Santander Securities LLC (hereinafter “SSLLC” or the “Firm”) is a financial services firm that provides various investment advisory services to Clients (“You, Customer or Investor”). SSLLC registered with the United States Securities and Exchange Commission (hereinafter, the “SEC”) as an investment adviser in November 1999 and has been registered with the SEC and the Financial Industry Regulatory Authority (hereinafter “FINRA”) as a broker-dealer since 1996. SSLLC is a wholly-owned subsidiary of Santander Capital Holdings LLC, a holding company, which itself is a wholly owned subsidiary of Santander Holdings USA, Inc., a holding company for Santander Bank, NA that provides various banking products and services primarily in the Mid-Atlantic and Northeastern United States. Santander Holdings USA, Inc. is a subsidiary of Banco Santander, S.A. SSLLC’s advisory services are offered through certain SSLLC Financial Advisors also referred to as Advisors who have registered as investment adviser representatives. Registration does not imply a certain level of skill or training. Other material affiliates of SSLLC include Santander Bank N.A., and Banco Santander International, and Santander US Capital Markets LLC. However, as part of the Santander Group, SSLLC is affiliated with numerous other entities throughout several different companies. Please refer to “Item 9” of this Brochure for information on affiliated entities with which SSLLC has material relationships and the method in which SSLLC manages certain conflicts that arise in such relationships. SSLLC provides various investment advisory services to our wrap fee Clients, which include access to a wrap fee Advisory Program (“Advisory Program”) that has the following offerings, Fund Strategist Portfolios (“FSP Program”), Unified Managed Accounts (“UMA Program”) and Separately Managed Accounts (“SMA Program”) co-sponsored by Fidelity Institutional Wealth Adviser LLC (“FIWA”) an unaffiliated investment adviser, using the Fidelity Managed Account Xchange Platform (“FMAX” or “Platform Manager” or “Platform”). Appointed Investment Managers (“Managers”) available on the platform manage their respective model portfolios and strategies. Please refer to the separate FIWA, FMAX and Investment Managers ADV Brochures for more details about the specific Advisory Program you may choose to invest in. In addition to our Advisory Programs, the Firm offers securities-based consumer lending, tax impact and overlay services and financial planning to our wrap fee Clients. The products and services we offer are limited to certain Advisory Programs and options we have selected based on our due diligence, third-party due diligence, and certain approved and/or qualified list(s) provided and monitored by FMAX. As such, products and Advisory Programs available to you should be considered to be limited. Getting to Know You Better Most advisory relationships begin with an initial Client meeting. Typically, meetings are conducted in person, over the telephone, via video conference or other Firm approved technology, or through email communications. The purpose of this initial meeting is to discuss with your Financial Advisor your investment history, goals, objectives, and concerns as it relates to the management of Client Accounts (each an “Account”). The investment advisory services provided and Advisory Programs recommended by SSLLC depend largely on the personal information the Client provides to their Financial Advisor. For SSLLC to provide appropriate investment advice to a Client, it is very 5 | P a g e 950701 0 3 / 2 0 2 4 important that Clients provide accurate and complete responses to their Financial Advisor’s questions (in the form of an Investment Profile Questionnaire (“IPQ”) and our Risk Tolerance Questionnaire (“RTQ”) about their financial condition, needs and objectives, and any reasonable restrictions they may wish to impose concerning the securities or types of securities to be bought, sold, or held in their Account, if applicable. Providing your Financial Advisor with incorrect or inaccurate information will lead to SSLLC making a recommendation that may not be appropriate for your individual needs and objectives. The Firm does not recommend the practice of any Client intentionally altering their financial information should they desire a more aggressive Advisory Program. The Firm has no liability should an investment strategy not align with a Client’s needs if they are not truthful and/or forthcoming with providing the Firm with accurate profiling information initially or on-going. After the initial Account is established, it is also important that Clients inform their Financial Advisor of any changes in their financial condition, investment objectives, personal circumstances, and any reasonable investment restrictions they may wish to impose on the Account, if any, that may affect the Client’s overall investment goals and strategies. Important Considerations Prior to Opening an Account The list below is meant to provide you with general overviews of several important facts that are common with the Advisory Programs that we offer. While the list below is not meant to include every possible situation, we do consider and take into account the following:
• Opening an Account In order to participate in the Program, clients must open an account with SSLLC as introducing broker-dealer, who will clear all transactions through National Financial Services LLC (“NFS” or the “Program Custodian”) as executing broker on a fully disclosed basis. SSLLC has a conflict of interest to structure the Program where it serves as both adviser and introducing broker-dealer, and you may pay more to use our advisory services and/or brokerage services then you would with another Firm or service provider.
• Advisory Agreement If you decide that an Advisory Program is suitable for you, you will execute an advisory agreement with the Firm. This agreement, typically referred to as the Statement of Investment Selection, will outline the fees and services provided to you in connection with your Advisory Program accounts. We encourage you to read this document and all associated disclosures thoroughly.
• Reasonable Restrictions By sending us a written request, you may impose reasonable restrictions on the management of your Account. For example, a reasonable restriction may indicate your desire that we or a recommended Investment Manager do not invest in a certain sector or industry. We may refuse to accept or manage your Account if we determine such restrictions are unreasonable. In the event that we are unable to accept your restriction, we will give you the opportunity to modify or withdraw the restriction.
• Deposits and/or Withdrawals 6 | P a g e 950701 0 3 / 2 0 2 4 Unless specifically stated, you may make additions to, or withdrawals from, your Account at any time. If your Account falls below the minimum required Account value, we have the right to terminate your Account.
• Trading Authorization In general, Program Accounts with SSLLC are discretionary. With your Financial Advisor’s assistance and guidance, you will ultimately decide and choose what Advisory Program is right for you. Once your account is established, SSLLC and appointed Investment Managers have the ability to exercise discretion; the assets in such Account will be managed on a discretionary basis in accordance with the objectives of the portfolio or strategy.
• Trade Confirmations In general, trade confirmations will be suppressed, and the custodian will send you quarterly statements. Should you want individual trade confirmations, please talk to your Financial Advisor and discuss e-delivery options.
• Quarterly Statements You will receive a statement of your Account and Account activity no less than quarterly from NFS. If you have any questions regarding the performance of your Account, please contact your Financial Advisor.
• Custody The Firm would like you to know that we do not take “custody” of your money and/or your securities. If the Firm inadvertently receives a check made payable to the Firm or receives securities, we will make every effort to return them to you promptly without delay. The Firm only has custody as you have granted us authorization to deduct advisory fees from your account.
• Cash Sweep Account SSLLC and NFS, the Program Custodian, have entered into an agreement whereby NFS automatically invests, or “sweeps,” available cash balances in certain Clients’ Accounts at NFS into a program selected by the Client should they choose to participate. Clients have an opportunity to earn interests on balances that participate in sweep programs. Currently, the Firm offers our Clients one sweep option; the Fidelity Government Money Market Fund (SPAXX). SSLLC receives no remuneration for your participation in these investments. In addition, it is the intent of the Firm and FMAX to only invest our Clients in sweep programs that do not generate additional fees known as 12b-1 fees. The sweep program does not generate 12b-1 fees. No additional fees will be charged to you or earned by SSLLC for your participation in sweep programs. You could lose money by investing in the sweep program. Although the sweep program seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the sweep program is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The interest rates you earn may be lower than interest rates available should you invest directly in other products or with other institutions; please consult the sweep program (SPAXX) 7 | P a g e 950701 0 3 / 2 0 2 4 prospectus and/or the terms and conditions document for additional information. Please direct any questions you may have to your Financial Advisor. Additional information about the sweep program may be found in the Fund’s prospectus.
• Meetings with your Financial Advisor Your Financial Advisor will make themselves reasonably available to assist and answer any questions you may have. We ask that you meet or confer with your Financial Advisor at least annually to discuss your current financial condition, investment objectives, whether a managed Account is still the right investment approach to meet your objectives and whether you wish to impose and/or modify any reasonable restrictions. In addition to this annual meeting, the Firm will contact you by written communication quarterly as part of your statement delivery in an effort to encourage you to review your Account and urge you to contact your Financial Advisor should you like to discuss or modify your financial information, Advisory Program selections or imposed account restrictions. Santander Investments Direct (“SID”) Team In addition to our Financial Advisors located throughout our geographical footprint and centralized remote Financial Advisors made available to you, the Firm also offers advisory services from a home office customer service team, referred to as Santander Investments Direct or “SID.” The intent of this service includes but is not limited to providing ongoing advice to our Clients when a Financial Advisor departs from the Firm, providing ongoing advisory services to low balance Accounts, and servicing any advisory relationship at the sole discretion of the Firm. Clients should note that these home office Financial Advisors or SID will not receive advisory fees for the services and advice they provide; they are compensated by a salary that is not impacted by the advice or sales they generate in this capacity, further reducing any conflict of interest. As you are provided with an ADV Part 2B Brochure by your Financial Advisor, you will receive the ADV Part 2B Brochure for the SID team at the time of Account transfer/establishment and/or should they provide you with any advisory services. Investment Services SSLLC provides Clients with access to the below-described wrap fee Advisory Programs, offered through the FMAX Platform and co-sponsored by FIWA, an unaffiliated Investment Adviser. FMAX offers our Clients the opportunity to construct and invest in portfolios of securities by using a variety of Advisory Programs and professional Investment Managers. The FMAX Program is considered a discretionary program, with Financial Advisors responsible for obtaining and evaluating the Client’s financial resources, risk tolerance, and investment objectives, and utilizing that information to develop a personalized and appropriate investment strategy recommendation and allocation within the FSP, SMA or UMA Programs. In the FSP Program, Financial Advisors can select from a variety of model portfolios on the FMAX Platform, comprised of Mutual Funds (“MF”) and/or Exchange Traded Funds (“ETFs”). In the SMA and UMA Programs, Financial Advisors can select from a variety of asset allocation 8 | P a g e 950701 0 3 / 2 0 2 4 models, and within those models select from pre-screened investment options. Specifically, the SMA program provides Clients access within multiple accounts to individual stocks or bonds through professionally managed portfolios, and also allows Financial Advisors to combine SMAs with MFs and/or ETFs. The UMA Program provides Clients access within a single account to multiple investment products, including MFs, ETFs, FSPs and SMAs. Please refer to the FMAX Brochure for more information about Advisory Programs they offer and support on the FMAX Platform. Within each Program, there are many different investment strategies offered that fit the needs of Clients with varying risk profiles. A Client’s risk profile is determined through the completion of a “risk tolerance questionnaire” that assigns the customer a risk score, which falls into a range of risk scores established for each respective investment strategy. FIWA utilizes a proprietary risk- assessment system that assigns a risk score to all securities and model portfolios on the FMAX platform to ensure that all program options fall within the appropriate investment strategy risk category. Programs offer different strategies and risk tolerances ranging from “conservative” to “aggressive” investment options. While the investment services offered through the FMAX Program are considered discretionary, all account allocation and investment strategy decisions “initial and ongoing” are recommended by our Financial Advisors and agreed upon by the Client before implementation, and Financial Advisors do not have discretion over the management of model portfolios. The Investment Managers have full discretionary authority over the development and implementation of their portfolios, allowing Investment Managers to make all investment decisions pursuant to the investment strategy selected and, when they deem appropriate, to buy, sell, exchange, convert and otherwise trade assets meeting the model’s investment objectives and/or asset allocation parameters. These transactions occasionally have tax consequences. Please consult your tax adviser for more information. Within whichever investment vehicle chosen, a Client can include reasonable investment restrictions in an account; however, a Client cannot direct the Investment Manager to buy or sell specific securities. Account restrictions often result in account performance varying from model portfolio returns. If a Client agrees with the program recommendation, the Financial Advisor will then allocate assets to the agreed-upon strategy. Purchases and sales occurring within a Client account are based on (i) the asset allocation selected by the Financial Advisor, (ii) the composition of the model portfolios provided by any model providers used in the portfolio, and/or (iii) instructions of the Financial Advisor as to weighting of any Funds. For all Programs, the Client directly owns the underlying individual securities or funds. Accounts are periodically rebalanced so that the allocation of assets within model portfolios and to selected mutual funds or ETFs, as included in a Client’s account, continues to adhere to the allowed drift parameters around the initial asset allocation. Please discuss rebalancing practices with your Financial Advisor for the drift parameters applicable to your specific allocation. Rebalancing occasionally has tax consequences for your account. Please consult your tax adviser for more information. Investment Managers 9 | P a g e 950701 0 3 / 2 0 2 4 The FMAX Platform provides access to a wide range of investment strategies provided by Investment Managers, including FIWA, its affiliates and unaffiliated Investment Managers. FIWA has contracted with Investment Managers to provide strategies (each a “Strategy”) to SSLLC for use with your assets invested through the FMAX Platform (“Program Assets”). FIWA has entered into a discretionary investment management agreement with the professional Investment Manager(s) whereby the Investment Manager, selected by your Financial Advisor or you, maintains discretion to implement investment strategies and purchase and sell securities from your Program Assets in your Account. Implementation Manager FIWA has retained Envestnet Asset Management, Inc. (“EAM”), an unaffiliated investment adviser, to provide model implementation, overlay management, and other administrative duties. EAM has discretionary authority over Client Accounts and is responsible for the implementation of Models received from Model Providers in In Client Accounts. EAM also provides overlay management services (together with model implementation this function is referred to as “Implementation Manager”). In situations where EAM is acting as Implementation Manager or where a Discretionary Strategy is chosen, EAM will liquidate securities that are transferred in-kind into Investor accounts that do not meet the guidelines of the Platform for certain Advisory Programs. The Implementation Manager has the authority to liquidate such assets, and absent special circumstances or direction from the Firm, Implementation Manager will treat the transfer of securities into the account as an instruction to liquidate the securities at a market price. In certain circumstances, Clients will have a taxable event when the Implementation Manager liquidates such assets. Accordingly, Clients should consult their tax consultant before transferring in-kind assets into the Platform. For the purpose of clarity, you will have no contractual relationship with Investment Managers or Implementation Managers, these Managers will not provide any investment advisory services directly to you. What this means is, your contractual relationship is with SSLLC and FIWA, the Investment Managers appointed by FIWA will manage the Models and securities in your Account but do so exclusively based on their relationship with FIWA, these Investment Managers do not have a contractual relationship with SSLLC and by extension our Clients. Any questions about your Account should be directed to your Financial Advisor. More Detail about our Advisory Services The Firm provides you access to several Advisory Programs to give you as much flexibility as possible. The specific Advisory Program selected by you may cost you more or less than purchasing Program services separately. Factors that bear upon the cost of a particular Advisory Program in relation to the cost of the same services purchased separately include, but are not limited to, the type and size of the Account, the historical and/or expected size or number of trades for the Account, the expertise and technology certain platform Managers have access to, and the number and range of supplementary advisory and Client-related services provided to the Account. The Firm strongly believes each advisory relationship is unique and should be distinctly tailored for that individual. It is not uncommon for Clients, who may be considered to be “similar” in nature, to receive tailored advice and be invested in different Advisory Programs. This will also lead to Clients, who may be similar in nature, paying different advisory fees given their different Advisory Programs. Additionally, 10 | P a g e 950701 0 3 / 2 0 2 4 when your Financial Advisor makes a recommendation, they do not take the different costs of the program, “the fee you pay”, into consideration. Their objective is to align you with the most appropriate Advisory Program based on your objectives, not the cost to you. Environmental, Social and Governance Financial Advisor’s may recommend Environmental, Social and Governance (ESG) model portfolios managed by FMAX Platform Investment Managers. Each Investment Manager offering an ESG product has a proprietary process when developing and identifying securities to hold in their ESG model. While each Professional Investment Manager’s process is unique, factors considered when identifying holdings for ESG model portfolios may include:
• Environmental: Emissions, energy usage, energy mix, water usage, environmental policies and oversight, and investments in climate-related infrastructure.
• Social: gender pay ratios, employee turnover, gender diversity, part-time worker ratios, non- discrimination practices, collective bargaining agreements, supplier code of conduct requirements, injury rates, and child labor and human rights policies.
• Governance: CEO pay ratios, Corporate board diversity, board independence, ethics and anti-corruption policies, data privacy, and financial transparency. Professional Investment Managers’ interpretation of ESG factors and the application of their respective process is subjective and may evolve over time. Each asset held within an ESG portfolio exhibits varying risk and return characteristics due to the potential diversity of securities included in the model portfolio and other criteria outlined in the prospectus, as applicable. Additionally, due to the screening process for securities and funds held within the ESG portfolios, the portfolio holdings will differ from the applicable benchmark and the returns will vary accordingly, either outperforming or underperforming at any time. All investments involve risk, including the possible loss of principal. Past performance is no guarantee of future results. Depending upon a Client’s unique facts and circumstances, including an ESG investment as part of an investment portfolio can provide additional diversity. Eligible Assets As described in the Portfolio Manager Selection and Evaluation section below, FIWA utilizes a proprietary quantitative and qualitative approval process to identify securities and Professional Investment Managers to include on the FMAX platform, evaluating four factors for each security and Manager, including cost, performance, style alignment, and people and process consistency. Each Professional Investment Manager on the Platform develops their respective eligible asset list, but all securities, held within model portfolios or otherwise available on the FMAX Platform, are evaluated as part of FIWA’s assessment. Once added to the platform, FIWA periodically monitors these four factors, with quantitative factors updated and reviewed on a quarterly basis and qualitative factors monitored on a daily basis. FIWA’s screening process and model portfolio holdings can change over time, resulting in different asset classes being available over time on the Platform. Depending upon the program selected, 11 | P a g e 950701 0 3 / 2 0 2 4 Client accounts can include a variety of securities, including but not limited to, common or preferred stocks, convertible stock, mutual funds, corporate and municipal bonds, government securities, Exchange Traded Funds, money markets, real estate investment trusts, and ADRs. An exchange-traded fund, or ETF, is an investment vehicle that combines certain features of a mutual fund and an individual stock. An ETF is an open-end fund that invests in a portfolio of securities that typically tracks a particular index, similar to an index fund. Also, like an index fund, an ETF provides broad diversification. Unlike a mutual fund, an ETF is traded like a stock on a stock exchange and can be bought or sold at any time during market hours. Professional Investment Managers on Platform Available Investment Managers on Platform is subject to change, please refer to your Financial Advisor for the most current information. Financial Planning SSLLC provides goal-based financial planning services to wrap fee Clients using a third-party software tool. There is no additional fee or charge for this service and no purchase of an Advisory Program or the establishment of an Account is required. In conjunction with these services, SSLLC will prepare a comprehensive financial plan for Clients based on their financial and personal circumstances. SSLLC does not provide tax or legal advice as part of its financial planning service. Specific financial planning issues to be addressed by SSLLC may include:
• Financial Management (Financial Situation/Budget/Cash Flow Analysis)
• Investment Management (Asset Allocation)
• Insurance Needs Analysis (Life, Disability, Long Term Care Needs)
• College Funding
• Accumulation Planning
• Retirement Planning
• Estate Planning
• Specific Issue Calculations
• Social Security Strategies
• Roth IRA Conversion
• Net Unrealized Appreciation of Employer Stock
• IRA Distributions SSLLC will prepare a financial planning presentation based on information provided to SSLLC by its Clients. The assumptions or projections in the financial plan are estimates and are meant to serve as a guideline. If any of the data provided to develop the plan is not accurate, or the assumptions used in the plan are not realized, then the projections may be inaccurate. The recommendation(s) included in SSLLC’s financial plan is/are advisory in nature, and SSLLC does not guarantee the performance of any investment or insurance products that may be purchased in accordance with such recommendation(s). The financial plan also includes financial projections based on assumptions about future events. SSLLC is not responsible for the success or failure of any specific investment or insurance strategy recommended. 12 | P a g e 950701 0 3 / 2 0 2 4 Each financial planning Client has the choice of selecting SSLLC to invest on their behalf by selecting an Advisory Program described further below in this document or a brokerage Account. Tax and Impact Overlay Services SSLLC can recommend tax and impact overlay services (“Tax Overlay” and “Impact Overlay”) for wrap fee Clients. Tax Overlay seeks to consider tax implications that may detract from the Client’s

after-tax returns. Impact Overlay allows the Firm to integrate Environmental, Social and Governance (“ESG”) factors into their investments based on the Client’s request. If selected by the Firm after discussion with our Client, the Implementation Manager provides the Tax Overlay or Impact Overlay (or both) services, to an Account or sleeve. The Tax Overlay services are designed to enhance the after-tax return for the Client. FIWA or the Implementation Manager do not provide tax planning advice or services, the Firm recommends that any questions should be directed to your tax professional. Please discuss any general questions you may have with your Financial Advisor. Please consult your Tax Overlay agreement and related brochure for all details and fees for this service. Access to GS Select (Securities-Based Consumer Lending) The Firm is offering securities-based consumer lending through Goldman Sachs, a third-party lender, called “GS Select” to our wrap fee Clients. This will provide you the opportunity to borrow a percentage of the market value of the qualifying securities in your Account at competitive/defined interest rates and no additional fees. GS Select has no established repayment terms for the principal amount borrowed, only the interest is due monthly. To participate in this Program, you must have qualifying securities in your Account at the time of application. These securities will be pledged as collateral for the loan. GS Select may not be appropriate for all investors and the risks should be carefully evaluated and discussed with your Financial Advisor. If the market value of your portfolio depreciates, you may be required to deposit additional funds or marginable securities into the Account. GS Select cannot be used for the purpose of 1) purchasing or trading securities; 2) meeting margin calls relating to securities purchases; or 3) reducing or retiring indebtedness incurred to purchase, carry or trade securities. Risks associated with GS Select include, but are not limited to: (1) There is no maturity date on the loan however repayment can be demanded at any time; (2) The Firm can force the sale of securities or other assets in your Account(s); (3) If the equity in your Account falls below the maintenance requirements, the Firm can sell the securities or other assets in any of your Accounts held at the Firm to cover the margin deficiency; (4) The Firm can sell your securities or other assets without contacting you; and (5) You are not entitled to choose which securities or other assets in your Account(s) are liquidated or sold to meet a call. Please consult with your Financial Advisor and carefully review all disclosures and documentation. ERISA Account(s) SSLLC also provides investment advisory services to retirement plans subject to the Employee Retirement Income Security Act of 1974 (“ERISA”), individual retirement Accounts (“IRAs”), and other tax-qualified Accounts. ERISA and IRA Accounts may be subject to certain SSLLC policies, restrictions and other terms and conditions that are different from those applicable to other Program Accounts. Such policies, restrictions and other terms and conditions may affect, for example, the 13 | P a g e 950701 0 3 / 2 0 2 4 securities and Investment Managers that may be available for selection for the management of such Accounts, the products that may be available for investment in such Accounts, the manner in which transactions may be effected in such Accounts and the fees and expenses that may be charged to such Accounts. As a result, application of the policies, restrictions and other terms and conditions may result in the performance of ERISA and IRA Accounts being worse than it would have been absent such policies, restrictions and terms and conditions. As of December 31, 2023, SSLLC had approximately $2,130,323,874 in discretionary Client assets under management in the FMAX Program. Fees Program Fee Explained In general, Clients participating in the FMAX Platform will pay a wrap fee (“Program Fee”) which includes the fees for the services of the Firm as well as fees associated with FMAX. The Program Fee generally includes investment management services composed of Investor profiling assistance, strategic asset allocation assistance, style allocation assistance, research and evaluation of investment Strategies and Funds, and typical trading costs, if applicable account performance calculations, account rebalancing, account reporting, billing administration, and other operational and administrative services. Certain fees may also be assessed separately from the Program Fee (as described more fully below in the section entitled “Costs not covered by Program Fee”). A wrap fee can be more or less than if all charges or fees were assessed and charged separately, typically a wrap fee will be higher than if you paid for all brokerage and execution costs separately. In certain circumstances, fees may and will be negotiated on a case-by-case basis, depending on a variety of factors, including, but not limited to, the nature and complexity of the particular service, the Client’s relationship with SSLLC and the SSLLC Financial Advisor, the size of the Account, the potential for other business or Clients, the amount of work anticipated, other qualifying accounts eligible to be household (this typically means adding the value of related family accounts (dependents) to achieve a higher breakpoint equaling a lower fee), and the attention needed to manage the Client’s Account. It is the general practice of the Firm to not charge any Client a “Program Fee" in combination with any other additional fees exceeding 3%. The Firm will periodically review all fees assessed to our Clients to ensure our billing practice is consistent with this practice and note any exceptions. The Firm, at its discretion, may authorize exceptions to this policy at the direction of senior management. Please note, if the Program Fee is discounted for a Client, the Financial Advisor’s compensation will be reduced to offset the discount in efforts to eliminate any conflict of interest. Please consult your Financial Advisor regarding any questions you may have about our Fees and your individual eligibility to receive a discount. The Program Fee charged is calculated as an annual percentage of assets based on the market value of the account at the end of quarter. The Program Fee calculation considers cash and cash equivalents. Typically, accounts will hold a cash position to cover fees, this is so securities do not have to be sold to cover the Program Fee and other Program costs. Additionally, holding account assets in cash could be the desire of the Client, this can be both a short-term and long-term strategy. If holding cash in an advisory Account is a long-term strategy, we endeavor to provide our clients 14 | P a g e 950701 0 3 / 2 0 2 4 transparency about the costs to do so versus holding that cash in a brokerage account, etc. Clients may desire to hold cash in their advisory account for convenience, doing so may cost you more than using a different or separate account. Please understand, cash is not excluded from the calculation of the Program Fee assessed to you. Program Fees are charged on a calendar quarter basis in advance and prorated to the end of the quarter upon inception of the account. Upon termination of any Account, any prepaid, unearned fees will be promptly refunded on a pro-rata basis, and any earned, unpaid fees will be due and payable. Flat Fee Schedule and Calculation Under a flat fee schedule, fee calculation is simple. On the calculation date, whichever asset band your account relationship falls into is what you pay. All assets in the account are charged a single flat rate. Santander Private Client Discount Clients who have both a bank and Firm relationship may qualify to take advantage of reduced advisory fees, through the Santander Private Client Program (“SPC”). To be eligible, Clients must maintain a bank account or eligible bank product with Santander Bank, N.A. as well as an Account with the Firm with a minimum combined balance of $250,000.00. Please consult your Financial Advisor regarding any questions you may have about this Program and your eligibility. The bank ultimately decides who qualifies for this program, not the Firm. All Client discounts are considered to be a tailored service and require an assessment and discussion with your Financial Advisor, discounts are never “automatically applied”. These discounts do not lead to any additional compensation received by your Financial Advisor or the Firm. Please note, in some cases previously negotiated fees may present our Clients with a more favorable fee than if they participated in this Program, each situation is distinct and will need to be discussed with your Financial Advisor. Household Discounts In addition to our standard fee schedule, certain Clients may qualify to take advantage of reduced advisory fees, through a household discount. In general, the value of additional qualifying accounts, accounts for your immediate dependents and spouse can be aggregated to achieve a lower advisory fee. Please consult your Financial Advisor regarding any questions you may have about your eligibility. Certain retirement accounts may not be considered for a household. All Client discounts are considered to be a tailored service and require an assessment and a discussion with your Financial Advisor. Discounts should never be assumed and are never automatically applied without an evaluation by your Financial Advisor. These discounts do not lead to any additional compensation received by your Financial Advisor or the Firm. Please note, in some cases previously negotiated fees may present our Clients with a more favorable fee than if they participated in this Program, each situation is distinct and will need to be discussed with your Financial Advisor. Financial Planning 15 | P a g e 950701 0 3 / 2 0 2 4 For its financial planning services, SSLLC does not charge a separate or additional fee for our financial plans. Fee Schedule The below fee schedule(s) represent our standard fees. As previously noted, fees can and will be negotiated on a case-by-case basis. Please discuss your specific fee with your Financial Advisor. Please also refer to your advisory agreement also referred to as the Statement of Investment Selection to review your individual Program Fee. Compensation Clients should be aware that the compensation to the Firm will differ according to the service or specific Advisory Program chosen. Your Financial Advisor is compensated as a result of your participation in any wrap fee program they recommend to You. This means your Financial Advisor has an incentive to recommend an Advisory Program. Additionally, your Financial Advisor receives more compensation if you invest more, creating an incentive that your Financial Advisor stands to make more compensation should they recommend you invest more money in an Advisory Program. Compensation to your Financial Advisor will be level no matter which Advisory Program is chosen, thus mitigating conflicts of interest based on the particular Advisory Program your Financial Advisor recommends. The compensation to SSLLC may be more than the amounts we would otherwise receive if you participated in other Programs or paid for investment advice, brokerage, and/or other like services separately. We urge you to discuss compensation with your Financial Advisor to gain a full understanding of how he/she is compensated and discuss all present conflicts of interest. TierBreak Point RangeFSP SPC PricingFSP Standard RateSMA Fixed Income SPC Pricing SMA Fixed IncomeI Pricing SMA Other SPC Pricing SMA Other Pricing - $0 to $49,999.991.30%1.30%1.00%1.00%1.40%1.40% 50,000.00 $50k to $249,999.991.25%1.30%0.95%1.00%1.30%1.40% 250,000.00 $250k to $499,999.991.20%1.25%0.90%0.95%1.20%1.30% 500,000.00 $500k to $999,999.991.13%1.20%0.80%0.85%1.10%1.20% 1,000,000.00 $1Mn to $1,999,999.990.93%1.15%0.65%0.80%0.85%1.10% 2,000,000.00 $2Mn to $2,999,999.990.88%1.10%0.60%0.75%0.80%1.05% 3,000,000.00 $3Mn to $4,999,999.990.83%1.08%0.55%0.75%0.75%1.00% 5,000,000.00 $5Mn to $9,999,999.990.78%1.03%0.50%0.70%0.70%0.95% 10,000,000.00 $10Mn+0.68%0.94%0.45%0.70%0.65%0.90% The Fees above do not include the Manager Fee, this is an additional Fee paid to the Investment Manager that ranges from .15% to 1.00%. Certian FSPs may not charge a Manager Fee, in this case the Platform will charge a .02% Gateway Fee. Please see the section below titled "Compensation" for more detailed information and the Investment Managers ADV Brochure for more details about their Fees TierBreak Point RangeUMA SPC PricingUMA Pricing Brinker Dynamic Core SPC Pricing Brinker Dynamic Core Pricing - $0 to $49,999.991.25%1.35%1.40%1.40% 50,000.00 $50k to $249,999.991.20%1.35%1.35%1.40% 250,000.00 $250k to $499,999.991.10%1.25%1.30%1.30% 500,000.00 $500k to $999,999.991.00%1.15%1.20%1.20% 1,000,000.00 $1Mn to $1,999,999.990.90%1.05%0.90%1.00% 2,000,000.00 $2Mn to $2,999,999.990.80%0.95%0.85%0.90% 3,000,000.00 $3Mn to $4,999,999.990.70%0.85%0.80%0.90% 5,000,000.00 $5Mn to $9,999,999.990.65%0.80%0.75%0.80% 10,000,000.00 $10Mn+0.60%0.75%0.65%0.70% The Fees above do not include the Manager Fee, this is an additonal fee piad to the Investment Manager that ranges from .15% to 1.00%. Certain UMA Programs do not charge a Manager Fee. Please see the section below titled "Compensation" for more detailed information and the Investment Managers ADV Brochure for more details about their Fees.
16 | P a g e 950701 0 3 / 2 0 2 4 The Firm charges you a Program Fee between 0.68% and 1.40% to participate in our wrap fee Advisory Programs offered using the FMAX Platform. In general, Program Fees decrease when the investment amount increases. As an example, you may pay a Program Fee of 1.30% if you invest $50,000 into one of our FSP Programs, or 1.03% if you invest $5,000,000 into the same Program, and finally 0.94% if you invested $10,000,000 into the same Program. Fees paid to Investment Managers or Model Providers for their model and/or strategy management generally ranges from 0.15% to 1.00% of the assets under management. This fee is in addition to the Program Fee you pay. Additionally, some FSP Programs do not charge a Manager Fee, in this case the Platform charges you a 0.02% Gateway Fee, the Firm does not share in this Fee. Please refer to the Investment Manager ADV Brochure and the Platform ADV Brochure for more detailed information regarding the specific fees they charge. Additionally, FMAX charges 0.10% for mutual fund holdings if the mutual fund has not paid FMAX a servicing fee. This additional fee recovers the costs of servicing those mutual funds and helps to address the incentive to invest Client assets in servicing fee paying funds and funds for which FMAX does not receive a servicing fee. This 0.10% is in addition to the Program Fee you pay and is calculated based on the value of the applicable mutual fund(s) in your portfolio not your entire assets under management. This is an FMAX fee that the Firm does not participate in. FMAX the Platform Manager is paid between 0.10% and 0.20% for their platform services, this has been negotiated between FMAX and the Firm. This Fee is part of the Program Fee you already pay and is not an additional Fee to You. This Fee also covers typical custodial services provided by the Program Custodian. The Firm than retains the remainder of the Program Fee as compensation. The Firm then shares a part of our compensation with our Financial Advisors. As noted throughout this Brochure, compensation to our Financial Advisors is level, no matter what Advisory Program they recommend and select for you, the Firm however may make more compensation based on the individual Advisory Program selected. Please refer to the FMAX ADV Brochure for more detailed information regarding the fees they charge. Please review your Advisory Agreement, also known as the Statement of Investment Selection, if you have any questions about the total fee for your advisory account and services. While the Fee grid above serves as a reference, your actual fee will be listed within your Agreement. We encourage you to discuss your fee, any applicable discounts, and our compensation with your Financial Advisor if you have any questions. Please be mindful that similar services or products may be available at other institutions at a lower cost. Please ask your Financial Advisor about our additional disclosure forms that complement this Brochure, including but not limited to the Firm’s Form CRS, Conflicts of Interest Disclosure and our Compensation Disclosure. These disclosures provide transparency into the services we provide, present conflicts of interest, and how the Firm and our Financial Advisors are compensated in both their capacity as an “investment adviser” and as a “broker-dealer,” which creates a conflict of interest. Please note, Form CRS may also be referred to as “ADV Part 3” in various other documents and disclosures. Additional Fee Information 17 | P a g e 950701 0 3 / 2 0 2 4 Investment Product Fees and Expenses All fees paid to SSLLC for investment advisory services are separate and distinct from the fees and expenses charged by any underlying funds and investment vehicles utilized in the FMAX Program. With respect to underlying funds that are mutual funds, these fees and expenses are described in the applicable mutual fund’s prospectus and will generally include a management fee, other fund expenses and a possible distribution fee. A Client could invest in an underlying fund directly, without the services of SSLLC or the Program provider. In that case, the Client would not receive the services provided by SSLLC that are designed, among other things, to assist the Client in determining which Program is the most appropriate to each Client’s financial condition and objectives. Accordingly, each Client should review the fees charged by the underlying funds and investment vehicles, the Investment Managers, FIWA the Program co-sponsor and SSLLC to fully understand the total amount of fees to be paid by the Client and to thereby evaluate the advisory services being provided. Please speak to your Financial Advisor with any questions you have regarding the fees you pay for your investment. Certain Program sponsors such as FIWA as well as the Investment Managers they appoint may have the ability to direct trades to other broker-dealers for execution. This may cause a conflict of interest as well as impose additional fees to Clients. Clients are encouraged to read and review all disclosure documents as well as the applicable wrap fee Brochures. All questions regarding your fees should be directed to your Financial Advisor. 12b-1 Prohibition It is the general practice of the Firm, and by extension our advisory platform provider FMAX and appointed Investment Managers, to invest our Clients in advisory or institutional share class mutual funds, or no-load or load-waived Class A share class mutual funds that are sold at net asset value. These mutual funds typically have lower fees and expenses, and do not pay the Firm marketing fees known as 12b-1 fees. The Firm remains committed to offering our Clients the lowest cost mutual funds when available. As a matter of policy FMAX does not allow appointed Managers to select mutual funds that pay 12b-1 fees. FMAX will routinely screen all programs to ensure mutual funds that pay 12b-1 fees are not on platform. Should a Client desire to transfer an existing portfolio that is managed by a different Investment Advisor to SSLLC, FMAX will require that all holdings, specifically mutual funds be the lowest cost share class available, typically advisory and institutional class funds and funds that do not have a 12b-1 fee. This may delay your account moving to SSLLC, and/or require a fund conversation or the sale or purchase of qualifying mutual funds for your account. Please discuss any questions you may have with your Financial Advisor. The Firm intends to invest Client Accounts in the lowest cost share class of a mutual fund offered. Clients should be aware that certain lower cost fund share classes may be available outside of our services. Firm Employees Employees who invest on the FMAX Program may receive a discount on a portion of, or all of, the 18 | P a g e 950701 0 3 / 2 0 2 4 associated management fees. This creates a conflict of interest, because as a fiduciary, a conflict can arise if one Client receives better pricing or better execution than another. Please discuss any concerns you may have with your Financial Advisor. For a description of the conflicts of interest associated with SSLLC receiving both brokerage commissions and advisory fees, please see Item 9 for more transparency. Costs Not Covered by the Program Fee The Program Fee does not include the costs of certain ancillary services charged to you by the Program Custodian not SSLLC, including regulatory fees, fees for ACAT exits, mutual fund surcharges, returned checks, stop payment requests, research, and small Account balances, as well as wire fees and certain fees relating to use of the mail, including postage and handling charges, receiving paper documents to name a few. The Program Fee also does not include the fees and expenses Clients will be responsible for paying as a shareholder in each of the exchange traded funds (“ETFs”) within a Client’s Account. All ETFs will have ongoing expenses that will impact the return received by the relevant Account. These ongoing expenses include management fees, distribution expenses, shareholder servicing, administrative service and similar fees. These fees and expenses are subject to change. A detailed explanation of fees and expenses is contained in each prospectus. Clients should carefully read each fund’s prospectus. In connection with a Client’s investment in an American Depositary Receipt (“ADR”), the Investor could incur additional expenses and fees that are not included in the Program Fees. For example, ADRs could be subject to dividend withholding taxes from the country of origin, which are an additional expense and reduce the dividend paid to the Investor. The Client, or FIWA’s affiliate, as custodian, is responsible for filing the appropriate forms/filings in the foreign country to reclaim any dividend withholding. In addition, paying agents who process ADR dividend payments to a Client will assess a fee for their services, which also reduces the dividend paid to the Investor. The typical additional fee for each of Tax and Impact Overlay Services (described above in “Advisory Services”) is 0.10% annually, which is applied to the Investor’s whole account, and it applies when Tax Overlay, Impact Services, or both are provided to an account. The cost of investment advisory services provided through FMAX may be more or less than the cost of purchasing similar services separately. Among the factors impacting the relative cost of FMAX to a particular Investor include the size of the account, the type of Advisory Program, the size of the assets devoted to a particular strategy, and the discretionary Investment Managers and Funds selected. Please refer to the “Fee Schedule” for more information regarding such additional fees, including respective rates. The Fee Schedule may be revised from time-to-time, as further discussed in the “Changes in Our Fees” section below. SSLLC also provides the Fee Schedule to all Clients no less than annually. Additionally, please refer to the FMAX Client Brochure for all other Program fees. In-Kind Transfers If a Client transfers assets into their Account “in kind,” the Manager will have the discretion to sell, 19 | P a g e 950701 0 3 / 2 0 2 4 liquidate or dispose of some or all of those assets either immediately or at a future point in time. In such event, a Client will incur a brokerage commission or other charge, including a CDSC. The “in kind” transfer or liquidation of assets also may have tax consequences for the Client. Accordingly, Clients should consult with their Financial Advisor and tax consultant before transferring assets in- kind into an Account. If a Client transfers shares of a mutual fund into their Account and such mutual fund is sufficiently similar to a Program Fund, the Manager will have the discretion to retain such shares in the Client’s Account. To the extent any such mutual fund charges 12b-1 fees, the holding may not be accepted as the Firm and by extension our Advisory Programs do not permit funds that charge a 12b-1 fee on platform. If accepted the position will need to be sold promptly. Deceased Clients When SSLLC receives notice that the Account holder of an individual Account has died, SSLLC will freeze the Account(s), prorate the fee based on the period of time during the billing period the Account was open and rebate any unused portion of the fee, and will await instructions from the executor or designated administrator of the deceased’s estate. SSLLC is not responsible for taking any action with respect to such Account(s) prior to its receipt of appropriate instructions, which means that SSLLC will not take action in response to market fluctuations or other factors that may adversely impact the market value of any Account. Broker Dealer Accounts Transitioning to Advisory Programs We act as a broker-dealer in addition to acting as an investment adviser. If a Client opens an Account with securities previously purchased through us or one or our Financial Advisors, that Client will already have paid a commission on the purchase to us or their Financial Advisor, or both. Similarly, if a Client opens an Account with cash proceeds from the sale of securities in a brokerage account through us or our Financial Advisor acting as broker-dealer, we or the Financial Advisor, or both, may have already received commissions on the sale. SSLLC does monitor investments that may have been recommended and liquated in a short period of time (in general, 2 years or less) where a new recommendation may be made. In some cases, SSLLC will offer Clients a rebate of certain commissions and charge-back the original commission earned by the Financial Advisor when deemed appropriate by the Firm. For a description of the conflicts of interest associated with SSLLC receiving both brokerage commissions as a Broker-Dealer and advisory fees as an Investment Advisor (SSLLC receives no brokerage commissions in the capacity of an Investment Advisor), please see Item 9 in this Brochure for more information. Changes in Our Fees SSLLC and FIWA, upon 30 days prior notice to Clients, may revise the Program Fee or the Fee Schedule, including in a way that may cause the fees payable by a Client to increase. A Client will be deemed to have approved a fee change unless he or she objects to the fee change by sending written notice to us or FIWA, as applicable, within 30 days from the date of the fee increase notification. We further reserve the right to negotiate, discount or waive any fees associated with the Program in general or payable by any particular Client, or group of Clients, in our sole discretion. 20 | P a g e 950701 0 3 / 2 0 2 4 Furthermore, our employees and employees of our affiliates may be entitled to a discount of the Program Fee by virtue of their association with us. In general, if the Program Fee is decreasing, notice will be made and be provided in our wrap fee Brochure. The Firm provides all Clients with a summary of all changes made to the Program no less than annually, this notice includes an offer of the full Brochure at no cost to you. Account Termination A Client’s FMAX Program investment advisory agreement is not effective until it is accepted by SSLLC. In addition, Clients, SSLLC, and FIWA each have the option to terminate any Account by providing written notice to the other party.