Common use of Disciplinary Information Clause in Contracts

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject to the following SEC orders: • The SEC found that LPL willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject to the following orders: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the sale of oil and gas limited partnerships, resulting in a fine of $167,796 (2010). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale of a variable annuity, resulting in a fine of $37,540 (2010). • From the state of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Act, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007). For more information about disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇.

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject to the following SEC orders: • The SEC found that LPL willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- broker-dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject to the following orders: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the sale of oil and gas limited partnerships, resulting in a fine of $167,796 (2010). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale of a variable annuity, resulting in a fine of $37,540 (2010). • From the state of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Act, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007). For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇.

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the a $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s brokerage supervisory and disclosure procedures related to the sale of certain brokered certificates of deposit in brokerage accounts, resulting in a censure and a fine of $375,000 (2018). • LPL’s systems and supervisory procedures relating to the creation and distribution of certain required account notices, resulting in a censure, a fine of $900,000, and an undertaking to review affected processes (2016). • LPL’s systems and supervisory procedures relating to the format in which certain electronic records were retained, resulting in a censure and a fine of $750,000 (2016). • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity (“VA”) contracts, real estate investment trusts (“REITs”) and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and a fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded real REITs resulting in a censure and a fine of $950,000 (2014). • LPL’s systems and procedures to review and retention of email, resulting in a censure, a fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and a fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and a fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and a fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity VA exchanges, resulting in a censure and a fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and a fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject of orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject entered into consent orders related to the following ordersmatters: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the The sale of oil non-traded alternative investments in excess of prospectus standards or LPL’s internal guidelines and gas limited partnershipsthe maintenance of related books and records, resulting in a censure, a fine of $167,796 950,000, a $25,000 contribution to an investor education fund and remediation of losses to impacted customers (2010New Jersey, 2017). • From LPL’s supervisory practices for LPL representatives located on the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale premises of a variable annuitycredit union, resulting in a censure, a fine of $37,540 1,000,000, and an undertaking to avoid investor confusion specific to the name under which the credit union does business and review LPL’s related policies and procedures (2010Massachusetts or “MA,” 2017). • From the state LPL’s oversight of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Actcertain VA transactions, resulting in a censure, a fine of $150,000 975,000, restitution to clients and former clients of an LPL representative, disgorgement of commissions retained by LPL in connection with such representative’s VA sales, and an undertaking to review such representative’s brokerage and advisory activities and LPL’s related policies and procedures (2009MA, 2017). • From The sale in brokerage accounts of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers (Global settlement with certain members of the North American Securities Administrators Association (NASAA), 2015). • The sale of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of Pennsylvania regarding allegations that $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and remediation of losses to impacted customers (New Hampshire, 2015). • The sale of leveraged and inverse leveraged ETFs (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (Delaware), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to MA customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs (2015). • Failure to implement procedures related to the use of senior-specific titles by LPL failed to maintain and enforce procedures for supervision of one of its registered representativesrepresentatives as required under MA law, resulting in a censure and a fine of $230,000 250,000 (20072015). • Failure to detect improper and fraudulent conduct by an LPL representative, resulting in a censure, a fine of $500,000, and restitution to impacted customers; and failure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law in connection with certain VA exchange transactions, resulting in a censure, a fine of $2,000,000, and restitution to impacted customers (2014). • The sale of non-traded REITs to MA residents in excess of MA concentration limits, resulting in a censure, a fine of $500,000, and restitution to impacted customers (2013). For more information about those state events and other disciplinary and legal events involving LPL and its IARsLPL, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇ Other Financial Industry Activities and Affiliations LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives dispersed throughout the U.S. LPL has a dedicated team of employee IARs who service certain accounts in the absence of an IAR. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer registered representatives of LPL or another broker-dealer. If an associated person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under the program. LPL also contracts with other advisors to make the program available to clients through the other advisor firms. In such case, LPL and the other advisor firms share in the Account Fee. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as ▇▇▇ custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. PTC’s ▇▇▇ custodian and trustee services and related fees are established under a separate engagement between the client and PTC. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available on LPL’s website ▇▇▇.▇▇▇.▇▇▇. Participation or Interest in Client Transactions A purchase of mutual fund shares may be processed through LPL’s proprietary account resulting in the purchase being characterized as a principal transaction for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. LPL’s parent company, LPL Financial Holdings Inc., is a publicly traded company. LPL Financial Holdings Inc. stock may not be purchased directly in OMP accounts. LPL provides investment consulting services to the investment advisor of the Optimum Funds. These services include assisting the investment advisor in determining whether to engage, maintain or terminate sub-advisors for the Optimum Funds. As compensation for these services, LPL receives an investment consulting fee of up to 0.22% of assets from the investment advisor to the Optimum Funds. In addition, the Chief Financial Officer of LPL serves as a Trustee of the Optimum Funds. LPL also performs recordkeeping and administrative services on behalf of the Optimum Funds and receives compensation for the services based on the number of positions held by OMP clients in the Optimum Funds ($16 annually per position). These services include establishing and maintaining sub-account records reflecting the issuance, exchange or redemption of shares by each program account. The receipt of this recordkeeping and investment consulting compensation by LPL presents a conflict of interest, because LPL has a financial benefit the more assets that are invested in the Optimum Funds. The investment consulting and recordkeeping compensation is retained by LPL and is not shared with Advisors. LPL offers a program that enables clients to collateralize certain investment accounts in order to obtain secured loans through banking institutions that participate in the program. LPL receives third party compensation from participant banks based on the amount of outstanding loans. Compensation can be up to 0.65% of the outstanding loan amount. Cash balances in a program account will be automatically invested either in a money market mutual fund or in an interest- bearing Federal Deposit Insurance Corporation (“FDIC”)–insured cash account (an “ICA” or “DCA”). The sweep money market funds available in the program pay 12b-1 fees higher than other money market funds. In addition, LPL receives compensation of up to 0.35% annually for recordkeeping services it provides for the funds. LPL also receives up to 0.15% annually of the assets invested in the sweep money market funds in connection with marketing support services LPL provides to the money market fund sponsor. LPL receives up to 1.00% annually of LPL client assets in the sweep money market funds from the money market fund sponsor in connection with 12b-1 fees, recordkeeping and other compensation. For accounts that sweep cash to the multi-bank insured cash account program offered by LPL (the “ICA”)—LPL receives a fee equal to a percentage of the average daily deposit balance in the ICA. The fee paid to LPL is applied across all ICA deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this amount. For accounts that sweep cash to the multi-bank deposit cash account program offered by LPL (the “DCA”)—LPL receives a flat monthly fee per account based upon the prevailing fed funds target rate. LPL’s compensation under the DCA program is not affected by the actual cash amounts held in your account. The compensation LPL receives with respect to the ICA or DCA may be higher than if a client invests in other sweep investment options. For additional information on the ICA or DCA, please see the ICA or DCA Disclosure Booklet available from Advisor. The compensation that LPL receives related to ICA, DCA and the sweep money market funds is in addition to the Account Fee received with respect to the assets in the sweep investment. This compensation related to ICA, DCA and sweep money market funds presents a conflict of interest to LPL because LPL has a financial benefit if cash is invested in the ICA, DCA or funds. However, LPL Research does not take into account this compensation when it makes decisions on a Portfolio’s allocation to cash. If a client is a participant in an employer-sponsored retirement plan such as a 401(k) plan, and decides to roll assets out of the plan into the account, Advisor has a financial incentive to recommend that the client invest those assets in the account, because Advisor will be paid on those assets, for example, through advisory fees. You should be aware that such fees likely will be higher than those a participant pays through a plan, and there can be maintenance and other miscellaneous fees. As securities held in a retirement plan are generally not transferred to the account, commissions and sales charges will be charged when liquidating such securities prior to the transfer, in addition to commissions and sales charges previously paid on transactions in the plan. Client should understand that LPL and Advisor may perform advisory and/or brokerage services for various other clients, and that LPL and Advisor may give advice or take actions for those other clients that differ from the advice given to the client. The timing and nature of any action taken for the account may also be different. Review of Accounts LPL provides Advisor and/or clients with regular written reports and statements regarding their accounts. LPL provides Advisor, and clients, if so directed by Advisor, quarterly performance information describing account performance and positions. In addition, LPL transmits to clients account statements showing transactions, positions, and deposits and withdrawals of principal and income. Portfolio values and returns shown in performance reports for the year-end time period may include mutual fund dividends paid out prior to December 31 but that were posted to the account within the first 2 business days of the subsequent year. The inclusion of such dividends in the year-end performance report may cause discrepancies between the report and the account statement client receives from LPL for the same period. Other Compensation LPL and LPL employees receive additional compensation from product sponsors. Such compensation may not be tied to the sales of any products or servic

Disciplinary Information. As an investment advisor and brokerpart of a voluntary self-dealer regulated by the SECreporting initiative in 2019, LPL has been subject to entered into a settlement with the following SEC orders: • The in which the SEC found that LPL willfully violated Rule 30(aSection 206(2) and 207 of Regulation S-P, which requires broker-dealers the Investment Advisers Act of 1940 (the “Advisers Act”) in connection with inadequate disclosure to clients of its and registered investment advisors its associated persons’ conflicts of interest related to have written policies and procedures its receipt of 12b-1 fees and/or its selection of mutual fund share classes that are reasonably designed to safeguard customer records and informationpay such fees. The SEC ordered LPL to cease and desist from committing future or causing any violations of Rule 30(a)Sections 206(2) and 207 of the Advisers Act, censured it for its conduct, and ordered it the payment of disgorgement and prejudgment interest to pay the affected investors totaling $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004)9,333,516. LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s supervisory systems and procedures relating to changes in the authority of custodians of accounts established under the Uniform Gifts to Minors Act and/or the Uniform Transfers to Minors Act, resulting in a censure, a fine of $300,000, and an undertaking to review and enhance its policies, systems, and procedures related to supervision of such accounts (2019). • The effectiveness of LPL’s anti-money laundering program, LPL’s failure to amend certain Forms U4 and U5, and LPL’s systems and supervisory procedures relating to Forms U4 and U5 reporting requirements, resulting in a censure and a fine of $2,750,000 and an undertaking to review the process used to disclose customer complaints on Forms U4 and U5 (2018). • LPL’s brokerage supervisory and disclosure procedures related to the sale of certain brokered certificates of deposit in brokerage accounts, resulting in a censure and a fine of $375,000 (2018). • LPL’s systems and supervisory procedures relating to the creation and distribution of certain required account notices, resulting in a censure, a fine of $900,000, and an undertaking to review affected processes (2016). • LPL’s systems and supervisory procedures relating to the format in which certain electronic records were retained, resulting in a censure and a fine of $750,000 (2016). • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity (“VA”) contracts, real estate investment trusts (“REITs”) and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and a fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded real REITs resulting in a censure and a fine of $950,000 (2014). • LPL’s systems and procedures to review and retention of email, resulting in a censure, a fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and a fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and a fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and a fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity VA exchanges, resulting in a censure and a fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject of orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject entered into consent orders related to the following ordersmatters: • From the state LPL’s supervision of Illinois regarding allegations that an LPL failed to reasonably supervise representative under a registered representative in connection with the sale of oil and gas limited partnershipsheightened supervision plan, resulting in a cease and desist order; a fine of $167,796 275,000; payments of restitution, disgorgement and investigative costs; and offers of payment of surrender charges in connection with variable annuity contracts for impacted customers (2010New Hampshire or “NH”, 2020). • From LPL’s failure to timely register (or maintain the state of Missouri regarding allegations that LPL failed registration of) certain agents in Massachusetts (“MA”) and failure to supervise a amend Forms U4 and U5 for certain agents registered representative in the sale of a variable annuityMA, resulting in a censure, a fine of $37,540 1,100,000, and an undertaking to review and enhance its policies and procedures related to registering its agents in MA and filing reportable events (2010MA, 2019). • From the state of Montana regarding allegations that LPL failed LPL’s brokerage supervisory procedures relating to supervise a registered representative to ensure compliance with the Montana Securities Actemail review and annual branch office examinations, resulting in a fine civil penalty of $150,000 450,000 and an undertaking for third-party review of related processes (2009Indiana, 2018). • From The sale of unregistered, non-exempt securities in violation of state registration requirements, resulting (upon entry of the individual consent order) in payment to each participating state or jurisdiction of Pennsylvania regarding allegations that LPL failed a civil penalty of $499,000, reimbursement of certain investigative expenses, remediation through repurchase of certain securities and payment of losses to maintain certain affected customers, and enforce procedures for supervision certain additional undertakings (Settlement with up to 53 members of one the North American Securities Administrators Association (NASAA), 2018). • The sale of its registered representativesnon-traded alternative investments in excess of prospectus standards or LPL’s internal guidelines and the maintenance of related books and records, resulting in a censure, a fine of $230,000 950,000, a $25,000 contribution to an investor education fund and remediation of losses to impacted customers (2007New Jersey, 2017). • LPL’s supervisory practices for LPL representatives located on the premises of a credit union, resulting in a censure, a fine of $1,000,000, and an undertaking to avoid investor confusion specific to the name under which the credit union does business and review LPL’s related policies and procedures (MA, 2017). • LPL’s oversight of certain VA transactions, resulting in a censure, a fine of $975,000, restitution to clients and former clients of an LPL representative, disgorgement of commissions retained by LPL in connection with such representative’s VA sales, and an undertaking to review such representative’s brokerage and advisory activities and LPL’s related policies and procedures (MA, 2017). • The sale in brokerage accounts of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers (Global settlement with certain members of NASAA, 2015). • The sale of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and remediation of losses to impacted customers (NH, 2015). • The sale of leveraged and inverse leveraged ETFs (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (Delaware), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to MA customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs (2015). • Failure to implement procedures related to the use of senior-specific titles by LPL representatives as required under MA law, resulting in a censure and a fine of $250,000 (2015). • Failure to detect improper and fraudulent conduct by an LPL representative, resulting in a censure, a fine of $500,000, and restitution to impacted customers; and failure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law in connection with certain VA exchange transactions, resulting in a censure, a fine of $2,000,000, and restitution to impacted customers (2014). • The sale of non-traded REITs to MA residents in excess of MA concentration limits, resulting in a censure, a fine of $500,000, and restitution to impacted customers (2013). For more information about those state events and other disciplinary and legal events involving LPL and its IARsLPL, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇ Other Financial Industry Activities and Affiliations LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives dispersed throughout the U.S. LPL has a dedicated team of employee IARs in its home office who service certain accounts in the absence of an IAR, and also a small subset of IARs who operate their own offices or are located on the premises of certain financial institutions and are employees of LPL Employee Services, LLC, an LPL-affiliated company. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer registered representatives of LPL or another broker-dealer. If an associated person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under the program. LPL also contracts with other advisors to make the program available to clients through the other advisor firms. In such case, LPL and the other advisor firms share in the Account Fee. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as ▇▇▇ custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. Because LPL and PTC are affiliated companies and share in revenues, there is a financial benefit to the companies if a client uses PTC as a custodian or for personal trustee services, or if a PTC client uses LPL as an investment advisor. PTC’s ▇▇▇ custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL and ▇▇▇▇▇ & Company of Florida, LLC (“▇▇▇▇▇ & Co.”), an investment advisor firm, are affiliated companies. In addition, investment advisor representatives of ▇▇▇▇▇ & Co. are typically brokerage registered representatives of LPL. ▇▇▇▇▇ & Co. recommends LPL’s advisory programs, including OMP. Because of the affiliation, ▇▇▇▇▇ & Co. has an incentive to recommend LPL advisory programs to clients over other programs and services. Fortigent, LLC (“Fortigent”), is a registered investment advisor and related person of LPL. From time to time, LPL registered representatives may enter into agreements with Fortigent for research and reporting services. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available at ▇▇▇.▇▇▇/▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇. Participation or Interest in Client Transactions Purchases of mutual fund shares may be processed through LPL’s proprietary account resulting in such purchases being characterized as principal transactions for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. LPL’s parent company, LPL Financial Holdings Inc., is a publicly traded company. LPL Financial Holdings Inc. stock may not be purchased directly in OMP accounts. LPL provides investment consulting services to the investment advisor of the Optimum Funds. These services include assisting the investment advisor in determining whether to engage, maintain or terminate sub-advisors for the Optimum Funds. As compensation for these services, LPL receives an investment consulting fee of up to 0.22% of assets from the investment advisor to the Optimum Funds. In addition, a senior executive officer of LPL serves as a Trustee of the Optimum Funds. Certain of the Optimum Funds are subject to voluntary expense caps that may result in the adviser to the Optimum Funds waiving fees or reimbursing expenses that exceed those caps. LPL has agreed with the adviser to the Optimum Funds to bear 50% of the cost of any reimbursements or waivers. LPL also performs recordkeeping, administrative and shareholder services on behalf of the Optimum Funds and receives compensation for the services based on the number of positions held by OMP clients in the Optimum Funds ($16 annually per position). These services include establishing and maintaining accounts with the Optimum Funds, facilitating settlement of funds, responding to customer inquiries and requests, and maintaining sub-account records reflecting the issuance, exchange or redemption of shares by each program account. The receipt of this recordkeeping and investment consulting compensation by LPL is an important revenue stream and presents a conflict of interest, because LPL has a financial benefit the more assets that are invested in the Optimum Funds. The investment consulting and recordkeeping compensation is retained by LPL and is not shared with Advisors. Cash Sweep Arrangements LPL makes available programs for cash in an OMP account to be automatically swept to an interest-bearing Federal Deposit Insurance Corporation (“FDIC”)-insured deposit account, and for certain types of accounts, a money market fund. For more information about which types of accounts are eligible to use the different sweep options, please speak to Advisor. For accounts that sweep cash to the multi-bank insured cash account program offered by LPL (the “ICA”)—LPL receives a fee equal to a percentage (up to 4%) of the average daily deposit balance in the ICA. The fee paid to LPL is applied across all ICA deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this amount. For accounts that sweep cash to the multi-bank deposit cash account program offered by LPL (the “DCA”)—LPL receives a flat monthly fee per account (approximately $17 as of July 1, 2019) based upon

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the a $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s systems and supervisory procedures relating to the creation and distribution of certain required account notices, resulting in a censure, a fine of $900,000, and an undertaking to review affected processes (2016). • LPL’s systems and supervisory procedures relating to the format in which certain electronic records were retained, resulting in a censure and a fine of $750,000 (2016). • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity (“VA”) contracts, real estate investment trusts (“REITs”) and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and a fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded real REITs resulting in a censure and a fine of $950,000 (2014). • LPL’s systems and procedures to review and retention of email, resulting in a censure, a fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and a fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and a fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and a fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity VA exchanges, resulting in a censure and a fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and a fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject of orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject entered into consent orders related to the following ordersmatters: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the The sale of oil non-traded alternative investments in excess of prospectus standards or LPL’s internal guidelines and gas limited partnershipsthe maintenance of related books and records, resulting in a censure, a fine of $167,796 950,000, a $25,000 contribution to an investor education fund and remediation of losses to impacted customers (2010New Jersey, 2017). • From LPL’s supervisory practices for LPL representatives located on the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale premises of a variable annuitycredit union, resulting in a censure, a fine of $37,540 1,000,000, and an undertaking to avoid investor confusion specific to the name under which the credit union does business and review LPL’s related policies and procedures (2010Massachusetts or “MA,” 2017). • From the state LPL’s oversight of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Actcertain VA transactions, resulting in a censure, a fine of $150,000 975,000, restitution to clients and former clients of an LPL representative, disgorgement of commissions retained by LPL in connection with such representative’s VA sales, and an undertaking to review such representative’s brokerage and advisory activities and LPL’s related policies and procedures (2009MA, 2017). • From The sale in brokerage accounts of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers (Global settlement with certain members of the North American Securities Administrators Association (NASAA), 2015). • The sale of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of Pennsylvania regarding allegations that $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and remediation of losses to impacted customers (New Hampshire, 2015). • The sale of leveraged and inverse leveraged ETFs (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (Delaware), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to MA customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs (2015). • Failure to implement procedures related to the use of senior-specific titles by LPL failed to maintain and enforce procedures for supervision of one of its registered representativesrepresentatives as required under MA law, resulting in a censure and a fine of $230,000 250,000 (20072015). • Failure to detect improper and fraudulent conduct by an LPL representative, resulting in a censure, a fine of $500,000, and restitution to impacted customers; and failure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law in connection with certain VA exchange transactions, resulting in a censure, a fine of $2,000,000, and restitution to impacted customers (2014). • The sale of non-traded REITs to MA residents in excess of MA concentration limits, resulting in a censure, a fine of $500,000, and restitution to impacted customers (2013). For more information about those state events and other disciplinary and legal events involving LPL and its IARsLPL, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇ Other Financial Industry Activities and Affiliations LPL is a broker-dealer registered with FINRA and the SEC. As a broker-dealer, LPL transacts business in various types of securities, including mutual funds, stocks, bonds, commodities, options, private and public partnerships, variable annuities, REITs and other investment products. LPL is registered to operate in all 50 states and has primarily an independent-contractor sales force of registered representatives and investment advisor representatives dispersed throughout the U.S. LPL has a small number of employees whose services are limited to servicing certain small ▇▇▇ accounts. If required for their positions with a registered broker-dealer, LPL’s principal executive officers are securities licensed as registered representatives of LPL. LPL is also registered as a transfer agent with the SEC and as an introducing broker with the Commodity Futures Trading Commission. In addition, LPL is qualified to sell insurance products in all 50 states. Associated persons of Advisor may also be broker-dealer registered representatives of LPL or another broker-dealer. If an associated person of Advisor is a broker-dealer registered representative of LPL, that person is providing advisory services to the program account on behalf of Advisor. That person is not acting in a broker-dealer capacity or on behalf of LPL with respect to the services provided under the program. LPL also contracts with other advisors to make the program available to clients through the other advisor firms. In such case, LPL and the other advisor firms share in the Account Fee. LPL and The Private Trust Company, N.A. (“PTC”), a federally chartered non-depository bank licensed to provide trust services in all 50 states, are related persons. PTC serves as ▇▇▇ custodian for program accounts set up as IRAs and receives an annual maintenance fee for this service. PTC also provides personal trustee services to clients for a variety of administrative fiduciary services, which services may relate to a program account. PTC’s ▇▇▇ custodian and trustee services and related fees are established under a separate engagement between the client and PTC. LPL has an arrangement with Fortigent, LLC (“Fortigent”), a registered investment advisor and related person of LPL. LPL and Fortigent have entered into an agreement for LPL to provide overlay portfolio management services to Fortigent clients in Fortigent’s Access Overlay II Program. Code of Ethics and Personal Trading LPL has adopted a code of ethics that includes guidelines regarding personal securities transactions of its employees and investment advisor representatives (“IARs”). The code of ethics permits LPL employees and IARs to invest for their own personal accounts in the same securities that LPL and IARs purchase for clients in program accounts. This presents a conflict of interest because trading by an employee or IAR in a personal securities account in the same security on or about the same time as trading by a client can disadvantage the client. LPL addresses this conflict of interest by requiring in its code of ethics that LPL employees and IARs report certain personal securities transactions and holdings to LPL. LPL has procedures to review personal trading accounts for front-running. In addition, employees in LPL’s Research Department are required to obtain pre-clearance prior to purchasing certain securities for a personal account. Employees and IARs are also required to obtain pre-approval for investments in private placements and initial public offerings. A copy of the LPL code of ethics is available to clients or prospective clients upon request and is available on LPL’s website ▇▇▇.▇▇▇.▇▇▇. Participation or Interest in Client Transactions A purchase of mutual fund shares may be processed through LPL’s proprietary account resulting in the purchase being characterized as a principal transaction for certain reporting purposes. In such case, the shares will be purchased at the fund’s net asset value, and no additional charges will be applied to such transactions as a result of LPL’s use of a proprietary account. LPL does not otherwise engage in principal transactions with its clients in the program. LPL’s parent company, LPL Financial Holdings Inc., is a publicly traded company. LPL Financial Holdings Inc. stock may not be purchased directly in OMP accounts. LPL provides investment consulting services to the investment advisor of the Optimum Funds. These services include assisting the investment advisor in determining whether to engage, maintain or terminate sub-advisors for the Optimum Funds. As compensation for these services, LPL receives an investment consulting fee of up to 0.22% of assets from the investment advisor to the Optimum Funds. In addition, the Chief Financial Officer of LPL serves as a Trustee of the Optimum Funds. LPL also performs recordkeeping and administrative services on behalf of the Optimum Funds and receives compensation for the services based on the number of positions held by OMP clients in the Optimum Funds ($16 annually per position). These services include establishing and maintaining sub-account records reflecting the issuance, exchange or redemption of shares by each program account. The receipt of this recordkeeping and investment consulting compensation by LPL presents a conflict of interest, because LPL has a financial benefit the more assets that are invested in the Optimum Funds. The investment consulting and recordkeeping compensation is retained by LPL and is not shared with Advisors. Cash balances in a program account will be automatically invested either in a money market mutual fund or in an interest- bearing Federal Deposit Insurance Corporation (“FDIC”)–insured cash account (an “ICA” or “DCA”). The sweep money market funds available in the program pay 12b-1 fees higher than other money market funds. In addition, LPL receives compensation of up to 0.35% annually for recordkeeping services it provides for the funds. LPL also receives up to 0.15% annually of the assets invested in the sweep money market funds in connection with marketing support services LPL provides to the money market fund sponsor. LPL may receive up to 1.00% annually of LPL client assets in the sweep money market funds from the money market fund sponsor in connection with 12b-1 fees, recordkeeping and other compensation. For accounts that sweep cash to the multi-bank insured cash account program offered by LPL (the “ICA”)—LPL receives a fee equal to a percentage of the average daily deposit balance in the ICA. The fee paid to LPL is applied across all ICA deposit accounts taken in the aggregate; therefore, on some accounts, fees to LPL may be higher or lower than this amount. For accounts that sweep cash to the multi-bank deposit cash account program offered by LPL (the “DCA”)—LPL receives a flat monthly fee per account based upon the prevailing fed funds target rate. LPL’s compensation under the DCA program is not affected by the actual cash amounts held in your account. The compensation LPL receives with respect to the ICA or DCA may be higher than if a client invests in other sweep investment options. For additional information on the ICA or DCA, please see the ICA or DCA Disclosure Booklet available from Advisor. The compensation that LPL receives related to ICA, DCA and the sweep money market funds is in addition to the Account Fee received with respect to the assets in the sweep investment. This compensation related to ICA, DCA and sweep money market funds presents a conflict of interest to LPL because LPL has a financial benefit if cash is invested in the ICA, DCA or funds. However, LPL Research does not take into account this compensation when it makes decisions on a Portfolio’s allocation to cash. If a client is a participant in an employer-sponsored retirement plan such as a 401(k) plan, and decides to roll assets out of the plan into the account, Advisor has a financial incentive to recommend that the client invest those assets in the account, because Advisor will be paid on those assets, for example, through advisory fees. You should be aware that such fees likely will be higher than those a participant pays through a plan, and there can be maintenance and other miscellaneous fees. As securities held in a retirement plan are generally not transferred to the account, commissions and sales charges may be charged when liquidating such securities prior to the transfer, in addition to commissions and sales charges previously paid on transactions in the plan. Client should understand that LPL and Advisor may perform advisory and/or brokerage services for various other clients, and that LPL and Advisor may give advice or take actions for those other clients that differ from the advice given to the client. The timing and nature of any action taken for the account may also be different. Review of Accounts LPL provides Advisor and/or clients with regular written reports and statements regarding their accounts. LPL provides Advisor, and clients, if so directed by Advisor, quarterly performance information describing account performance and positions. In addition, LPL transmits to clients account statements showing transactions, positions, and deposits and withdrawals of principal and income. Portfolio values and returns shown in performance reports for the year-end time period may include mutual fund dividends paid out prior to December 31 but that were posted to the account within the first 2 business days of the subsequent year. The inclusion of such dividends in the year-end performance report may cause discrepancies between the report and the account statement client receives from LPL for the same period. Other Compensation LPL and LPL employees receive additional compensation from product sponsors. Such compensation may not be tied to the sales of any products or services. Compensation includes such items as gifts valued at less than $100 annually, an occasional dinner or ticket to a sporting event, or reimbursement in connection with educational meetings, client events or marketing or advertising initiatives. Produ

Disciplinary Information. ‌ As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) FINRA and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity contracts, REITs and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded real estate investment trusts, resulting in a censure and fine of $950,000 (2014). • LPL’s systems and procedures related to the review and retention of email, resulting in a censure, fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to orders related to the violation of state laws and regulations in connection with its brokerage activities. In particularAs part of a global settlement with certain members of the North American Securities Administrators Association (NASAA), LPL has been submitted to consent orders with various state regulatory authorities regarding the subject sale in brokerage accounts of non-traded real estate investment trusts (REITs) in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers. Separately, LPL submitted to a consent order with the following orders: • From the state State of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative New Hampshire Bureau of Securities Regulation in connection with the sale of oil non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and gas limited partnershipsremediation of losses to impacted customers. In ▇▇▇▇, ▇▇▇ submitted to a consent order with the State of Delaware and an assurance of discontinuance with the Commonwealth of Massachusetts in connection with the sale of leveraged and inverse leveraged exchange-traded funds (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (DE), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to Massachusetts customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs. In ▇▇▇▇, ▇▇▇ submitted to a consent order with the Massachusetts Securities Division in connection with findings that LPL failed to implement procedures related to the use of senior-specific titles by LPL representatives as required under Massachusetts law. LPL agreed to a censure and fine of $250,000. In ▇▇▇▇, ▇▇▇ submitted to two consent orders with the Illinois Securities Department in connection with (i) findings that LPL failed to detect improper and fraudulent conduct by one of its IARs, resulting in a censure, fine of $167,796 500,000, and restitution to impacted customers; and (2010). • From the state of Missouri regarding allegations that LPL failed ii) certain variable annuity exchange transactions, in particular, relating to supervise a registered representative in the sale of a variable annuityfailure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law, resulting in a censure, fine of $37,540 (2010)2,000,000, and restitution to impacted customers. • From the state of Montana regarding allegations that LPL failed In ▇▇▇▇, ▇▇▇ submitted to supervise a registered representative to ensure compliance consent order with the Montana Massachusetts Securities ActDivision in connection with the sale of non-traded real estate investment trusts to Massachusetts residents in excess of Massachusetts concentration limits. LPL agreed to a censure, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed 500,000, and restitution to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007)impacted customers. For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇.

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the a $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) FINRA and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • The effectiveness of LPL’s anti-money laundering program, LPL’s failure to amend certain Forms U4 and U5, and LPL’s systems and supervisory procedures relating to Forms U4 and U5 reporting requirements, resulting in a censure and a fine of $2,750,000 and an undertaking to review the process used to disclose customer complaints on Forms U4 and U5 (2018). • LPL’s brokerage supervisory and disclosure procedures related to the sale of certain brokered certificates of deposit in brokerage accounts, resulting in a censure and a fine of $375,000 (2018). • LPL’s systems and supervisory procedures relating to the creation and distribution of certain required account notices, resulting in a censure, a fine of $900,000, and an undertaking to review affected processes (2016). • LPL’s systems and supervisory procedures relating to the format in which certain electronic records were retained, resulting in a censure and a fine of $750,000 (2016). • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity (“VA”) contracts, real estate investment trusts (“REITs”) and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and a fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded REITs, resulting in a censure and a fine of $950,000 (2014). • LPL’s systems and procedures related to the review and retention of email, resulting in a censure, a fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and a fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and a fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and a fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity VA exchanges, resulting in a censure and a fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and a fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject of orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject entered into consent orders related to the following ordersmatters: • From the state of Illinois regarding allegations that LPL failed LPL’s brokerage supervisory procedures relating to reasonably supervise a registered representative in connection with the sale of oil email review and gas limited partnershipsannual branch office examinations, resulting in a fine civil penalty of $167,796 450,000 and an undertaking for third-party review of related processes (2010Indiana, 2018). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the The sale of unregistered, non-exempt securities in violation of state registration requirements, resulting (upon entry of the individual consent order) in payment to each participating state or jurisdiction of a variable annuitycivil penalty of $499,000, reimbursement of certain investigative expenses, remediation through repurchase of certain securities and payment of losses to certain affected customers, and certain additional undertakings (Settlement with up to 53 members of the North American Securities Administrators Association (NASAA), 2018). • The sale of non-traded alternative investments in excess of prospectus standards or LPL’s internal guidelines and the maintenance of related books and records, resulting in a censure, a fine of $37,540 950,000, a $25,000 contribution to an investor education fund and remediation of losses to impacted customers (2010New Jersey, 2017). • From LPL’s supervisory practices for LPL representatives located on the state premises of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Actcredit union, resulting in a censure, a fine of $150,000 1,000,000, and an undertaking to avoid investor confusion specific to the name under which the credit union does business and review LPL’s related policies and procedures (2009Massachusetts or “MA,” 2017). • From the state LPL’s oversight of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representativescertain VA transactions, resulting in a censure, a fine of $230,000 975,000, restitution to clients and former clients of an LPL representative, disgorgement of commissions retained by LPL in connection with such representative’s VA sales, and an undertaking to review such representative’s brokerage and advisory activities and LPL’s related policies and procedures (2007MA, 2017). • The sale in brokerage accounts of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers (Global settlement with certain members of NASAA, 2015). • The sale of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and remediation of losses to impacted customers (New Hampshire, 2015). • The sale of leveraged and inverse leveraged ETFs (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (Delaware), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to MA customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs (2015). • Failure to implement procedures related to the use of senior-specific titles by LPL representatives as required under MA law, resulting in a censure and a fine of $250,000 (2015). • Failure to detect improper and fraudulent conduct by an LPL representative, resulting in a censure, a fine of $500,000, and restitution to impacted customers; and failure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law in connection with certain VA exchange transactions, resulting in a censure, a fine of $2,000,000, and restitution to impacted customers (2014). • The sale of non-traded REITs to MA residents in excess of MA concentration limits, resulting in a censure, a fine of $500,000, and restitution to impacted customers (2013). For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇.▇▇▇ or FINRA BrokerCheck at ▇▇▇.▇▇▇▇▇.▇▇▇.