A. Description of the Firm
Neuberger Berman Investment Advisers LLC (“NBIA”) is a Delaware limited liability company,
formed in November 2002 and registered with the U.S. Securities and Exchange Commission (the
“SEC”) in January 2003. Previously known as Neuberger Berman Fixed Income LLC, the firm
adopted its present name on January 1, 2016, concurrent with the transfer of certain businesses
from its affiliates Neuberger Berman BD LLC (formerly Neuberger Berman LLC) (“NBBD”), NB
Alternative Investment Management LLC (“NBAIM”) and Neuberger Berman Management LLC.
On January 1, 2017, NBBD and NBAIM transferred the remainder of their advisory businesses to
NBIA. The combined firms’ antecedents date to the founding of Neuberger & Berman in 1939.
NBIA’s principal office is located in New York, New York. NBIA is directly owned by Neuberger
Berman Investment Advisers Holdings LLC and Neuberger Berman AA LLC, which are subsidiaries
of Neuberger Berman Group LLC (“NBG”).
NBIA is registered with the U.S. Commodity Futures Trading Commission as a commodity trading
advisor (“CTA”) and a commodity pool operator (“CPO”), and is a member of the U.S. National
Futures Association.
NBIA provides a wide range of discretionary and non-discretionary investment management
services to a variety of clients, including individuals, institutions, registered investment
companies, non-U.S. registered funds and private investment funds. The firm also provides
discretionary investment management services and non-discretionary securities
recommendations through wrap fee and similar programs, and acts as discretionary and non-
discretionary sub-adviser to a variety of products, including registered investment companies,
separately managed accounts, non-U.S. registered funds, collective investment trusts, common
trusts funds and private investment vehicles.
Indirect Ownership Background – Neuberger Berman Group
NBG is a holding company, the subsidiaries of which (collectively referred to herein as the “Firm”
or “Neuberger Berman”) provide a broad range of global investment solutions – equity, fixed
income, multi-asset class and alternatives – to institutions and individuals through products
including separately managed accounts, registered funds and private investment vehicles. As of
December 31, 2023, Neuberger Berman had approximately $463 billion under management.
1
NBG’s voting equity is wholly owned by NBSH Acquisition, LLC (“NBSH”). NBSH is owned by
current and former employees, directors, consultants and, in certain instances, their permitted
transferees.
Neuberger Berman is headquartered in New York, New York. As of December 31, 2023,
Neuberger Berman had approximately 2,826 employees in 39 cities around the world.
1 Firm assets under management figures reflect the collective assets for the various subsidiaries
of NBG.
NBIA’s investment management services are further discussed below.
B. Types of Advisory Services
NBIA currently provides the following types of advisory services:
Separately Managed Accounts
NBIA provides ongoing discretionary investment management services to individual and
institutional clients based on the individual investment goals, objectives, time horizon, and risk
tolerance of each client. NBIA provides its advisory services through (i) separately managed
accounts for individual and institutional clients that are serviced by the Private Wealth segment
of NBIA’s business (“Private Wealth Accounts”) and (ii) separately managed accounts for clients
that are serviced by the institutional segment of NBIA’s business (“Institutional Accounts”, and
collectively with Private Wealth Accounts, “Separate Accounts”). Private Wealth Accounts
include accounts managed under the NB Private Wealth Advisory Program (“PW Advisory
Program”), through which NBIA provides, on a discretionary and non-discretionary basis, asset
allocations and investment management by allocating assets among various proprietary and non-
proprietary investment strategies available through the PW Advisory Program, and accounts
managed under the Guided Portfolio Solutions Program (“GPS Program”), through which NBIA
provides asset allocations and investment management by discretionarily allocating assets among
a portfolio of NB Registered Funds (as defined below). Outsourced Chief Investment Officer
(“OCIO”) services are also provided by the Private Wealth segment of NBIA’s business, and may
occasionally be provided by NBIA to certain institutional clients. Retail clients that have a Private
Wealth Account or invest through the PW Advisory Program or the GPS Program should also
review NBIA/NBBD’s Form CRS, which is availabl
e at http://www.nb.com/form_CRS_nbia_nbbd/.
With respect to each Private Wealth Account client that invests through the PW Advisory Program
(including those for whom NBIA provides OCIO services) (each, a “PW Program Client”), based
on investment guidelines established by the client, NBIA, on a discretionary basis (“Discretionary
PW Program”) or non-discretionary basis (“Non-Discretionary PW Program”), allocates the
PW Program Client’s assets to various proprietary and third-party investment strategies and
investment vehicles that are available as investment options through the PW Advisory Program,
including discretionary separate account strategies managed by NBIA or its affiliate
(“Proprietary Separate Accounts”), third-party discretionary separate account strategies
(“Third-Party Separate Accounts”), NB Registered Funds (as defined below), unaffiliated open-
end investment companies (“Third-Party Mutual Funds”), unaffiliated exchange-traded funds,
registered under the U.S. Investment Company Act of 1940, as amended (the “Investment
Company Act”) (“Third-Party ETFs”, and together with Third-Party Mutual Funds, “Third-Party
Registered Funds”), and affiliated and unaffiliated collective investment trusts (“CITs”). From
time to time, where specifically agreed with a PW Program Client, NBIA can allocate a PW Program
Client’s assets to (i) affiliated and unaffiliated privately offered investment vehicles (“Private
Funds”), (ii) Non-U.S. Registered Funds, including UCITS, managed by NBIA or its affiliates, or (iii)
Private Investments (each, as defined below). The strategies that are available through the PW
Advisory Program are further described in “
The PW Advisory Program” in Item 8.B. NBIA utilizes
proprietary strategies as its primary investment options. Non-proprietary strategies are
generally considered as a complement to proprietary strategies. Similarly, where the NBIA
representative for the PW Program Client is part of a portfolio management team, the
representative will generally utilize that team’s own strategies as the primary investment options.
See also Items 10.C.1, 10.D and 11.B.4.
For certain of NBIA’s large Institutional Account clients, NBIA offers customized multi-asset or
multi-strategy investment management services that utilize the services of NBIA and its affiliates
(“Multi-Asset Strategy Mandates”). For Multi-Asset Strategy Mandates, where agreed with the
client and in accordance with applicable law, NBIA could allocate the client’s assets to NB
Registered Funds, NB ETFs (as defined below), NB Private Funds (as defined below), CITs
sponsored or maintained by Neuberger Berman Trust Company N.A. or its affiliate (“Affiliated
CITs”) and Third-Party Portfolio Funds (as defined below).
From time to time, NBIA provides investment management services to Separate Accounts for
which it helps to establish investment objectives and monitor the achievement of those objectives
through investments in pooled investment vehicles for which a third party acts as general partner,
managing member or adviser (“Third-Party Portfolio Funds”) and in Third-Party Separate
Accounts. The general partner, managing member or adviser to the Third-Party Portfolio Funds
and the Third-Party Separate Accounts are collectively referred to as “Third-Party Portfolio
Managers”.
From time to time, existing Private Wealth Account clients direct NBIA or its affiliate, NBBD, to
purchase or sell securities on their behalf (“Client-Directed Transactions”). Securities
purchased as Client-Directed Transactions by NBIA or NBBD will, unless otherwise agreed,
generally be held in a segregated portion of the client’s account or in a brokerage account as
unsupervised holdings; however, it is possible that securities purchased as Client-Directed
Transactions will not be reflected in the custodian’s books and records by a specific mark,
designation, or other indication. Neither NBIA nor NBBD will provide portfolio management
services to the segregated portion of the account or the brokerage account and will not receive
advisory fees with respect to that portion of the account or the brokerage account, as applicable.
Any decisions concerning the retention, disposition, or other change with respect to securities
purchased as Client-Directed Transactions remain solely with the client. It is possible that Clients
will be required to establish a separate brokerage account for unsupervised holdings and Client-
Directed Transactions.
For Private Wealth Account clients, NBIA utilizes a prime brokerage arrangement with National
Financial Services LLC (“NFS”) to facilitate the transfer of shares for initial public offerings
(“IPOs”) and secondary offerings. Under SEC guidance, an advisory client is not permitted to
participate in a prime brokerage arrangement unless the client maintains at least $100,000 in
assets with the prime broker. Therefore, clients that maintain less than $100,000 with NFS or
another approved prime broker will be excluded from receiving shares of IPOs or secondary
offerings as they are not eligible for utilizing the prime brokerage arrangement needed to deliver
the shares to their accounts.
In addition, portfolio managers, from time to time, invest client assets in the equity or debt of
private companies, private investments in public equity (“PIPEs”), SPACs (as defined below) or
other private placements or restricted securities (collectively, “Private Investments”). Private
Investments may be subject to minimum investment requirements. In addition, Private
Investments are generally limited to investors that meet certain eligibility requirements.
Proprietary Registered Investment Companies
NBIA serves as investment adviser to certain investment companies that are registered under the
Investment Company Act, including open-end investment companies that are distributed by one
or more of NBIA’s affiliates (the “NB Mutual Funds” and “NB ETFs”) and closed-end funds (“NB
Closed-End Funds”, and together with NB Mutual Funds and NB ETFs, “NB Registered Funds”).
The NB Closed-End Funds include funds that issue interests via private placement transactions
only to persons or entities that are both “accredited investors” as defined in Section 501(a) of
Regulation D under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and
“qualified clients” as defined in Rule 205-3 under the Advisers Act (the “NB PE Closed-End
Funds”).
NBIA typically provides investment services that include, among other things and as applicable,
determination as to: (a) which securities to buy or sell; (b) the total amount of securities to buy or
sell; (c) the broker or dealer through which securities are bought or sold; (d) the commission rates
at which securities transactions are effected; and (e) the prices at which securities are to be
bought or sold, which include dealer spreads or mark-ups and transaction costs. NBIA also selects
and oversees sub-advisers, both affiliated and unaffiliated, for certain of the NB Registered Funds.
The advisory services provided by NBIA to the NB Registered Funds cover a broad range of
strategies and investments. NBIA carries out its duties subject to the general oversight of each NB
Registered Fund’s Board of Trustees/Directors/Managers. NBIA has entered into sub-advisory
agreements with certain of its affiliates, including Neuberger Berman Europe Limited, whereby
those affiliates provide investment advisory services to certain of the NB Mutual Funds. NBIA has
also entered into sub-advisory agreements with certain of its affiliates, including NB Alternatives
Advisers LLC, whereby those affiliates provide investment advisory services to the NB PE Closed-
End Funds.
NBIA will invest the NB PE Closed-End Funds in a portfolio of Third-Party Portfolio Funds and
directly in equity or debt securities of portfolio companies alongside other NB Private Funds,
Third-Party Portfolio Funds and other private equity firms (each, a “Co-Investment”). The NB PE
Closed-End Funds will also invest opportunistically in Third-Party Portfolio Funds acquired as
“secondary investments” in privately negotiated transactions from investors in the Third-Party
Portfolio Funds typically after the end of the Third-Party Portfolio Fund’s fundraising period
(each, a “Secondary Investment”). The interests in Third-Party Portfolio Funds consist of a
variety of private equity fund types and strategies, such as venture capital partnerships, special
situations partnerships, buyout private equity partnerships, international private equity
partnerships (together with Secondary Investments and Co-Investments, the “Private Equity
Securities”).
Clients should refer to each NB Registered Fund’s summary prospectus, prospectus, Statement of
Additional Information, offering/placement memorandum and constitutional documents, as
applicable (with respect to NB Registered Funds, the “Offering Documents”) for additional
information.
Private Investment Vehicles
NBIA acts as the investment manager (or similar capacity), providing discretionary investment
management services to Private Funds. The Private Funds advised by NBIA or its affiliates are
referred to herein as “NB Private Funds”.
The NB Private Funds are generally organized or “sponsored” by NBIA or an affiliate of NBIA, and
NBIA or an affiliate of NBIA will typically act as the managing member or general partner or
similar entity (collectively, the “GP Entity”) of the NB Private Funds. For certain NB Private Funds,
affiliates of NBIA also serve as officers, directors or other persons authorized to facilitate the
operation of the NB Private Funds. In some cases, NBIA serves as an adviser or sub-adviser to NB
Private Funds that are organized, managed or sponsored by entities that are not affiliated with
NBIA.
The NB Private Funds are not registered under the Investment Company Act, and their shares or
interests, as applicable, are not registered under the Securities Act, and are instead sold to
qualified investors who meet certain criteria on a private placement basis. Most of the NB Private
Funds require that investors be (1)(a) “accredited investors” as defined under Regulation D under
the Securities Act (“Regulation D”) and (b) “qualified purchasers” as defined in Section
2(a)(51)(A) of the Investment Company Act or “knowledgeable employees” under Rule 3c-5 of the
Investment Company Act or (2) not “U.S. Persons” as defined under Regulation S of the Securities
Act. Accordingly, the NB Private Funds are not publicly offered in the United States. Certain NB
Private Funds rely on Section 3(c)(1) of the Investment Company Act. The investors in those NB
Private Funds are not required to be “qualified purchasers” or “knowledgeable employees”; rather
those NB Private Funds restrict the beneficial ownership of its outstanding securities to not more
than one hundred persons. Some NB Private Funds are not continuously offered.
Certain of the NB Private Funds invest in affiliated and unaffiliated pooled investment vehicles
(“Portfolio Funds”) or Separate Accounts. The general partner, managing member or adviser to
the Portfolio Funds and the Separate Accounts (which, for affiliated Portfolio Funds (“Affiliated
Portfolio Funds”) and Proprietary Separate Accounts, will be NBIA or its affiliate) are collectively
referred to as “Portfolio
Managers”. NBIA (or its affiliate) has the overall responsibility for
implementing the investment strategies of each NB Private Fund and has the authority to select
Portfolio Funds or Separate Accounts within the stated investment strategies and objectives of
each NB Private Fund.
Certain NB Private Funds invest in one or more Private Investments, including where those NB
Private Funds co-invest alongside other Affiliated Funds (as defined below).
Clients should refer to each NB Private Fund’s offering memorandum and constitutional
documents (with respect to NB Private Funds, the “Offering Documents”) for additional
information. For a list of certain of the NB Private Funds, please refer to Section 7.B(1) of Schedule
D of Part 1A of NBIA’s Form ADV, which is publicly availabl
e at www.adviserinfo.sec.gov.
Sub-Advisory Services
NBIA acts as sub-adviser to a variety of products, including the following (collectively, the “Sub-
Advised Accounts”):
• Third-Party Mutual Funds;
• affiliated and unaffiliated non-U.S. funds registered under the securities laws of offshore
jurisdictions (“Non-U.S. Registered Funds”), including Undertakings for Collective
Investments in Transferable Securities (“UCITS”);
• Separate Accounts; and
• Private Funds (for a list of certain of the Private Funds sub-advised by NBIA, please refer to
Section 7.B(2) of Schedule D of Part 1A of NBIA’s Form ADV, which is publicly available at
www.adviserinfo.sec.gov).
Wrap and Related Program Accounts
See Item 4.D for a description of wrap and related programs.
Non-Discretionary Services
NBIA provides non-discretionary investment management services to institutional and individual
client accounts (“Non-Discretionary Accounts”), including those where it is required to consult
with the client before effecting any transactions for the client’s account. For those accounts, NBIA’s
services include (i) one-time, periodic or ongoing responsibility to make recommendations to a
client as to investment policy statement design and specific securities, strategies, managers,
vehicles or other investments to be purchased, sold or held for a client’s account, and, if NBIA’s
recommendations are accepted by the client, to arrange or effect the implementation of any
accepted recommendations, including the purchase or sale of the recommended securities or
other investments and establishing or closing accounts for separate account strategies; or (ii) non-
binding investment advice in the form of written investment analyses on specific securities or a
model portfolio. With respect to the provision of those non-discretionary services, clients have
sole discretion and final responsibility for deciding whether to buy, sell, hold or otherwise transact
in any security. Where applicable, NBIA’s recommendations will include equity, fixed income and
alternative products and strategies managed by NBIA or its affiliate.
As discussed in “
Separately Managed Accounts” in this Item 4.B., clients that invest through the PW
Advisory Program can do so on a non-discretionary basis.
* * * * * * *
The Separate Accounts, NB Registered Funds, NB Private Funds, Sub-Advised Accounts, Wrap
Program accounts, Unbundled Program accounts, and Dual Contract Program accounts (each as
defined herein) are collectively referred to herein as the “Client Accounts.”
With respect to the services provided above, in many cases, NBIA engages in discussions or
provides materials that are not individualized or directed to any particular investor or that
otherwise would not be deemed to constitute “investment advice” under applicable rules,
including the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or
Section 4975 of the Internal Revenue Code of 1986, as amended (the “Code”).
C. Client Tailored Services and Client Tailored Restrictions
NBIA enters into discretionary or non-discretionary investment management agreements with its
Separate Account clients. See Item 16. Clients are permitted to impose restrictions on investing
in certain securities or other assets in accordance with their particular needs. However, generally,
NBIA can decide not to accommodate investment restrictions deemed unduly burdensome or
materially incompatible with NBIA’s investment approach. With respect to asset allocation
programs offered by NBIA that allocate assets among various strategies or pooled investment
vehicles, clients are generally permitted to impose reasonable restrictions on investing in certain
securities or other assets with respect to proprietary and third-party discretionary separate
account strategies (to the extent the restriction is accepted by the relevant portfolio manager) and
on investing in certain funds or other pooled investment vehicles, but are not permitted to restrict
the securities in which the pooled investment vehicle can invest. Further, NBIA can generally
decline to permit any account restriction that affects more than a stated percentage of the Client
Account. From time to time, NBIA is engaged to provide limited investment management services
such as liquidating a client’s account. Some clients also have access to customized educational
programs or participate in, or are involved in the selection of, investment management research
projects of NBIA and its affiliates.
NBIA enters into discretionary investment management agreements with the NB Private Funds.
Services are performed in accordance with the terms of each such agreement. Each NB Private
Fund imposes investment restrictions, if any, as it deems appropriate. Investment restrictions are
typically set forth in the Offering Documents for each NB Private Fund.
NBIA enters into discretionary investment advisory or management agreements with the NB
Registered Funds. Each NB Registered Fund managed by NBIA is managed in accordance with the
investment objectives, policies and strategies of the NB Registered Fund, as described in its
Offering Documents. Each NB Registered Fund has a Board of Trustees/Directors/Managers that
is responsible for providing oversight of the NB Registered Fund. Each NB Registered Fund and
its Board of Trustees/Directors/Managers have the ability to impose restrictions on investing in
certain securities or types of securities.
In the case of the Sub-Advised Accounts, NBIA enters into a sub-advisory agreement with the
relevant investment adviser. The terms and conditions of those arrangements vary, and any
contact between NBIA and the ultimate client will typically take place through the relevant
investment adviser. Each Sub-Advised Account is managed in accordance with the investment
objectives, policies and restrictions set forth in the sub-advisory agreement between NBIA and
the investment adviser.
The advisory agreement or investment guidelines of some Separate Accounts (including those in
the PW Advisory Program), Sub-Advised Accounts, Wrap Program accounts, Unbundled Program
accounts, and Dual Contract Program accounts restrict the ability of NBIA to invest in certain
products including NB Registered Funds or Private Funds (including NB Private Funds) without
authorization from the client.
Certain Non-Discretionary PW Program clients impose restrictions that limit the strategies and
investment vehicles presented to the client by NBBD or NBIA, respectively.
See Item 4.D for a description of client-tailored services and the restrictions on Wrap Programs,
Unbundled Programs, and Dual Contract Programs.
The performance of Client Accounts that are subject to restrictions imposed by clients will vary
from the account performance of unrestricted accounts that NBIA manages with the same or a
similar investment strategy.
D. Wrap and Related Programs
NBIA participates as a sub-adviser in discretionary wrap programs and as a model portfolio
provider in non-discretionary and discretionary wrap programs (“Wrap Programs”). A Wrap
Program is an investment program where the Wrap Program Clients generally pay to the Wrap
Program sponsors (“Wrap Sponsors”) one bundled or “wrapped” fee that covers investment
management, trade execution, custodial services and other administrative services. In some
cases, financial intermediaries, generally banks (“Unbundled Program Sponsors” and, together
with Wrap Sponsors, “Program Sponsors”), offer clients programs that function like Wrap
Programs (“Unbundled Programs” and, together with Wrap Programs, “Programs”), except that
instead of paying a bundled or “wrapped” fee, clients pay fees on an unbundled basis to separate
parties, including a fee for trade execution to a designated broker other than the Program Sponsor.
The clients of the Wrap Programs are referred to herein as “Wrap Program Clients” and the
clients of the Unbundled Programs are referred to herein as “Unbundled Program Clients,” and
together with Wrap Program Clients, “Program Clients”. The Program Sponsors are typically
broker-dealers, financial institutions or other investment advisers that establish, operate and
administer the Programs. The Program Sponsors are responsible for reviewing the financial
circumstances, investment objectives, risk tolerances and investment restrictions of each
Program Client. For each Program Client, the Program Sponsors are responsible for determining
the suitability of, and eligibility (including any applicable investor qualifications) to participate in,
the Programs and the suitability of the investment strategy(ies) selected.
In discretionary Programs, the Program Sponsor typically selects or appoints NBIA as its sub-
adviser to manage designated assets of its Program Clients in one or more investment strategies.
In those discretionary Programs, NBIA has no direct contractual relationship with the Program
Clients, but has investment discretion over the designated assets in the accounts of the Program
Clients. NBIA manages the accounts in accordance with the selected investment strategy and
reasonable client-directed restrictions. NBIA is not, however, responsible for the cash sweep
vehicles offered by Program Sponsors.
In some cases, a Program Sponsor will make NBIA’s advisory services available to their clients in
a “dual contract” capacity, where the clients (“Dual Contract Clients”) contract separately with
the Program Sponsor or a designated broker for brokerage and other services and with NBIA for
portfolio management services (“Dual Contract Program”). Certain of the Dual Contract Client
accounts are managed in the investment strategies that are also available to Program Clients. In
other cases, Dual Contract Client accounts are managed in certain investment strategies that are
otherwise available to Private Wealth Account clients.
Subject to its obligation to seek best execution, NBIA will seek to execute equity transactions for
Wrap Program Client accounts, Unbundled Program Client accounts and Dual Contract Client
accounts, and anticipates that the majority of equity transactions for the accounts will be executed,
through the Program Sponsors or designated brokers. However, depending on their capabilities
or the types of securities traded, such as securities with smaller market capitalizations, foreign
securities, or thinly traded securities, NBIA will at times trade certain equity strategies away from
the Program Sponsors or designated brokers more frequently, which could result in a material
percentage of equity transactions being executed with brokers other than the Program Sponsors
or designated brokers. NBIA frequently executes transactions with broker-dealers other than the
Program Sponsors or designated brokers for fixed income transactions, including for almost all
municipal securities. When trades are executed through the Program Sponsors or designated
brokers, the bundled fee paid by each Wrap Program Client, or brokerage fee agreed to by the
Unbundled Program Client or Dual Contract Client and the Program Sponsor or the designated
broker, as applicable, typically covers all brokerage commissions and execution costs on the
trades.
When NBIA chooses to trade away from the Program Sponsors or designated brokers and execute
trades through broker-dealers other than the Program Sponsors or designated brokers, while
NBIA does not charge any additional fees or commissions, the Program Clients or Dual Contract
Clients will generally incur transaction-related charges, which include mark-ups/concessions
built into fixed income transaction prices due to the over-the-counter nature of the market, trade-
away fees, which include electronic trading platform fees, and fees associated with foreign
securities transactions, which are in addition to the bundled fee or the Program Sponsor’s or
designated broker’s brokerage fee paid by each Program Client or Dual Contract Client. Please
refer to Item 5.C for a further description of additional execution and other costs that are incurred
by Program Clients or Dual Contract Clients. Clients that enroll in Wrap Programs, Unbundled
Programs, or Dual Contract Programs should satisfy themselves that the Program Sponsors or
designated brokers are able to provide best execution of transactions.
NBIA also participates in non-discretionary Wrap Programs or Unbundled Programs as a model
portfolio provider; provided, in one Sponsor’s model delivery program, we are deemed to have
discretion, but with respect to security selection in the model. In those Programs, NBIA furnishes
investment advice and recommendations to the Program Sponsors or their designee through the
provision of model portfolios (“Model Portfolio Programs”). Some Program Sponsors use
NBIA’s model portfolios and updates, either alone or together with other model portfolios, to
manage the accounts of the Program Clients, although the Program Sponsors retain investment
discretion over the accounts. NBIA is responsible solely for providing its model portfolios to the
Program Sponsors of Model Portfolio Programs or their designees and the Program Sponsor or
designated broker is responsible for executing portfolio transactions for the accounts of the
Program Clients.
The services provided by each of NBIA and the Program Sponsors are described in the Program
Sponsors’ disclosure materials and the contracts Program Sponsors have with their Program
Clients. Certain Program Sponsors charge NBIA platform-related fees that are associated with
technology, including onboarding and maintenance, data or marketing and education resources.
The range and applicability of the platform-related fees depend on the particular program utilized,
the level of services, and the particular Program Sponsor. The platform-related fees are paid out
of NBIA’s own resources. A Program Sponsor may have an incentive to select NBIA for
participation in the program for NBIA agreeing to pay those fees to the Program Sponsor.
NBIA does not generally communicate directly with Program Clients (including communications
with respect to changes in a Program Client’s investment objectives or restrictions), and all
communications generally must be directed through the Program Sponsor. Also, NBIA does not
provide overall investment supervisory services to Program Clients. NBIA is not in a position to
determine and is not responsible for determining the suitability of, or eligibility (including any
applicable investor qualifications) to participate in, any Program for a Program Client or the
suitability of any investment strategies available under the Program with respect to Program
Clients.
Please refer to Section 5.I(2) of Schedule D of Part 1A of NBIA’s Form ADV for a full list of the Wrap
Programs in which NBIA participates. Retail clients that are Dual Contract Clients should also
review NBIA/NBBD’s Form CRS, which is availabl
e at http://www.nb.com/form_CRS_nbia_nbbd/.
E. Assets under Management
Discretionary Amounts: Non-Discretionary Amounts: Date Calculated:
$ 329,960,889,828 $ 7,322,291,809 12/31/2023