Waddell & Associates, LLC (“W&A”) (CRD #283723), succeeded to the advisory business of its predecessor Waddell & Associates, Inc. (CRD #105746/ SEC # 801-26693) on April 1, 2016 and does business under the name of Waddell & Associates, LLC. The predecessor’s business was founded in 1986. The advisory services and management of W&A remains the same. W&A is continuing the advisory business of the prior adviser in all respects. Focus Financial Partners W&A is part of the Focus Financial Partners, LLC (“Focus LLC”) partnership. Specifically, W&A is a wholly-owned indirect subsidiary of Focus LLC. Ferdinand FFP Acquisition, LLC is the sole managing member of Focus LLC. Ultimate governance of Focus LLC is conducted through the board of directors at Ferdinand FFP Ultimate Holdings, LP. Focus LLC is majority-owned, indirectly and collectively, by investment vehicles affiliated with Clayton, Dubilier & Rice, LLC (“CD&R”). Investment vehicles affiliated with Stone Point Capital LLC (“Stone Point”) are indirect owners of Focus LLC. Because W&A is an indirect, wholly-owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners of W&A. Focus LLC also owns other registered investment advisers, broker-dealers, pension consultants, insurance firms, business managers and other firms (the “Focus Partners”), most of which provide wealth management, benefit consulting and investment consulting services to individuals, families, employers, and institutions. Some Focus Partners also manage or advise limited partnerships, private funds, or investment companies as disclosed on their respective Form ADVs. The firm provides wealth management services to individuals as well as corporate and professional pension and profit sharing plans. W&A will typically create a portfolio of mutual funds, ETF’s and structured notes, using model portfolios which match the client’s investment policy. W&A meets with its clients to determine individual investment objectives, risk tolerances, and appropriate asset mixes. W&A generally selects mutual funds and ETFs for portfolio construction and monitors the performance of these funds, adjusting portfolio positions in response to changing economic and market conditions. Client portfolios may also include some individual equity and fixed income securities in situations where disposition of these securities would present an overriding tax implication or the client specifically requests they be retained for a personal reason. In most circumstances, these positions will be considered “Unmanaged” and W&A normally will have no obligation to recommend or take any action with regard to these unmanaged securities, unless previously agreed to by both parties. W&A may or may not have discretionary authority over these assets and whether these assets are included in the calculation of the advisory fee is contingent on the predetermined arrangements with that individual client. Unmanaged assets may be managed differently among 2 {00083879;1} clients depending on legacy relationships, predetermined agreements with clients, and unexpected life events clients may encounter (e.g., cash needs, large financial purchases, gifted securities, etc.). W&A may retain third-party managers to invest a portion of a clients’ fixed income or equity portfolio. Third-party equity managers are utilized if a client requests equity management outside of W&A’s customary models. W&A has the discretion to hire and terminate third-party managers with authority to manage client assets on a discretionary basis. W&A monitors such third-party managers and charges clients an investment management fee on the total client assets under management. In addition, third-party managers will charge a separate and distinct investment management fee for managing such client assets. For certain clients, W&A may also utilize structured notes, which is a debt obligation that also contains an embedded derivative component that adjust the security’s risk/return profile. The return performance of a structured note will track both that of the underlying debt obligation and the derivative embedded within it. Held-Away Assets We implement investment advice on behalf of certain clients in held-away accounts that are maintained at independent third-party custodians. These held-away accounts are often 401(k) accounts, 529 plans, and other assets that are not held at our primary custodian(s). The order management system that we use for held-away accounts is provided by Pontera Solutions, Inc. We review, monitor, and manage these held-away accounts in an integrated way with client accounts held at our primary custodian(s). Further information about this service is available in Item 5. W&Ai Investments Online (“WAi”) W&A may also utilize for certain lower asset balance clients the Schwab Intelligent Portfolios™ ("Program") platform sponsored by Charles Schwab, (“Program Sponsor”). The Program Sponsor is an unaffiliated SEC registered third-party service provider which offers an electronic algorithms platform which ensures client portfolios are aligned with the client’s investment objective and risk tolerance via model portfolios. W&A has branded this Program as W&Ai. Under this automated investment advisory program, trading and rebalancing is determined via an algorithm based on model portfolios created by W&A, with cash flows and dividends used to keep the portfolio in balance. Also referred to as “robo-advisory services”, the Program Sponsor provides W&A with the technology platform to automate the management of portfolios of ETFs and mutual fund securities, provides sub-advisory services and acts in a discretionary capacity to the client’s account. Any clients that use the Program will receive the WAI Program Disclosure Brochure ("Program Disclosure Brochure") from the Program Sponsor which includes a more detailed description and additional information. Employee Benefit Plan Services W&A also provides mutual fund selection for self-directed 401(k) corporate pension and profit sharing plans. W&A structures risk-based models using either index funds or a mix of passive and active funds and also provides a fund line

up that may be made up of active or passive funds depending on the plan sponsor’s wishes. W&A assists record keepers in making the models available to plan sponsors for use as asset allocation investment solutions within 3 {00083879;1} their plan. At the plan's request, W&A will provide recommendations for pooled assets that reflect various investment objectives as additional options for the plan participants. Each model’s structure and allocation among the individual components are monitored, changed and rebalanced as necessary. W&A will also meet annually with the plan trustees and provides education to plan participants as needed. W&A is a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) with respect to investment management services and investment advice provided to ERISA plans and ERISA plan participants. W&A is also a fiduciary under section 4975 of the Internal Revenue Code of 1986, as amended (the “IRC”) with respect to investment management services and investment advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA plan participants. As such, W&A is subject to specific duties and obligations under ERISA and the IRC, as applicable, that include, among other things, prohibited transaction rules which are intended to prohibit fiduciaries from acting on conflicts of interest. When a fiduciary gives advice, the fiduciary must either avoid certain conflicts of interest or rely upon an applicable prohibited transaction exemption (a “PTE”). Financial Planning Services (Including Stand-Alone Plans) As a compliment to its investment advisory services, W&A provides advice in the form of financial planning. In general, the financial plan may address any or all of the following areas of concern: - PERSONAL: Family records, budgeting, personal liability, estate information and financial goals. - EDUCATION: Education IRAs, 529 plans and general assistance in preparing to meet dependent’s continuing educational needs. - TAX & CASH FLOW: Income tax, spending analysis and planning for past, current and future years. - DEATH & DISABILITY: Cash needs at death, income needs of surviving dependents, estate planning and disability income analysis. - RETIREMENT: Analysis of current strategies and investment plans to help the client achieve his or her retirement goals. - INVESTMENTS: Analysis of investment alternatives and their effect on a client’s portfolio. - DIVORCE PLANNING: Address financial issues and decisions that face couples in process of divorce. Information gathered includes a client's current financial status, future goals and attitudes towards risk. Should a client choose to implement the recommendations contained in the plan, W&A suggests the client work closely with his/her attorney, accountant and/or insurance agent. Implementation of financial plan recommendations is entirely at the client's discretion. Financial planning recommendations are of a generic nature and are not limited to any specific product or service offered by a broker dealer or insurance company. SCS Capital Management We have a business arrangement with SCS Capital Management LLC (“SCS”), who is an indirect, wholly-owned subsidiary of Focus LLC, under which certain clients of W&A have the option of investing in certain private investment vehicles managed by SCS. W&A is an affiliate of SCS by virtue of being under common control with it. Please see Items 5, 10, and 11 of this Brochure for further details. 4 {00083879;1} Additional Consulting Services W&A may provide consulting services related to changes in financial situations resulting from a divorce. In accordance with the terms of the written agreement with the client and based on the information provided by the client, W&A will prepare a financial analysis addressing the financial issues resulting from a divorce. Compensation for this consulting service is described below in Item 5. Our Fiduciary Obligation As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on us by the federal and state securities laws. As a result, you have certain rights that you cannot waive or limit by contract. Nothing in our agreement with you should be interpreted as a limitation of our obligations under the federal and state securities laws or as a waiver of any non-waivable rights you possess. UPTIQ and Flourish We offer clients the option of obtaining certain financial solutions from unaffiliated third-party financial institutions through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial LLC (“Flourish”). Please see Items 5 and 10 for a fuller discussion of these services and other important information. Focus Risk Solutions We help our clients obtain certain insurance solutions from unaffiliated, third-party insurance brokers by introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial Partners, LLC. Please see Items 5 and 10 for a fuller discussion of this service and other important information. W&A is managed by David Waddell, Perry Green and Sean Gould (“W&A Principals”), pursuant to a management agreement between W&A Management Partners, LLC and W&A. The W&A Principals serve as officers of W&A and are responsible for the management, supervision and oversight of W&A. As of December 31, 2023, the firm managed $1,240,803,300 in discretionary assets under management and $103,148,009 in non-discretionary assets, totaling $1,343,951,309 in regulatory assets under management. W&A provides non-discretionary advice regarding mutual fund selection for $34,049,129 of assets in self-directed corporate pension and profit sharing plans. W&A structures model portfolios of mutual funds and assists record keepers in making the models available to plan sponsors for use as asset allocation investment solutions within their plan. W&A offers a robo-advisory service, W&Ai Investments Online (“W&Ai”), which, as of December 31, 2023 had non- discretionary managed assets of $993,336. 5 {00083879;1}