Common use of Other Financial Industry Activities and Affiliations Clause in Contracts

Other Financial Industry Activities and Affiliations. LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives dispersed throughout the United States. LPL has a dedicated team of employee IARs in its home office who service certain accounts in the absence of an IAR, and also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees of LPL Employee Services, LLC, an LPL-affiliated company. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer registered representatives of LPL or another broker-dealer. If an associated person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under this program. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as XXX custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s XXX custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and Xxxxx & Company of Florida, LLC (“Xxxxx & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of Xxxxx & Co. are typically brokerage registered representatives of LPL. Xxxxx & Co. recommends LPL’s advisory programs, including PWP. Because of the affiliation, Xxxxx & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time to time, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at xxx.xxx/xxxxxxxxxxx.xxxx. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. For certain ETFs and stocks, LPL executes trades in fractional shares of those securities as an accommodation to clients. There is not an active open market for fractional shares, and executing trades with LPL is most often the only form of liquidity for a client that holds fractional shares in his or her account. LPL does not receive any compensation in addition to advisory fees for executing trades in fractional shares for a client’s advisory account. LPL will only buy and sell fractional shares when a client is also trading whole shares of the security, in connection with a dividend reinvestment plan, or to sell remaining fractional shares to close a position. Trades in fractional shares will happen on the same day and at the same price as a trade in whole shares, or otherwise at market closing price.

Other Financial Industry Activities and Affiliations. LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives IARs dispersed throughout the United States. LPL has a dedicated team small number of employee IARs in its home office who service whose services are limited to servicing certain accounts in the absence small XXX accounts. IARs are registered representatives of an IAR, and also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees of LPL Employee Services, LLC, an LPL-affiliated company. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker a futures commission merchant with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer LPL has an arrangement with Independent Advisers Group (“IAG”), a registered representatives of LPL or another broker-dealer. If an associated investment advisor and related person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory . LPL has been retained by IAG to provide research and model portfolio management services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under this programfor certain accounts offered through IAG. LPL and The Private Trust Company, N.A. Company (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as XXX custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s XXX custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and Xxxxx & Company of Florida, LLC (“Xxxxx & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of Xxxxx & Co. are typically brokerage registered representatives of LPL. Xxxxx & Co. recommends LPL’s advisory programs, including PWP. Because of the affiliation, Xxxxx & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time to time, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at xxx.xxx/xxxxxxxxxxx.xxxxon LPL’s website xxx.xxx.xxx. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the programXXX accounts. For certain ETFs and stocksLPL’s parent company, LPL executes trades in fractional shares of those securities as an accommodation to clients. There Financial Holdings Inc., is not an active open market for fractional shares, and executing trades with LPL is most often the only form of liquidity for a client that holds fractional shares in his or her accountpublicly traded company. LPL does not permit its IARs to recommend or solicit orders of LPL Financial Holdings Inc. stock in XXX accounts. LPL provides investment consulting services to the investment advisor of the Optimum Funds mutual fund family. These services include assisting the investment advisor in determining whether to engage, maintain or terminate sub-advisors for the Optimum Funds. As compensation for these services, LPL receives an investment consulting fee of up to 0.285% of fund assets from the investment advisor to the Optimum Funds. In addition, the Chief Financial Officer of LPL serves as a Trustee of the Optimum Funds. The Optimum Funds are available to be purchased and sold in program accounts. The receipt of this investment consulting compensation by LPL presents a conflict of interest, because LPL has a financial benefit if an Optimum Fund is purchased in an account. However, the investment consulting compensation is retained by LPL and is not shared with its IARs. Therefore, there is no financial incentive for an IAR to recommend an Optimum Fund for purchase in a program account. LPL performs recordkeeping and administrative services on behalf of mutual funds and receives compensation for the services based on positions held by XXX clients. These services include establishing and maintaining sub-account records reflecting the issuance, exchange or redemption of shares by each program account. The compensation LPL receives for these services may be paid based on XXX client assets in the fund (up to 0.25%) or number of positions held by XXX clients in the fund (up to $20 per position). In addition, LPL may charge mutual fund product sponsors a one-time set up fee of up to $5000 per mutual fund to add the fund to its recordkeeping platform. LPL uses the recordkeeping fees it receives to reduce its trading costs, and therefore, assesses a lower transaction charge to clients for mutual funds. LPL does not share this compensation with its IARs. LPL makes available programs for cash in an account to be automatically swept to a money market fund or an interest-bearing Federal Deposit Insurance Corporation (“FDIC”)-insured deposit account. For more information about which types of accounts are eligible to use the different sweep options, please speak to your IAR. For accounts that are set up for cash to sweep to a money market fund -- the available sweep money market funds typically pay higher 12b-1 fees than other money market funds. In addition, LPL receives compensation of up to 0.35% of the LPL client assets invested in the sweep money market funds for recordkeeping services it provides for the funds. LPL also receives up to 0.15% of the LPL client assets invested in the sweep money market funds in connection with marketing support services LPL provides to the money market fund sponsors. For accounts that sweep cash to the multi-bank insured cash account program offered by LPL (the “ICA”) -- LPL receives a fee equal to a percentage of the average daily deposit balance in the ICA. The fee paid to LPL may be at an annual rate of up to an average of 200 basis points as applied across all ICA deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this amount. The compensation LPL receives with respect to the ICA may be higher than if a client invests in other sweep investment options. LPL also makes available single-bank insured cash account programs. The banks sponsoring such programs may have an agreement with LPL for LPL IARs to offer advisory services on their premises. In the case of these single-bank programs, LPL may receive any a fee from the bank of up to 0.50% of the LPL client assets deposited at the bank under the program for its sweep processing services. For additional information on the insured cash account program for the account, please see the applicable disclosure booklet available from IAR. The compensation that LPL receives related to an insured deposit account and the sweep money market funds is in addition to the Account Fee that LPL and IAR receive with respect to the assets in the sweep investment. This compensation related to the insured cash account and sweep money market funds presents a conflict of interest to LPL because LPL has a financial benefit if cash is invested in the insured cash account or the sweep funds. However, this compensation is retained by LPL and is not shared with its IARs. Therefore, this compensation does not cause an IAR to have a financial incentive to recommend that cash be held in the account instead of holding securities. Client should understand that LPL and IAR may perform advisory fees and/or brokerage services for executing trades in fractional shares various other clients, and that LPL and IAR may give advice or take actions for those other clients that differ from the advice given to the client. The timing or nature of any action taken for the account may also be different. Review of Accounts LPL reviews program accounts using a risk based exception reporting system that flags accounts on a quarterly basis for criteria such as performance, trading activity, and concentration. The Advisory Chief Compliance Officer of LPL oversees the process for reviewing flagged accounts. Such meetings may include review of accounts statements, quarterly performance reports, and other information or data related to the client’s advisory accountaccount and investment objectives. LPL will only buy provides clients with regular written reports regarding their accounts. LPL provides detailed quarterly performance reports describing account performance and sell fractional shares when positions. LPL also provides an additional year-end report for accounts not established on a client is also trading whole shares calendar quarter basis. In addition, LPL sends to clients trade confirmations and account statements showing transactions, positions, and deposits and withdrawals of principal and income. LPL does not send trade confirmations for systematic purchases, systematic redemptions and systematic exchanges. Portfolio values and returns shown in performance reports for the year-end time period may include mutual fund dividends paid out prior to December 31 but that were posted to the account within the first 2 business days of the security, subsequent year. The inclusion of such dividends in connection with a dividend reinvestment plan, or to sell remaining fractional shares to close a position. Trades in fractional shares will happen on the year-end performance report may cause discrepancies between the report and the account statement client receives from LPL for the same day and at the same price as a trade in whole shares, or otherwise at market closing priceperiod.

Other Financial Industry Activities and Affiliations. ‌ LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs real estate investment trusts and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-independent- contractor sales force of registered representatives and investment advisor representatives IARs dispersed throughout the United States. LPL has a dedicated team small number of employee IARs in its home office who service whose services are limited to servicing certain accounts in the absence of an IAR, and small XXX accounts. IARs typically are also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees licensed registered representatives of LPL Employee Services, LLC, an and may provide brokerage services on behalf of LPL-affiliated company. If required for their positions with a registered broker-broker- dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer LPL has an arrangement with Independent Advisers Group (“IAG”), a registered representatives of LPL or another broker-dealer. If an associated investment advisor and related person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory . LPL has been retained by IAG to provide research and model portfolio management services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under this programthrough IAG. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as XXX custodian for program client accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program an advisory account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s XXX custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and Xxxxx & Company of Florida, LLC (“Xxxxx & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of Xxxxx & Co. are typically brokerage registered representatives of LPL. Xxxxx & Co. recommends LPL’s advisory programs, including PWP. Because of the affiliation, Xxxxx & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. arrangement with Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time LPL and Fortigent have entered into an agreement for LPL to timeprovide overlay portfolio management services to Fortigent clients in Fortigent’s Access Overlay II Program. ITEM 11 CODE OF ETHICS, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING‌ Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at xxx.xxx/xxxxxxxxxxx.xxxxon LPL’s website xxx.xxx.xxx. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such caseparent company, the shares will be purchased at the fund’s net asset valueLPL Financial Holdings Inc., and no additional charges will be applied to such transactions as is a result of LPL’s use of a proprietary accountpublicly traded company. LPL does not otherwise engage permit its IARs to recommend or solicit orders of LPL Financial Holdings Inc. stock. As part of the RPCP services selected by the client, for example, vendor analysis services, an IAR may provide recommendations as to investment products or services. To the extent that IAR recommends that client invest in principal transactions products and services that will result in compensation being paid to LPL and the IAR, this presents a conflict of interest. The compensation to IAR and LPL may be more or less depending on the product or service that the IAR recommends. Therefore, the IAR has a financial incentive to recommend that a recommendation be implemented using a certain product or service over another product or service. The client is under no obligation to purchase securities or services through LPL and the IAR. It is important to note that clients are under no obligation to implement a recommendation through LPL. Clients should understand that the investment products, securities and services that an IAR may recommend as part of the Programs are available to be purchased through broker-dealers, investment advisors or other investment firms not affiliated with its clients in the programLPL. For certain ETFs Client should understand that LPL and stocks, LPL executes trades in fractional shares of those securities as an accommodation to IAR may perform advisory and/or brokerage services for various other clients. There is not an active open market for fractional shares, and executing trades with that LPL is most often and IAR may give advice or take actions for those other clients that differ from the only form advice given to the client. The timing or nature of liquidity any action taken for a client that holds fractional shares in his or her account. LPL does not receive any compensation in addition to advisory fees for executing trades in fractional shares for a client’s advisory account. LPL will only buy and sell fractional shares when a client is may also trading whole shares of the security, in connection with a dividend reinvestment plan, or to sell remaining fractional shares to close a position. Trades in fractional shares will happen on the same day and at the same price as a trade in whole shares, or otherwise at market closing pricebe different.

Other Financial Industry Activities and Affiliations. LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives dispersed throughout the United States. LPL has a dedicated team small number of employee IARs in its home office who service investment advisor representatives whose services are limited to servicing certain accounts in the absence of an IAR, and also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees of LPL Employee Services, LLC, an LPL-affiliated companyXXX accounts. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer registered representatives of LPL or another broker-dealer. If an associated person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under this program. LPL has an arrangement with Fortigent, a registered investment advisor and related person of LPL. LPL and Fortigent have entered into an agreement for LPL to provide overlay portfolio management services to Fortigent clients in Fortigent’s Access Overlay II Program. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as XXX custodian for program accounts set up as IRAs and receives an annual maintenance fee for this serviceindividual retirement accounts. PTC also provides personal trustee services to clients for a variety of administrative fiduciary servicesservice, which services may relate to a program account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s XXX custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and Xxxxx & Company of Florida, LLC (“Xxxxx & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of Xxxxx & Co. are typically brokerage registered representatives of LPL. Xxxxx & Co. recommends LPL’s advisory programs, including PWP. Because of the affiliation, Xxxxx & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time to time, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at xxx.xxx/xxxxxxxxxxx.xxxx. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through on LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. For certain ETFs and stocks, LPL executes trades in fractional shares of those securities as an accommodation to clients. There is not an active open market for fractional shares, and executing trades with LPL is most often the only form of liquidity for a client that holds fractional shares in his or her account. LPL does not receive any compensation in addition to advisory fees for executing trades in fractional shares for a client’s advisory account. LPL will only buy and sell fractional shares when a client is also trading whole shares of the security, in connection with a dividend reinvestment plan, or to sell remaining fractional shares to close a position. Trades in fractional shares will happen on the same day and at the same price as a trade in whole shares, or otherwise at market closing pricewebsite xxx.xxx.xxx.

Other Financial Industry Activities and Affiliations. LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs real estate investment trusts and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives IARs dispersed throughout the United States. LPL has a dedicated team IARs are registered representatives of employee IARs in its home office who service certain accounts in the absence of an IAR, and also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees of LPL Employee Services, LLC, an LPL-affiliated company. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker a futures commission merchant with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer LPL has an arrangement with Independent Advisers Group (“IAG”), a registered representatives of LPL or another broker-dealer. If an associated investment advisor and related person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory . LPL has been retained by IAG to provide research and model portfolio management services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under this programfor certain accounts offered through IAG. LPL and The Private Trust Company, N.A. Company (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as XXX custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s XXX custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and Xxxxx & Company of Florida, LLC (“Xxxxx & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of Xxxxx & Co. are typically brokerage registered representatives of LPL. Xxxxx & Co. recommends LPL’s advisory programs, including PWP. Because of the affiliation, Xxxxx & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time to time, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at xxx.xxx/xxxxxxxxxxx.xxxx. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through on LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. For certain ETFs and stocks, LPL executes trades in fractional shares of those securities as an accommodation to clients. There is not an active open market for fractional shares, and executing trades with LPL is most often the only form of liquidity for a client that holds fractional shares in his or her account. LPL does not receive any compensation in addition to advisory fees for executing trades in fractional shares for a client’s advisory account. LPL will only buy and sell fractional shares when a client is also trading whole shares of the security, in connection with a dividend reinvestment plan, or to sell remaining fractional shares to close a position. Trades in fractional shares will happen on the same day and at the same price as a trade in whole shares, or otherwise at market closing pricewebsite xxx.xxx.xxx.