by the clearing firm as a free credit balance. In addition, there are
always alternatives for the short-term investment of cash balances, including non-sweep money market mutual funds, treasury
bills, and brokered certificates of deposit, that offer higher returns than the sweep options made available to you.
FDIC Insured Deposit Program (BDSP & ICAP)
Eligible account types: all accounts except ERISA Title 1 accounts, 403(b)(7), & Keogh plans
Free credit balances swept to a deposit account will earn interest that is compounded daily and credited to your Program Account
monthly. Interest begins to accrue on the date of deposit with the banks participating in the program (“Program Banks”), through
the business day preceding the date of withdrawal from the deposit account. The daily rate is 1/365 (or 1/366 in a leap year) of the
posted interest rate.
Bank Deposit Sweep Program – BDSP
Our Osaic affiliated broker-dealers have established deposit levels or tiers which ordinarily pay different rates of interest
depending on deposit balances. Generally, Program Accounts with higher deposit balances receive higher rates of interest
than accounts with lower balances. The interest rate payable to you is determined by us and is based on the amounts paid
by the Program Banks to obtain the deposits. The amount we retain, less a fee paid to our clearing agent and the third-party
administrator, will not exceed 600 basis points (6.00%) per year (the “Maximum Program Fee”) on the average daily balances
Wealth Management AMP 2024.1 10 Current as of March 28, 2024
held in the BDSP. Interest paid on the deposit accounts will generally be lower than the rate of return on (i) other investment
products that are not FDIC insured, such as money market mutual funds and (ii) on bank deposits offered outside of the BDSP.
Your Advisory Representative does not receive any portion of the fees paid by the Program Banks.
The income we earn from Program Banks based on your balances in BDSP will in almost all circumstances be substantially
greater than the amount of interest you earn from the same balances. As such, we receive a substantially higher percentage
of the interest generated by deposit balances in the BDSP than the interest credited to your accounts. When evaluating
whether to utilize the Sweep Program and the extent to which our fee exceeds the interest rate you receive, you should
assume that we are receiving the Maximum Program Fee described above.
Insured Cash Account Program – ICAP
Our Osaic affiliated broker-dealers will receive a monthly per-account fee for services it provides in connection with maintaining
and administering the Sweep Program for IRAs held in an advisory/fee based account (the “Sweep Account Fee”). The Sweep
Account Fee that each Osaic affiliated broker-dealer can earn from Program Accounts participating in ICAP is subject to a
maximum monthly per account fee that is between $34.25 and $36.75. Please refer to the applicable Sweep Program Terms
and Conditions document, which you can obtain from your Advisory Representative or from the website listed below; refer to
“Disclosures,” then to the FDIC Insured Deposit Program used in your account (ICAP), for further details about the maximum
monthly per account fee.
The Sweep Account Fee does not depend on or vary with (and is not affected by) the actual amounts held in any particular account
or your Program Account. Thus, our compensation for Program Accounts that participate in ICAP is composed solely of the Sweep
Account Fee. The fee received may differ among each Program Bank. You will have no rights to the amounts paid by the Program
Banks, except for interest actually credited to your account. The Sweep Account Fee will reduce the interest you are paid on the
amount of assets in your Program Account.
The Sweep Account Fee will generally be paid by the Program Banks on your Program Account’s behalf; however, the Fee or any
portion thereof can be deducted directly from your Program Account if, for example, the amounts paid by the Program Banks
are insufficient to cover the Sweep Account Fee. In the event that we debit all or a portion of the monthly account fee from your
account, each such amount will be reflected on your account statement. The amount of fees received by our Osaic affiliated
broker-dealers, our clearing agent, and any other service provider reduces the interest you receive on your deposit account(s).
Your Advisory Representative does not receive any portion of the fees paid by the Program Banks.
Money Market Mutual Funds – Pershing
Free credit balances in the following Program Account types custodied at Pershing will be automatically swept into the Federated
Hermes Government Reserves Fund (GRFXX), which is managed by Federated Hermes Investors (“Federated Hermes”):
• All ERISA Title 1 account types, including Profit Sharing Plans, 401(k), Roth 401(k), Simple 401(k), Individual 401(k), qualified
deferred compensation plans, defined benefit plans, target benefit plans, and money purchase pension plans
• 403(b)(7) accounts
• Keogh plans
The Federated Hermes Government Reserves Fund is a money market mutual fund and seeks to maintain a stable share price of
$1.00. The Fund invests primarily in a portfolio of short-term U.S. Treasury and government securities. These investments include
repurchase agreements collateralized fully by U.S. Treasury and government securities. The Fund uses repurchase agreements to
provide a liquidity base for the portfolio and a potential yield advantage relative to other short-term securities. Although the Fund
seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is
not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
The broker-dealer does not receive any compensation from the Federated Hermes Government Reserves Fund.
For additional information about the Sweep Program for accounts custodied at Pershing please visit our website located at
osaic.com/disclosures/.
Money Market Mutual Funds – NFS
Free credit balances in the following Program Account types custodian at NFS will be automatically swept into either the Fidelity
Government Cash Reserves Fund (FDRXX), or the Fidelity Government Money Market Fund – Capital Reserves Class (FZAXX)
(“Fidelity Funds”), which are both managed by Fidelity Investments:
• All ERISA Title 1 account types, including Profit Sharing Plans, 401(k), Roth 401(k), Simple 401(k), Individual 401(k), qualified
deferred compensation plans, defined benefit plans, target benefit plans, and money purchase pension plans
• 403(b)(7) accounts
• Keogh plans
Wealth Management AMP 2024.1 11 Current as of March 28, 2024
The Fidelity Government Cash Reserves Fund and the Fidelity Government Money Market Fund are money market mutual funds
and seek to maintain a stable share price of $1.00 per share. Both Fidelity Funds invest at least 99.5% of their total assets in cash,
U.S. Government securities and/or repurchase agreements that are collateralized fully (i.e., collateralized by cash or government
securities). Both Fidelity Funds invests in U.S. Government securities issued by entities that are chartered or sponsored by
Congress but whose securities are neither issued nor guaranteed by the U.S. Treasury. Although the Fidelity Funds seek to
preserve the value of your investment at $1.00 per share, neither can guarantee they will do so. An investment in the fund is not
insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
The broker-dealer does not receive any compensation from Fidelity Funds.
For additional information about the Sweep Program for accounts custodied at NFS, please visit our website located at
osaic.com/disclosures/.
Material Conflicts of Interest
Because the Sweep Program generates significant payments from third parties (i.e., the Program Banks that participate in
BDSP and/or ICAP) to Osaic’s affiliated broker-dealers, a conflict of interest exists. A conflict of interest also arises because we
earn more compensation from cash balances being swept to or maintained in the Sweep Program than if you purchase other
investment funds or securities. The more client deposits held in BDSP, and the longer such deposits are held, the greater the
compensation we, our clearing firms, and the third-party administrator receive. By investing through an advisory account,
the compensation we receive from the BDSP or ICAP, as applicable, is in addition to the advisory fees that you pay. This
means that we earn two layers of fees on the same cash balances in client advisory accounts with us. If we did not receive
such compensation, which is in addition to advisory, transaction, servicing and other fees and compensation related to Program
Accounts, such client fees (including advisory fees) would generally be higher.
In addition, a conflict of interest arises as a result of the financial incentive for Osaic Firms affiliates to recommend and offer a
Sweep Program over which they have control of certain functions. The affiliated broker-dealers have the ability to establish and
change interest rates paid on Sweep Program balances, to select or change Program Banks that participate in the BDSP and ICAP,
and to determine the tier levels (if applicable) at which interest rates are paid, all of which generates additional compensation for
the affiliated broker-dealer.
The Advisory Representative who makes investment recommendations for your Program Account and any Advisor that is
unaffiliated with us does not receive any compensation from these payments or based on the selection of the sweep vehicle. Each
of the Osaic Firms maintains policies and procedures to ensure recommendations made to you by its Advisory Representatives
are in your best interest. For more information about this service and benefits that we receive in connection with such deposits,
please refer to the Sweep Program terms and conditions document, which you can request from your Advisory Representative.
Given the conflicts discussed above, each client should consider the importance of BDSP and ICAP to us when evaluating our total
fees and compensation and deciding whether to utilize the BDSP and/or ICAP.
Distribution Assistance
For additional information on such distribution assistance, please visit
: osaic.com; securitiesamerica.com; triadadvisors.com and
refer to the “Indirect Compensation” section underneath the “Disclosures” link, or refer to the Fund’s prospectus or your Advisory
Representative for additional information related to such fees. In an effort to maintain a positive yield to a customer, a fund
company, may reduce or waive a portion or all of its internal management and/or distribution fees. Please consult the Fund’s
prospectus, or your Advisory Representative, for additional information on such fee waivers.
Section 31 SEC Transaction Fee
In accordance with Section 31 of the Securities Exchange Act of 1934, self-regulatory organizations (SROs) — such as the Financial
Industry Regulatory Authority (FINRA) and all of the national securities exchanges — must pay transaction fees to the Securities
and Exchange Commission (SEC) based on the volume of securities that are sold on their markets (“Section 31 SEC Transaction
Fee”). The Section 31 SEC Transaction Fee is designed to recover the costs incurred by the government, including the SEC, for
supervising and regulating the securities markets and securities professionals. The SROs have adopted rules that require their
broker-dealer members to pay a share of these fees. Broker-dealers, in turn, impose fees on their customers that provide the
funds to pay the fees owed to their SROs.
Section 31 SEC Transaction Fees imposed on your Program Account are calculated as number of shares x price per share x a
specified rate set by the SEC; a small fraction of a cent that will fluctuate periodically.
The applicable fee will appear on your trade confirmation. To find the current rate for Section 31 transaction fees, please visit the
Division of Market Regulation’
s Frequently Requested Documents webpage, and click on the most recent Fee Rate Advisory under
“Section 31 Fees.”
Neither the Firm, nor your Advisory Representative receive any portion of the Section 31 SEC Transaction Fee.
Wealth Management AMP 2024.1 12 Current as of March 28, 2024