Description of Services – General. The Managed Accounts Solutions Program (“MAS Program” or the “Program”) offers the following investment management account options:
• Separately Managed Accounts (“SMA”)
• Advisor Directed Unified Managed Accounts (“ADUMA”)
• First Horizon Advisor Model Accounts
• Advisor Model Managed Accounts (“AMMA”), (Discretionary and Non-Discretionary)
• Fund Strategist Portfolio Accounts (“FSP Accounts” or “FSPs”), and
• WealthBuilder Model Accounts (“WealthBuilder Accounts”). First Horizon Advisors, Inc. (the “Advisor”, “we”, “our” or “us”) is the sponsor of the Program. The Advisor and Envestnet Asset Management, Inc. (“Envestnet”) provide certain investment advisory services and administrative services for assets held in the Accounts. Envestnet is not affiliated with the Advisor. For the SMAs and ADUMAs, the Advisor and Envestnet provide discretionary advisory services. For First Horizon Advisors Model Accounts and AMMAs – Discretionary, the Advisor provides discretionary advisory services and Envestnet provides administrative services, only. For AMMAs – Non-Discretionary, the Advisor provides non-discretionary advisory services and Envestnet provides administrative services only. For WealthBuilder Accounts and FSPs, investment managers provide their model portfolios to Envestnet under a separate licensing agreement. Envestnet will execute trades for the Account in accordance with the applicable model portfolio and changes to the model portfolio by the investment manager, from time to time. The Program is offered through our Financial Advisors, Investment Advisor Representatives, and members of our Investment Services team (collectively, Investment Professionals (“IPS”) and each an “Investment Professional” (“IP”). Description of Services – Separately Managed Accounts. Prior to opening an SMA, your IP will assist you in completing an investment profile to provide us information concerning your investment objectives, financial goals, and risk tolerance. Based on this information, your IP will provide you a Statement of Investment Selection (“SIS”). The SIS includes a recommended asset allocation and investment recommendations for each asset category. The SIS may refer to “SMA” as the Envestnet “Separate Accounts Program”. The SIS is prepared by your IP using the Envestnet platform software applications. Among the factors considered in designing the strategy are historical rates of risk and return for various asset classes, correlation across asset classes, and risk premium. Your IP will recommend independent asset managers (“Sub-Managers”) who will create a separate portfolio of individual managed securities to correspond to proposed asset classes and styles for the Account. Subject to the limitations described in your SIS and other reasonable restrictions you may place on the SMA investments, Envestnet has discretion to hire the selected Sub-Managers for the Account. The Sub-Managers have full authority to supervise and direct investment of assets in the SMAs without your prior approval. This investment authority includes purchases and sales of individual securities, options and alternative investments. You can modify the information in your investment profile by contacting your IP at any time. Changes in your investment profile may result in changes to your SIS. For certain Sub-Managers, Envestnet has entered into a licensing agreement with the Sub-Manager. In these cases, Envestnet provides administrative and/or trading services in accordance with the instructions of the Sub-Manager. Envestnet has the authority at any time without your prior approval to terminate Sub- Managers and replace Sub-Managers to manage the SMA assets. We also have the authority to terminate a Sub-Manager and replace that Sub-Manager with another Sub-Manager available under the Program without your prior approval. The minimum account size for an SMA is $100,000. However, some Sub-Managers require a minimum account value that is greater than $100,000. Description of Services – Advisor Directed Unified Managed Accounts. Prior to opening an ADUMA, your FA or IAR will assist you in completing an investment profile. The investment profile provides information about your investment objectives, financial goals and risk tolerance. Based on this information, your FA or IAR provides you a Statement of Investment Selection (“SIS”). The SIS recommends an asset allocation and investments for each asset category. The SIS is prepared by your FA or IAR by using the Envestnet platform software application. The factors considered in designing the strategy include the historical rates of risk and return for various asset classes, correlation across asset classes, and certain risk premium measures. Subject to the limitations described in your SIS, your FA or IAR will select individual asset managers and/or individual investments for each asset category. For assets assigned to certain asset managers, Envestnet uses the asset manager’s model portfolio and investment recommendations to manage that portion of the Account assets. Your FA or IAR may also select mutual funds, ETFs, and alternative investments. Envestnet provides overlay management services for the ADUMA. You directly own the individual securities in the ADUMA. We have the authority to buy, sell and exchange mutual fund shares and ETFs in the ADUMA without your prior approval subject to the limitations and objectives in your SIS. The minimum account size for an ADUMA is $150,000. The Advisor may, in its sole discretion, waive the account minimum and accept the account with a lower value. Description of Services – First Horizon Advisors Model Accounts. Prior to opening a First Horizon Advisors Model Account, your IP will assist you in completing an investment profile. The investment profile provides information concerning your investment objectives, financial goals and risk tolerance. Based on this information, your IP will provide a Statement of Investment Selection (“SIS”). The SIS is prepared by your IP using the Envestnet platform software application. Among the factors considered in determining an appropriate strategy are capital market assumptions concerning the rates of risk and return for various asset classes, correlation across asset classes, and risk premium measures. The SIS will recommend using one or more model portfolios (the “First Horizon Advisors Model Portfolios”). Each First Horizon Advisors Model Portfolio has a designated risk based investment strategy. Except as described below, the SIS will refer to the “First Horizon Advisors Model Account” option as a “Fund Strategist Portfolio Account” managed by First Horizon Advisors, Inc. Investments for a First Horizon Advisors Model Portfolio include no load or load waived mutual funds, ETFs, and alternative investments. The Advisor’s Investment Committee (the “IC”) will review all First Horizon Advisors Model Portfolios at least semi-annually, including a review of performance vs. an appropriate benchmark. In constructing First Horizon Advisors Model Portfolios, the Advisor evaluates mutual fund and ETF holdings utilizing third-party screening tools. The factors considered in evaluating mutual funds and ETFs include investment performance vs. peers, stated benchmarks, a series of risk and reward measures, style consistency, fees and/or tracking error. The following First Horizon Advisors Model Portfolios are available which utilize individual stocks:
• First Horizon Advisors Large Cap Core Portfolio
• First Horizon Advisors Dividend Portfolio
• First Horizon Advisors Growth Focused Portfolio
• First Horizon Advisors Equity Income Focused Portfolio
• First Horizon Advisors Total Return Focused Portfolio Each of these portfolios is referred to in the SIS as a “Separate Account” managed by First Horizon Advisors, Inc. From time to time the Advisor may reduce or waive the minimum needed to open an Account utilizing First Horizon Advisors Model Portfolios. The Advisor may place conditions on a waiver or reduction of the initial market value of the Account assets. Under the First Horizon Advisors Model Accounts option, the Advisor also makes available First Horizon Factor Models. The SIS refers to this First Horizon Advisors Model Account as a “Fund Strategist Portfolio Account” utilizing a “First Horizon Advisors Factor Model”. For more information concerning the IC, please see (Item 6) Portfolio Manager Selection and Evaluation. Description of Services – Advisor Model Managed Accounts. Prior to opening an AMMA, a Financial Advisor (“FA”) or an Investment Advisor Representative (IAR) will assist you in completing an investment profile. The investment profile provides information concerning your investment objectives, financial goals and risk tolerance. Based on this information, your FA or IAR will provide you a Statement of Investment Selection (“SIS”). The SIS includes a recommended asset allocation and recommended investments as determined by your risk tolerance profile. The SIS is prepared by your FA or IAR using the Envestnet platform software. Among the factors considered in designing an appropriate strategy are capital market assumptions concerning the rates of return and risk for various asset classes and correlation across asset classes. Assets held outside of the Program Account may also be considered when developing the strategy for an AMMA. The SIS usually identifies this Program option as an “Advisor Model.” In some cases, your FA or IAR may use another name to identify the AMMA. In that case, the FA or IAR will disclose to you the name selected for this Program option. When opening an AMMA, you may grant the FA or IAR the authority to invest, reinvest, and otherwise deal with assets in the AMMA without obtaining your prior approval. In this case, your Account will be designated AMMA – Discretionary. In the event you desire that your FA or IAR invest, reinvest, and otherwise deal with assets in your Account only upon your prior approval of such actions, your Account will be designated AMMA – Non-Discretionary. All references to “AMMAs” in this Brochure shall mean collectively, AMMAs – Discretionary and AMMAs – Non-Discretionary. Investment options the FA or IAR may recommend include mutual funds, ETFs, and individual equities. Individual bonds, preferred stocks, real estate investment trusts and structured notes, and alternative investments may also be used. The IC is responsible for approving the AMMA – Discretionary investment programs. The AMMA – Discretionary program option is available from a limited number of FAs and IARs who have met minimum qualifications set by the IC. The minimum value of assets to open an AMMA is $100,000. AMMAs are different from First Horizon Advisors Model Accounts in that your FA or IAR will select the investments for your AMMA, but a member of the IC will select the investments for First Horizon Advisors Model Accounts. All investments purchased for an AMMA or for a First Horizon Advisors Model Account will be on the working list of investments maintained by the IC. First Horizon Advisor Model Accounts and AMMAs are constructed using the same risk-based models. The fees and performance of an AMMA will be different from the fees and performance of a First Horizon Advisors Model Account using the same investment strategy. Description of Services – Fund Strategist Portfolio Accounts. Prior to opening a Fund Strategist Portfolio Account, your IP will assist you in completing an investment profile. The investment profile provides information concerning your investment objectives, financial goals and risk tolerance. Based on this information, your IP will provide a Statement of Investment Selection (“SIS”). The SIS is prepared by your IP using the Envestnet platform software application. Among the factors considered in determining an appropriate strategy are capital market assumptions concerning the rates of risk and return for various asset classes and risk premium measures. The SIS will recommend using a model portfolio (“Model Portfolio”) of a third party manager (“Model Provider”). Envestnet will execute trades for your Account in accordance with the applicable Model Portfolio and changes to the Model Portfolio from time to time. Investments for the FSP Account are mutual funds or exchange traded funds (“ETFs”). The minimum account size for an FSP Account is $100,000. The Advisor may, in its discretion, waive the account minimum and accept the account with a lower value. Description of Services – WealthBuilder Accounts. Prior to opening a WealthBuilder Account, your IP will assist you in completing an investment profile to provide us information concerning your investment objectives, financial goals, and risk tolerance. Based upon this information, your IP will provide you a Statement of Investment Selection (“SIS”). The SIS is prepared by your IP using the Envestnet platform software application. The SIS will recommend using one or more Model Portfolios constructed by Model Providers. Envestnet provides overlay management services for the WealthBuilder Accounts by implementing trade orders and updating and rebalancing the investments in the WealthBuilder Accounts in accordance with changes made to the Model Portfolios by the Model Providers. Depending upon the Model Portfolio selected, the WealthBuilder Account will utilize ETFs, no load or load waived mutual funds. The SIS may refer to these accounts as “WealthBuilder Accounts” as “Low Minimum Fund Strategist Solutions Program”. The minimum market value of assets required to open a WealthBuilder Account is $50,000. The Advisor may, at its sole discretion, accept an account with a lower value depending on the circumstances. Maximum Fee Schedules – SMAs; WealthBuilder Accounts; First Horizon Advisors Model Accounts; AMMAs; FSPs; and, ADUMAs. The Program Fee listed below is the maximum Program Fee which may be charged for the Account options. The Program Fee is negotiable, and the fee charged to your Account will be described in the SIS. The Program Fee is a combined fee for investment advice, brokerage, clearance, settlement, and custody services. You will also be charged for or incur fees and expenses not covered by the Program Fee. For more information about these charges and fees please see “Charges Excluded From Program Fee” below. SMAs Annual Rate First $500,000 2.00% Next $500,000 1.90% Next $1,000,000 1.75% Next $3,000,000 1.50% Over $5,000,000 1.25% WealthBuilder Accounts Mutual Fund & ETF Solutions Accounts Annual Rate First $100,000 2.00% Next $400,000 1.90% Next $500,000 1.75% Over $1,000,000 1.50% First Horizon Advisors Model Accounts; AMMAs & FSPs Annual Rate First $500,000 2.00% Next $500,000 1.75% Next $1,000,000 1.50% Next $3,000,000 1.50% Over $5,000,000 1.50% ADUMAs Annual Rate First $500,000 2.00% Next $500,000 1.90% Next $1,000,000 1.75% Over $3,000,000 1.50% Program Fee Calculation and Payment. The Program Fee is calculated by applying the applicable annual fee schedule in the SIS to the asset value of the Account assets invested in a Program option. Any assets held in an Account and not invested in a Program option will be excluded from the calculation of the Program Fee and from the minimum value of assets required to open an Account. The value of the Account assets is determined quarterly on an Account by Account basis and not in the aggregate. The initial Program Fee will equal (on an annualized basis) the percentage (as set forth in the fee schedule in the SIS) of the value of the Program Assets in the Account for the applicable Program option. The Advisor or Envestnet will instruct

the Account custodian, National Financial Services, LLC (“NFS”), to deduct the Program Fees from the Account(s). The Program Fee is debited from each Account on a quarterly basis in advance. You are responsible for verifying the accuracy of the Program Fee calculation. Envestnet receives a portion of the Program Fee for the investment management and/or administrative services it provides to the Accounts. Fees due Sub-Managers and any third-party service providers retained by Envestnet in connection with the Program are paid by Envestnet. The amount of the Program Fee that we receive for providing investment advisory and/or management services to an Account varies depending upon the type of Account, the number of Sub-Managers used in an SMA, the number of model portfolios utilized by an ADUMA, and in some cases the trading activity in the Account. The initial Program Fee is calculated and debited on the 10th day of the month (or the next business day if the 10th is a non-business day) after initial assets are placed in the Account. The initial Program Fee is the Program Fee for the first calendar quarter (or part thereof) in which you open an Account. The initial Program Fee for any partial calendar quarter is pro-rated based on the number of calendar days in the partial quarter. Thereafter, the Program Fee is calculated at the beginning of each calendar quarter based on the value of Account assets on the last business day of the prior calendar quarter. However, if an Account is opened in the last month of a calendar quarter, the Program Fee is calculated and debited for the remaining period in the calendar quarter plus the next calendar quarter on the 10th day (or the next business day if the 10th is a non-business day) after initial assets are placed in the Account. For example, if an Account was opened on 6/26/23, Program Fees would be debited on 7/10/23 for the periods (6/26/23 to 6/30/23 and (7/01/23 to 9/30/23). If you invest $10,000 or more in any Account after the inception of a calendar quarter, the Program Fee for that quarter is recalculated and pro-rated as of the day of the additional investment. Envestnet determines the value of the Account assets for purposes of calculating the Program Fee. If the Account is terminated and all Program Assets are withdrawn from the Account prior to the end of a quarter, a pro rata portion of the Program Fee will be credited to your Account. Charges Excluded From the Program Fee. The Program Fee does not cover certain charges associated with securities transactions in the Accounts, including:
• 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 that are imposed by any collective investment vehicles (“Collective Investment Vehicles”), such as mutual funds and closed-end funds, unit investment trusts, exchange-traded funds or real estate investment trusts (such as fund operating expenses, management fees, redemption fees, 12b-1 fees and other fees and expenses). Further information regarding charges and fees assessed on Collective Investment Vehicles are described in the appropriate prospectus or offering document or other regulatory filings;
• brokerage commissions or other charges imposed by broker-dealers or entities other than the custodian if and when trades are cleared by another broker-dealer;
• 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; and
• any brokerage commissions or other charges, including contingent deferred sales charges (“CDSC”), imposed upon the liquidation of “in-kind assets” that are transferred into the Account.
• margin interest incurred as a result of the liquidation of margin securities transferred “in- kind” into the Account. You should be aware that if you transfer in-kind assets into an Account, Envestnet or the Advisor will liquidate such assets immediately or at a future point in time and you may incur a brokerage commission or other charge, including a CDSC. You also may be subject to taxes when these assets are liquidated. You should consult with your tax advisor before transferring in-kind assets into an Account. The Program Fee does not include certain fees that are charged by the custodian. You will be charged for specific account services you select to use, such as account transfer fees (ACAT), electronic fund and wire transfer charges, and for other optional services. If you incur any of the following charges or fees, the Advisor will retain a portion of the fees charged to your account for the services: ACAT; margin interest; bounced check; stop payment; transfer and ship (Direct Registration System Eligible) and wire fees (except wire fees charged to IRAs). The Program Fee does not cover certain non-brokerage-related fees such as individual retirement account (“IRA”) trustee or custodian fees and tax-qualified retirement plan account fees and any annual or termination fees for retirement accounts (such as IRAs). Some mutual funds assess redemption fees to investors upon the short-term sale of its funds. Depending on the particular mutual fund, you may incur a redemption fee when a fund is sold for rebalancing purposes or if the portfolio manager determines that it is in your overall interest to divest from certain fund holdings prior to the expiration of the minimum holding period. Please see the prospectus for the specific mutual fund for detailed information regarding such fees. You will also incur transaction charges or commissions for transactions not processed through First Horizon Advisors, Inc. Please see (Item 9) Additional Information - Trade Execution below. Compensation, Financial Benefits, and Conflicts of Interest. Advisor Compensation. The Firm receives a portion of the Program Fee as compensation for investment advisory services and administrative services we provide to the Program. The amount of the Program Fee we receive depends upon the type of Account, number of Sub- Managers used in an SMA, the number of Model Portfolios used in an ADUMA; and, in some cases trading activity in the Account. The Program Fee and the other fees and charges you incur may be more or less than the charges and fees you would pay if you separately purchased the advisory services, the brokerage services and the custody services. The cost of an MAS Program Account compared to the cost of an alternate investment program varies based upon a number of factors including account size, trading activity, types of securities included, and the variety of services provided. Investment Professional Compensation. An FA or IAR’s compensation depends upon the products that the IP sells. Our compensation plans are subject to change at any time. Compensation for an FA or IAR is based upon total fees, commissions and other revenue paid to the Advisor for products and services the FA or IAR sells. This is referred to as the “production”. The FA or IAR is paid a percentage of their total production each month. This is referred to as the “pay-out rate”. An FA or IAR will receive either a fixed pay-out rate or a pay- out rate that will increase as the FA’s or IAR’s total production increases over the compensation period. FAs or IARs who work on a team will have a fixed pay-out rate. Members of the team determine the amount of the total pay-out each team member will receive. An FA or an IAR may also receive a fixed pay-out rate if a fixed pay-out rate is provided for in the FA’s or IAR’s individual incentive plan. An FA or IAR receives a minimum guaranteed draw. The FA or IAR receives a pay-out as described above only if the pay-out exceeds the monthly draw. The Brochure Supplement for your FA or IAR contains additional information concerning the compensation your FA or IAR receives. Certain costs that the firm incurs to support an FA, an FA team, or an IAR are deducted from the total production. However, these charges will be waived if the FA, FA team; or, IAR meets a specified production level. On occasion, the Advisor provides incentive compensation to an FA or IAR when employed by the Advisor. These incentives can include one or more of the following: − forgivable draw which allows the FA or IAR to receive a pay-out even if the pay- out does not exceed the draw − one-time upfront payment − fixed pay-out percentage of production for a set time period If an FA or IAR meets certain annual minimum requirements for growth of revenue and the amount of assets serviced by the IAR or FA, he/she will be eligible to participate in a deferred compensation program sponsored by First Horizon Corporation (“FHC”), the parent company of First Horizon Bank. Under this program, the FA or IAR is awarded FHC restricted stock units based upon the FA’s or IAR’s contribution to annual revenue growth in the sale of wealth management products and services, including the Program Accounts. Employees of the Advisor who supervise FAs and IARs are eligible to receive quarterly and annual bonuses. Quarterly bonuses are based upon a net-profit margin calculation which includes the revenue and expenses associated with the offer and sale of wealth management products and services, including revenue received from the Program Accounts. The annual bonus is based upon revenue associated with the offer and sale of wealth management products and services, including revenue received from the Program Accounts, as well as other factors. First Horizon Bank. The Advisor has entered into a Solicitation Agreement with First Horizon Bank in order to permit Bank employees to refer clients to the Advisor in exchange for compensation. If a licensed Bank employee refers a client to the Advisor and the client opens an investment management account, the Advisor will pay the Bank employee a portion of the advisory fees received from the account. Client Relationship Managers, including Private Client Relationship Managers, participate in a bonus program. Payments under the program are based upon multiple factors including revenue growth associated with products and services obtained by the Relationship Manager’s clients, including investment management services from the Advisor. These arrangements provide an incentive for Bank employees to refer their clients to the Advisor to obtain investment management services. The Advisor addresses this conflict of interest through this disclosure and the account reviews as described in (Item 9) below Additional Information – Review of Accounts. Investment Services team members receive a salary and bonus. The bonus is not based upon the products sold to clients. Diamond Circle. Each year, we hold a conference that recognizes our highest producing IPs. The conference includes training sessions, an awards banquet, and travel and related expenses for attendees. We establish the criteria for attendance, including the number of invitees and the required production level for the awards. The conference is not a reward for the sale of any specific product or service. For more information concerning compensation of FAs and IARs related to Trust Division Referrals and First Horizon Bank referrals, please see (Item 9) Additional Information – Other Industry Activities or Affiliations – First Horizon Bank Trust Division and First Horizon Bank. Conflicts of Interest. Your FA or IAR receives compensation from the Advisor when you establish a Program Account and while your Program Account is open. The amount of this compensation is based upon the type of Program Account selected and the Program Fee charged. Therefore, your FA or IAR takes into consideration this compensation arrangement when a Program Fee is negotiated, and a Program option is recommended. Your IP separately negotiates Program Fees for each MAS Program Account that is opened. Therefore, negotiated Program Fees for the same Account type will vary by client and by IP. Advisor addresses this conflict of interest through this disclosure and the Account reviews as described in (Item 9) Additional Information - Review of Accounts. Brokerage and Advisory Accounts. Most of our IPs provide both brokerage services and investment advisory services. Your IP will orally disclose whether they provide both services or just investment advisory services. There are important differences in the services you receive and the fees you will pay depending upon which type of account you open. When recommending the type of account and services to you, your IP will consider your trading activity, desire for account monitoring, information and reporting requirements, and other information. When you open a brokerage account, we will receive compensation based upon the product we sell you. This is called “transaction based compensation”. When you open an advisory account such as a Program Account, you pay an ongoing fee based upon the value of the account. The fee is paid quarterly. Due to the difference in how we are paid for these services and whether your IP is an IAR or an FA, your IP has a financial incentive to recommend one type of account over the other type of account. An advisory account, such as a Program Account, is a fee based account which results in ongoing quarterly revenue credited to an FA’s or IAR’s production. Brokerage accounts result in revenue credited to the FA’s production at the time the transaction is executed. Some brokerage products also pay ongoing fees known as trail fees, which will be credited to the FA’s production on a monthly or quarterly basis. An IAR does not offer brokerage services or insurance products. Therefore, your IAR has an incentive to recommend the MAS Program rather than refer you to an FA or third-party to consider other products or services that may meet your financial needs. The Advisor addresses this conflict of interest through this disclosure and the Account reviews as described in (Item 9) Additional Information - Review of Accounts. Sponsor Payments. Custodians, mutual fund companies, investment advisors, and other service providers or product providers that participate in the MAS Program or otherwise provide products or services to First Horizon Advisors, Inc. (collectively, “Sponsors”) will provide certain financial benefits to the Advisor and/or an IP. Sponsors will provide educational training or marketing support to the Advisor and its IPs. Sponsors will contribute to the cost of conferences or meetings attended by some or all of the IPs. Such conferences and meetings include educational and training sessions as well as promotion of the MAS Program and other services provided by the Advisor. Some Sponsors will bear the expense for an IP to attend due diligence trips at the Sponsors’ offices or other locations. All or a portion of the costs of certain client events will be paid for by a Sponsor. Products and services provided by the Sponsors help the Advisor and its IPs to manage and administer client accounts. The Advisor and the IPs will use such products and services for MAS Accounts as well as other types of accounts and products offered by the Advisor. Sponsors pay for occasional meals and entertainment for and provide promotional items to IPs. These benefits build relationships with IPs which could lead to sales of the Sponsor’s products or services to you. We address this conflict of interest through this disclosure and the Account reviews as described in (Item 9) Additional Information - Review of Accounts. See (Item 9) Additional Information – Trade Execution for information concerning financial benefits related to our clearing arrangement with National Financial Services, LLC (NFS).