About Us Citizens Securities, Inc. (“CSI,” “We” or “Us”) is a corporation organized under the laws of Rhode Island that was established in September 1995. We have been registered with the SEC as a broker/dealer and have been a member of the Financial Industry Regulatory Authority (“FINRA”) since May 1996. In March 2003, we registered with the SEC as an investment adviser under the Investment Advisers Act of 1940. Prior to that time, we were registered as an investment adviser under the laws of the states in which we operated. We are 100% directly owned by Citizens Bank, N.A. (“Citizens Bank”), a national banking association, and by its parent company, Citizens Financial Group, Inc., a bank holding company. The Advisory Services We Offer We offer investment advisory services to both existing and prospective clients through two primary advisory offerings: (1) the Citizens Advisory Solutions Managed Account Program (the “Managed Account Program”) and (2) the Digital Advisory Program. The Managed Account Program, which is described in this Brochure, is a Turnkey Asset Management Program (“TAMP”) comprised of two different variations. The standard option is sponsored and administered by Envestnet Asset Management, Inc., an unaffiliated investment advisory firm. The Citizens Advisory ConnectTM Program (“Connect”) is sponsored by CSI and administered by SigFig Wealth Management, LLC (“SigFig”). References to the “Platform Manager” in this Brochure refer to Envestnet and/or SigFig, as applicable. Although you will continue to interact with your Financial Advisor (“FA”), in the Connect variation of the Managed Account Program your primary method of receiving communications relating to your accounts and the services provided under the Program will be electronically through e-mail, designed websites, mobile applications or other digital interfaces that CSI makes available from time to time (collectively, the “Site”). Participation in the Connect Program is conditioned on your consent to electronic delivery. If you do not wish to consent to electronic delivery to receive communications through the Site, you should not select the Connect variation of the Managed Account Program. In addition, you should understand that the Connect variation of the Managed Account Program offers a more limited range of investment strategies. The Digital Advisory Program, which is described in further detail in the Digital Advisory Program Wrap Fee Program Brochure, is a digital advisory offering in which an unaffiliated investment advisory firm acts as a sub- adviser. For the avoidance of doubt, the information in this Wrap Fee Program Brochure pertains to the Managed Account Program. We do not provide legal, tax, or accounting advice. Citizens Advisory Solutions Managed Account Program We offer the Managed Account Program in connection with a Platform Manager, an independent investment adviser that is not affiliated with us. You will receive, and should review, a copy of the Platform Manager’s Form ADV, Part 2 (the “Brochure”), which contains additional information regarding the Platform Manager’s services, processes, policies, and conflicts of interest. Under the Managed Account Program, you and your FA compile your pertinent personal and financial information to develop an investment management program based on your financial goals and objectives. The process includes the following steps:
• You and your FA complete a Risk Tolerance Questionnaire (“RTQ”) designed to identify your investment needs, objectives, time horizon, risk tolerance, and other pertinent information
• The information compiled in the RTQ is used to create a risk-appropriate asset allocation model and/or to identify asset managers appropriate for your investment management account.
• Your FA will generate an investment proposal and an Investment Management Agreement (“IMA”) for your review that will include a recommended Managed Account Program and investment strategy.
• Upon your acceptance of the recommended Managed Account Program and investment strategy, you will sign the IMA.
• The IMA establishes your investment management account, evidences your approval, and grants investment discretion and discretionary trading authority to the Platform Manager and certain asset managers over your account.
• After your investment management account has been established, the assets in your account will be managed in accordance with your individual goals and objectives.
• You are responsible for notifying your FA in the event there are changes to the personal information you originally disclosed to help determine whether the Managed Account Program and investment strategy is still appropriate for you. The Platform Manager and the asset managers you select in the Managed Account Program are also provided with this information to assist in this determination. Your FA will contact you to review your account, at least annually, to discuss any changes to your personal situation. Our Managed Account Options Based on the information you provide to us regarding your financial circumstances, investment objectives, and risk tolerance, we will provide you with a recommendation concerning whether one or more of the Managed Account Program Options is appropriate for you. 1. Citizens Integrated Portfolios Citizens Integrated Portfolios is a program where you hold a single unified managed account (“UMA”) that offers access to a broadly diversified portfolio of eligible mutual funds, ETFs, separately managed accounts, and wrap strategist portfolios. The Platform Manager defines the available risk-based asset allocation models. We make recommendations to you regarding the appropriate asset allocation model and underlying investment vehicles to meet your needs. You are responsible for confirming acceptance of the recommended asset allocation model and underlying investment vehicles for your account. In addition, you must authorize any changes in the asset allocation model or underlying investment vehicles used to pursue the strategy. You grant discretionary trading authority to the Platform Manager, which trades the account based on instructions from the relevant investment managers. We do not exercise investment discretion or discretionary trading authority, except in accordance with its limited discretion policy. We, or a third-party service provider that we retain, conduct ongoing due diligence and screening of the investments available in the Citizens Integrated Portfolios program. Based on this review, we may add or remove mutual funds and ETFs from the list of eligible funds for the program. You grant us limited discretionary authority to add, remove and/or substitute specific mutual funds or ETFs held in your account without prior notice to you in connection with changes to the list of eligible funds or as a result of certain actions by offered fund families. 2. Fixed Income Solutions The Fixed Income Solutions Program provides individual investors with direct access to global investment managers. Utilizing an SMA vehicle, you directly own securities in their portfolio. Fixed Income strategies are available for you across the duration, credit, and liquidity spectrum in taxable and tax-exempt versions. An SMA can serve clients with specific objectives in terms of tax exposure, risk tolerance, and liquidity needs. SMAs typically have minimum investment levels that begin at $100,000. 3. Citizens Advisory Connect Program (the “Connect Program”) The Connect Program is an investment advisory program under which you receive investment recommendations and discretionary investment management of the assets held in your advisory account (“Account”) based on models provided by one or more unaffiliated investment managers (“Model Providers”). Your Financial Advisor (“FA”) will assist you in developing an investment management program based on your investment goals and risk tolerance. Although you will interact with your FA to obtain investment advice, you understand and agree that your primary method of receiving communications related to your Account and the services provided under the Connect Program will be electronically through the Site. 4. Discontinued Programs As of October 8, 2018, CSI no longer offers its Wrap Strategist program to new clients; however existing accounts are eligible to be maintained. Further, both new and existing clients may invest their funds with wrap strategists through the Citizens Integrated Portfolios option. As of March 7, 2019, CSI no longer offers its Separately Managed Accounts program to new clients; however existing accounts are eligible to be maintained. Further, both new and existing clients may invest their funds in separately managed accounts through the Citizens Integrated Portfolios option. As of November 7, 2022, CSI no longer offers its Custom Select Portfolios program. Existing client accounts were transitioned in kind to the Integrated Portfolios UMA program on that date. The Assets We Manage As of December 31, 2023, we managed $7,285,532,191 in assets. Brokerage Practices Broker Selection In connection with your participation in the Managed Account Program, you will authorize the Program Manager and/or any applicable Sub-Manager to instruct brokers, dealers, and banks to purchase, sell, exchange, convert and otherwise trade in and deal with any security or cash in your account. You will bear the risk of such transactions. Also, you will authorize the Program Manager and us to designate NFS to provide trade execution and custodial services for your Managed Account Program account. NFS does not provide investment advice or investment advisory services in connection with the Managed Account Program. You should note the following in connection with your participation in the Managed Account Program:
• You authorize the Program Manager to open broker/dealer accounts at applicable executing brokers and authorize the Platform Manager as attorney-in-fact to give instructions to an appropriate broker with regard to authorized trading in your account. All transactions effected by Sub-Managers for your accounts shall be cleared and settled with NFS.
• In effecting brokerage transactions, the Platform Manager, the Sub-Manager, or we may consider not only available prices and commission rates (including that some transactions effected through NFS are included in the Program Fee), but also other relevant factors such as execution capabilities, research, and other services provided by the broker/dealer. In such circumstances, you may not receive the benefit of the lowest trade price then available for any particular transaction for your Managed Account Program account.
• Except as otherwise set forth in your IMA, the Platform Manager, the Sub-Managers, or we are authorized to use a broker, dealer, or bank other than NFS for a transaction if the Platform Manager, the Sub-Managers, or we (as applicable) determine that “best execution” of the transaction may be obtained through such other broker, dealer, or bank. The broker, dealer, or bank used for execution may be a broker/dealer affiliated with us, the Platform Manager, or the Sub-Manager. Client agrees to furnish any such broker, dealer, or bank such authorizations as any of them or Advisor may request to implement the provisions of this Agreement.
• The Platform Manager anticipates trading exclusively through CSI for execution through NFS within the Managed Account Program. We expect that any Sub-Managers you select within the Managed Account Program will generally trade through CSI for execution through NFS, as well. You understand that as a result of this trading arrangement, we, the Platform Manager, and the Sub-Managers may not always be able to obtain the most favorable execution for client transactions and it is possible you will receive less favorable net prices as a result of your decision to direct brokerage to NFS. You should understand that not all investment advisers recommend, request, or require their clients to direct brokerage. The execution received by trading through CSI to NFS may not be as favorable as execution that might be obtained if trades were placed through another broker-dealer.
• None of the Platform Manager, any Sub-Manager, or us will be responsible for any action or inaction taken by any broker, dealer, or bank or any loss incurred by reason of any action or inaction of any broker, dealer, or bank.
• You authorize us, the Platform Manager, and the Sub-Managers to instruct all brokers, dealers, and banks executing securities transactions for your Managed Account Program account to forward confirmations of transactions to us, the Platform Manager, or the Sub- Managers. Research and Soft Dollar Benefits Sub-Managers may execute transactions through brokers, dealers, and banks that have arrangements with the Sub-Managers under which the Sub-Manager will receive “soft dollar” credit (towards the acquisition of research products and services) for brokerage placed with the broker, dealer, or bank. Order Aggregation When the Platform Manager or a Sub-Manager deems a transaction to be in your best interests, as well as the best interests of other applicable clients of the Platform Manager or the Sub- Manager, to the extent permitted by applicable law and regulation, the Platform Manager or the Sub-Manager will aggregate multiple client orders to obtain the most favorable price and/or lower execution costs at the time of execution. Custody We do not maintain physical custody of your assets. NFS, as clearing broker and Managed Account Program custodian, will provide regular written monthly statements to you showing your securities positions and account activity. You should promptly and carefully review the quarterly statements you receive from us and you should compare them with those provided by NFS and notify us promptly in writing of any errors or discrepancies. Communications from us, NFS, and/or the Platform Manager may be by electronic means. Fee Schedules and Compensation How the Firm is Paid for its Services The Managed Account Program charges a single asset-based fee (“Program Fee”). Depending on the specific program you select, the Program Fee covers our asset and investment style allocation recommendations, manager research, brokerage, custody, performance reports, periodic rebalancing of accounts, document processing, information systems, and other administrative services. The Program Fee also covers the platform administration and investment advisory services provided by the Platform Manager, and the services of any Sub- Managers, who are compensated from the portion of the Program Fee paid to the Platform Manager. You will incur transaction costs, fees, commissions, and other charges and expenses in addition to the fees paid to us. In some cases, we, our employees, and affiliated companies will also receive fees and compensation in addition to the fees paid directly by you, including from mutual funds, third-party providers, and affiliates. Any portion of a Managed Account Program account maintained in cash or in affiliated bank sweeps (as discussed below) is subject to the Program Fee (see “Banking Activities”). For services provided under the Citizens Integrated Portfolios Managed Account Program, you will pay the Program Fee on a quarterly basis, calculated by applying the annual fee schedule for the account you maintain. As indicated below, lower asset-based fees will apply as the level of assets maintained in a Managed Account Program account increases to certain account balance tiers. For the services provided under the Connect Program you will pay a monthly asset-based fee. (See Managed Account Fee Billing section for more details). Connect accounts are subject to a minimum investment of $2,000. If the account drops below this defined minimum amount, the Program Manager will take certain actions to terminate its management of the account. Accounts in the non-Connect variation of the Managed Account Program may be combined under the same Billing Group for the purpose of achieving an overall account balance reducing asset-based fees, but only at the Managed Account Option level. For instance, Managed Account Program accounts that invested in SMAs may be combined to achieve an account balance, but an SMA could not be combined within an Advisor-Directed UMA. Due to technical limitations, the Connect variation of the Managed Account Program does not offer the ability to household multiple accounts for the benefit of receiving lower fees. In addition, while householding practices may change over time, if you have accounts in both the Connect and non-Connect variations of the Managed Account Program, you currently do not have the ability to household Connect and non-Connect accounts for purposes of meeting higher breakpoints and receiving lower fees. See below under “Additional Compensation” and under “Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Participation or Interest in Client Transactions.” The current fee schedule for each offering within the Managed Account Program is set forth below. Depending on the date of your initial investment, you may be subject to a legacy fee schedule. Please contact your FA if you have questions about the fee schedule that applies to your account. How the Fees Are Calculated. The quarterly fee is determined by multiplying the market value of the account at the end of the previous calendar quarter by one-fourth of the annual Program Fee rate. Breakpoints are applied the incremental amount of assets in each account over each threshold. For example, in the fee schedule below, if the market value of the account at the end of a calendar quarter is $300,000, the fee for the subsequent quarter will be calculated at an annual fee rate of 1.41% on the first $250,000 of the assets and at an annual fee rate of 1.26% on the remaining $50,000 of the assets. Citizens Integrated Portfolios UMA Fee Schedule Account Balance *Annual Program Fee Program Fee Portion Payable to CSI First $250,000 *1.41% 1.35% Next $250,000 *1.26% 1.20% Next $500,000 *1.11% 1.05% Next $1,000,000 *1.06% 1.00% Next $3,000,000 *1.01% 0.95% $5,000,000 and above *0.96% 0.90% * Represents minimum annual program fee. Additional manager fees may apply.

Fixed Income Solutions Program SMA Fee Schedule Account Balance *Annual Program Fee Program Fee Portion Payable to CSI First $250,000 *0.76% 0.70% Next $250,000 *0.66% 0.60% Next $500,000 *0.56% 0.50% Next $1,000,000 *0.46% 0.40% Next $3,000,000 *0.41% 0.35% $5,000,000 and over *0.41% 0.35% * Represents minimum annual program fee. Additional manager fees may apply **100% Treasuries program fee begins at 0.41%. Additional manager fees may apply Citizens Advisory Connect Fee Schedule Account Balance Annual Program Fee Program Fee Portion Payable to CSI First $250,000 1.35% 1.27% Next $250,000 1.25% 1.17% Next $500,000 1.13% 1.05% Next $1,000,000 1.08% 1.00% Next $3,000,000 1.03% 0.95% $5,000,000 and over 0.98% 0.90% Managed Account Program Fees Are Negotiable Under Some Circumstances We are willing to negotiate the rate of the applicable fees and any account minimums for Managed Account Program accounts under some circumstances, such as the type and size of the client account, the range of services provided to the client, and our total relationship with Platform Manager in terms of assets under supervision. Our employees and employees of our affiliates, in certain circumstances, are entitled to fee discounts and/or cash credits by virtue of their employment. Managed Account Fee Billing The Program Fee typically is paid quarterly in advance by applying the applicable fee rate (as specified in the fee schedule for the applicable Managed Account Program account type or otherwise applicable to the client’s account balances) to the fair market value of the assets in the account (including interest paid or accrued) as of the last business day of the preceding calendar quarter. The fair market value of the assets in the account will be as determined by the Platform Manager. The following procedures will apply:
• The initial Program Fee will be calculated and debited on the 10th day of the month following the initial investment. The initial Program Fee for any partial calendar quarter will be pro-rated based on the number of calendar days in the partial quarter.
• After the initial payment period, the Program Fee will be calculated at the beginning of each calendar quarter based on the value of Program Assets on the last business day of the prior calendar quarter.
• If an account is terminated and all assets of the account are withdrawn prior to the end of a quarter, a pro rata portion of the Program Fee will be reimbursed to the client.
• The Platform Manager will calculate the applicable Program Fee and provide the amount due to the Managed Account Program account custodian, National Financial Services (“NFS”). NFS will automatically deduct the amount due from your Managed Account Program account. The Connect Fee is applied to the “Account Value”, which means the sum of the market value of all eligible security positions, including accrued income, cash, and any cash alternatives (if applicable) held in your Account. The Connect Program Fee is payable monthly in arrears and will be calculated by Platform Manager and deducted from your Account by the Custodian. If a Connect account has been managed for less than one month, the monthly fee will be prorated for the number of days the account was managed. This would typically be applicable during the fee calculations for the account opening month and/or the final month (termination). Costs Not Covered by the Program Fee In addition to the Program Fee, you will incur certain transaction costs, fees, commissions, and other charges and expenses (described below). In some cases, we and our employees and affiliated companies will also receive fees and compensation in addition to the fees paid directly by you, including from mutual funds or similar funds, third-party providers, and affiliates. Securities Transaction Charges The Program Fee does not cover certain charges associated with securities transactions in clients’ accounts, including the following:
• Dealer markups, markdowns, or spreads charged on transactions in over-the-counter securities;
• Costs relating to trading in certain foreign securities;
• The internal charges and fees imposed by collective investment vehicles, such as mutual funds and closed-end funds, unit investment trusts, ETFs, or real estate investment trusts, including fund operating expenses, management fees, redemption fees, 12b-1 fees, and other fees and expenses;
• Brokerage commissions or other charges imposed by broker/dealers or entities other than the custodian if and when trades are executed through another broker/dealer;
• Regulatory fees; and
• The charge to carry tax lot information on transferred mutual funds or other investment vehicles, postage and handling charges, returned check charges, transfer taxes; stock exchange fees, or other fees mandated by law. In-Kind Transfers If you transfer assets into a Program account “in-kind,” the Platform Manager will have the discretion to liquidate some or all of those assets either immediately or at a future point in time. In that event, you will incur a brokerage commission or other charge, including a Contingent Deferred Sales Charge. The in-kind transfer or liquidation of assets also may have tax consequences for you. Accordingly, you should consult with your tax consultant before transferring assets in-kind into a Platform Manager account. Custodian Fees and Charges The customary, ongoing custody fee charged by the Managed Account Program custodian will be paid out of the Program Fee. However, the Program Fee will not cover certain fees and charges or any other Managed Account Program custodian. Among other items, clients are charged for specific account services, including the following:
• Automated Customer Account Transfers;
• Electronic fund and wire transfer charges;
• Other optional services which you elect to request;
• Transaction-based ticket charges assessed by the custodian for the purchase of certain mutual funds; and
• Non-brokerage-related fees such as individual retirement account (“IRA”) trustee or custodian fees and tax-qualified retirement plan account fees and annual and termination fees for retirement accounts (such as IRAs). Mutual Fund and Similar Commissions and Expenses Your Managed Account Program account will not incur front-end or deferred sales charges in connection with the purchase of collective investment vehicles, such as mutual funds and ETFs. However, all collective investment vehicles (including money market mutual funds used for investment of cash balances) have ongoing expenses that will impact the return received by your account. These ongoing expenses include, but are not limited to, management fees, distribution expenses, 12b-1, shareholder servicing, administrative service, and similar fees. Collective investment vehicle charges and expenses are subject to change. A detailed explanation of mutual fund fees and expenses is contained in each mutual fund’s prospectus. You should carefully read each fund’s prospectus. In some cases, the investment of assets in collective investment vehicles will result in the receipt of additional compensation by us or our affiliates or our affiliate’s employees (see “Participation or Interest in Client Transactions” below). Mutual Fund and Other Investment Vehicle Redemption Fees Some mutual funds, ETFs, and other collective investment vehicles assess redemption fees to investors upon the short-term sale of shares or other participation interests. Your account will incur redemption fees if you (assuming you participate in the Citizens Integrated Portfolios program, which allows you to direct investment of your account), the Platform Manager, or a Sub-Manager sells some or all of your account’s holdings in a collective investment vehicle before the end of the collective investment vehicle’s stated minimum holding period. The Platform Manager or a Sub-Manager may decide to delay a decision to liquidate a position in a collective investment vehicle until the end of the applicable minimum holding period if it believes that it is appropriate to do so under the circumstances, but the Platform Manager and Sub-Managers are not obligated to do so. Depending on the particular collective investment vehicle, redemption fees will also be incurred in connection with routine, periodic rebalancing of your account. Please see the prospectus or other disclosure document for the specific collective investment vehicle for detailed information regarding applicable redemption fees. Additional Compensation We and our affiliates will receive fees and other compensation in addition to the fees we charge to your account for investment management services. The compensation we receive in connection with a client’s participation in the Managed Account Program will vary based on a number of factors, including, among other things, the size of the account, the type of Managed Account Program account(s) the client maintains with us (i.e., based on whether the client maintains a Separate Account, a Citizens Integrated Portfolios account, or a Model Portfolio account), changes in value over time, our and the Platform Manager’s ability to negotiate fees or commissions, and the number of transactions. These factors create conflicts of interest because there is a financial incentive for us to recommend certain Managed Account Program portfolios that result in higher levels of compensation to us. Although we have attempted to manage these conflicts of interest in the case of the Model Providers by ensuring that we and our representatives receive the same amount of compensation regardless of the Model Provider or program type selected, we will receive additional compensation if a client selects the Citizens Private Wealth Target Portfolios (one of the wrap strategist or “model portfolio” options available within Citizens Integrated Portfolios) because Citizens Bank will receive additional compensation for managing the model portfolios. Accordingly, although the compensation our FAs receive does not vary, clients should understand that we have a financial incentive to recommend the Citizens Private Wealth Target Portfolios over other model portfolios available through the Managed Account Program. In addition, the compensation payable to an FA in connection with a client’s participation in the Managed Account Program may be more than what the FA would receive if the client participated in another one of our advisory and/or brokerage programs, or if the client paid separately for investment advice, brokerage, and other services. Therefore, our FA has an incentive to recommend the Managed Account Program over other programs or services available from us. Our investment advisory services fees are not reduced by the amount of the additional fees and other compensation received by us, our representatives, or our affiliates. This presents a conflict of interest and gives us or our representatives an incentive to recommend investment products based on the compensation received, rather than on a client’s needs. The types of additional compensation we expect to receive are described below:
• We receive 12b-1 distribution fees, shareholder servicing fees, administrative service fees and similar fees, and revenue-sharing payments, from certain affiliates of the collective investment vehicles or in connection with the investment of client funds into the collective investment vehicle (“Fund-Related Compensation”). The availability to us of Fund-Related Compensation gives rise to conflicts of interest since some collective investment vehicles pay Fund-Related Compensation, while others do not, and from the fact that the level of Fund-Related Compensation varies based on the collective investment vehicle and the corresponding share class that is chosen. Mutual fund companies offer a variety of different share classes with different expense levels, and each share class pays different levels of Fund-Related Compensation. We do not make all share classes available to you through the Managed Account Program, and although we undertake reasonable efforts to obtain the lowest cost share class available for your investment, you should not assume that you are invested in the lowest available share class. The mutual fund share class we recommend or select can have higher expenses (including because of the Fund-Related Compensation we receive), and therefore lower returns, than other share classes for which you are eligible to invest or that might otherwise be available to you if you invested in the mutual fund through a third party or through the mutual fund directly. As a result, we have a financial incentive to select collective investment vehicles and mutual fund share classes that provide us with more Fund-Related Compensation. Share class selection for advisory accounts will be based on a variety of factors, though we strive to place clients in the lowest net expense share class offered by the applicable funds. Any 12b-1 compensation received by CSI in the Managed Account Program is credited back to the client’s account. While CSI generally seeks to select a single share class of a mutual fund for purchase, share classes will likely vary among custodial platforms and more than one share class can be purchased and held in advisory accounts. Factors we consider in share class selection include, but are not limited to, the net expense ratio of the share classes, whether a portfolio is a discretionary managed portfolio or a non-discretionary managed portfolio, the availability of share classes on various custodial platforms, whether particular share classes are subject to transaction fees (“TF”) or do not have transaction fees (“NTF”) on the custodial platform used, operational considerations such as share class consistency within a fund family on a particular custodial platform, the availability of account minimum waivers, tax and other circumstances that are unique to particular clients.
• You should not assume that you are or will be invested in the lowest expense share class, and the share class of a mutual fund offered by CSI can have higher expense ratios, and therefore lower returns, which can reduce performance over time, than other share classes of that mutual fund for which you are eligible or that may otherwise be available to you if you invested in the mutual fund through a third party or through the mutual fund directly.
• We address these conflicts by disclosing them to you and by adopting policies and procedures and related controls around share class selection. We may also take steps to mitigate these conflicts. In the case of Managed Account Program accounts, we credit 12b-1 distribution fees received by us to the client account. This applies to taxable clients, as well as to clients that are IRAs and employee benefit plans subject to the Employee Retirement Security Act of 1974 (“ERISA”). Model Providers and Sub- Managers are responsible for making the determination of which share class of a mutual fund to invest in and will follow their own share class selection practices.
• CSI also conducts periodic reviews of a mutual fund’s available share classes to determine if a different share class would be more appropriate. CSI may, at its discretion, determine to convert your mutual fund positions held in one share class to a different share class. Such share class conversions will occur as deemed appropriate by CSI and will be reflected on your account statement. CSI will consider various factors when considering share class conversion in your advisory accounts, including but not limited to, the net expense ratios of the share classes, whether your account is subject to taxation, the difference in the expense ratios between share classes, the share class designated by CSI for initial purchases, your investment preferences and amount of taxable gains or losses to which you could be subject. The ability and length of time to affect a share class conversion will vary by custodial platform and is subject to prospectus requirements and custodial platform approval. Thus, if CSI determines to convert your mutual fund position to a lower-cost share class, you may remain in the higher-cost class for some period of time.
• Our affiliates receive additional compensation from advisory accounts that are invested in accordance with the Citizens Private Wealth Portfolios because Citizens Bank receives compensation for managing the model portfolios. Although our FAs will not receive additional compensation as a result of the recommendation or selection of the Citizens Private Wealth Portfolios, the fact that Citizens Bank receives additional compensation creates a financial incentive for us to promote the services provided by our affiliated Model Provider.
• We act as a broker/dealer in addition to acting as an investment adviser. If you open your Managed Account Program account with securities previously purchased through us or one or our representatives, you will already have paid a commission on the purchase to us or our representative, or both. Similarly, if you open your account with cash proceeds from the sale of securities through us or our representative, we, or our representative, or both, may have already received commissions of the sale. Clients have the option of obtaining certain of the investment products we recommend for our investment advisory accounts through brokers or other agents that are not affiliated with us. Changes in Our Fee Schedule We and the Platform Manager may revise the Program Fees on an annual basis by giving you at least 30 days prior notice. You will be deemed to have approved a fee change unless you object to the fee change by sending written notice to us within 30 days from the date of the fee change notification. Account Termination Your Managed Account Program Investment Management Agreement (IMA) is not effective until it is accepted by us and the Platform Manager. In addition, you, we, and the Platform Manager each have the option to terminate your Managed Account Program IMA by providing at least 30 days prior written notice to the other parties. In the event of termination, you will be refunded any Managed Account Program Fees that have been prepaid but have not yet been earned.