B. RILEY WEALTH ADVISORS, INC.

40 S. Main Street, Suite 1600 Memphis, TN 38103 901-251-1330 FORM ADV PART 2A FIRM BROCHURE October 20, 2025 (Previously revised June 10, 2025) This Brochure provides information about the qualifications and business practices of B. Riley Wealth Advisors, Inc. If you have any questions about the contents of this Brochure, please contact the Firm’s Compliance Department at compliance@brileywealth.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Additional information about B. Riley Wealth Advisors, Inc. is also available on the SEC’s website at www.adviserinfo.sec.gov. The SEC’s web site also provides information about any persons affiliated with the Firm who are registered, or are required to be registered, as investment adviser representatives. You can search this site for information about the Firm by searching for a unique identifying number, known as a CRD number. The CRD number for B. Riley Wealth Advisors, Inc. is 115927. Registration with the SEC does not imply a certain level of skill or expertise. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 1 B. Riley Wealth Advisors: 10/2025  Item 2 – Material Changes This Amendment removes references to Wells Fargo First Clearing, LLC as one of our Brokers/Custodians. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 2 B. Riley Wealth Advisors: 10/2025  Item 3 – Table of Contents Item 2 – Material Changes .............................................................................................................................2 Item 3 – Table of Contents ............................................................................................................................3 Item 4 – Advisory Business ...........................................................................................................................5 About Us....................................................................................................................................................5 Registration ...............................................................................................................................................5 Supplemental Brochures ..........................................................................................................................5 Doing Business As (“DBAs”)..................................................................................................................5 Fiduciary Responsibility ............................................................................................................................5 Acknowledgment of Our Fiduciary Status with Respect to Retirement Accounts ................................5 Types of Advisory Services ......................................................................................................................6 Assets Under Management ......................................................................................................................9 Item 5 – Fees & Compensation .................................................................................................................... 10 General Fee Practices ............................................................................................................................. 10 AUM Fee .................................................................................................................................................. 10 Financial Planning & Consulting Fee ..................................................................................................... 11 Additional Fees or Compensation ......................................................................................................... 11 Conflicts of Interest ................................................................................................................................. 12 Item 6 – Performance Based Fees and Side by Side Management ........................................................... 13 Item 7 – Types of Clients ............................................................................................................................. 13 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ................................................... 13 Methods of Analysis ............................................................................................................................... 13 Investment Strategies ............................................................................................................................. 13 Risk of Loss ............................................................................................................................................. 13 Item 9 – Disciplinary Information ................................................................................................................ 14 Item 10 – Other Financial Industry Activities and Affiliation .................................................................... 15 Affiliate Relationships ............................................................................................................................ 15 Other Financial Industry Activities ......................................................................................................... 15 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .......... 16 Code of Ethics ......................................................................................................................................... 16 Participation or Interest in Client Transactions .................................................................................... 16 e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e Personal Trading ..................................................................................................................................... 16 W Item 12 – Brokerage Practices ..................................................................................................................... 16 y e l i The Custodians & Brokers We Use ........................................................................................................ 16 R . B 3 B. Riley Wealth Advisors: 10/2025  Recommendation of Brokers .................................................................................................................. 16 Directed Brokerage ................................................................................................................................. 17 Block Trades ............................................................................................................................................ 18 Valuation .................................................................................................................................................. 18 Margin ...................................................................................................................................................... 18 Item 13 – Review of Accounts ..................................................................................................................... 19 Reviews and Reviewers ........................................................................................................................... 19 Reports..................................................................................................................................................... 19 Other Client Communication .................................................................................................................. 19 Item 14 – Client Referrals and Other Compensation.................................................................................. 20 Client Referrals ........................................................................................................................................ 20 Other Compensation ............................................................................................................................... 20 Benefits of NFS Relationship for BRWM and BRWA ........................................................................... 20 Item 15 – Custody ........................................................................................................................................ 23 Item 16 – Investment Discretion .................................................................................................................. 24 Item 17 – Voting Client Securities............................................................................................................... 24 Item 18 – Financial Information ................................................................................................................... 25 e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 4 B. Riley Wealth Advisors: 10/2025  Item 4 – Advisory Business About Us We place the Client and the Financial Advisor as partners in the center of every decision we make as a Firm. We develop our products, services, and technologies to allow our Financial Advisors the ability to provide the highest quality service to their clients. This Brochure is designed to provide detailed and clear information relating to each item noted in the table of contents. Within this Brochure, we use the following terms: • “We,” “us,” “our,” “Investment Advisor,” “BRWA,” or the “Firm” refers to B. Riley Wealth Advisors, Inc. • “Financial Advisor,” “Representative,” “Investment Advisor Representative,” or “IAR” refers to the individuals that provide investment recommendations or advice on behalf of BRWA. • “You,” “yours,” and “client” refer to clients of BRWA and its advisors. BRWA provides investment advisory services to individuals, trusts, estates, charitable organizations, corporations or other business entities, and pension and profit-sharing plans. BRWA offers its clients various programs to provide flexibility in investment strategy based upon the investor’s financial goals, circumstances, and risk tolerance. Accounts generally have minimum account size requirements, which may be negotiable, depending on the client household, relationship, type, and size of the account. Fees are reflected on periodic statements issued by the Custodian no less frequently than quarterly. Advisory fees, including minimum fees as well as minimum account size, may be negotiable depending upon a range of factors including, but not limited to, account size and overall range of services provided. Registration BRWA is registered with the SEC as an investment adviser, and the Firm’s Representatives are registered under applicable state law to provide investment advisory services on the Firm’s behalf. Supplemental Brochures BRWA advisory services are made available to clients through individuals associated with BRWA as IARs. For more information about the IAR who provides advisory services to the client, client should refer to the Brochure Supplement for the IAR. The Brochure Supplement (“ADV 2B”) is a separate document that is provided by the IAR along with this Brochure before or at the time a client engages the IAR. If a client did not receive a Brochure Supplement for the IAR, the client should contact the IAR or BRWA’s Compliance Department. Doing Business As (“DBAs”) Many Representatives operate under their own “doing business as” (“DBA”) trade name and logo, which they use for marketing purposes and which may appear on client statements. Clients should understand that even though BRWA’s IARs often operate under their own DBA, when those IARs offer or provide advisory services through BRWA, they do so under the supervision of BRWA. Fiduciary Responsibility When acting as an investment adviser and providing investment advisory services, the Firm is a fiduciary for its clients. As a fiduciary, the Firm must, among other duties, act in the Clients’ best interests, place the Clients’ interests ahead of its own, and make full and fair disclosure of all material facts, particularly conflicts of interest. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i Acknowledgment of Our Fiduciary Status with Respect to Retirement Accounts When any of our financial professionals provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. R . Under this special rule’s provisions, we must: B 5 B. Riley Wealth Advisors: 10/2025  • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. Types of Advisory Services BRWA offers a suite of investment advisory services designed to accommodate a wide range of investment objectives. These include advisory programs, financial planning and consulting, reporting solutions, and retirement solutions. BRWA provides the following advisory services for its clients: A.) Advisory Programs BRWA has multiple asset management programs (collectively, the “Programs”) available for your use. Many Programs provide access to professional third-party money managers (“Managers”) and others allow the IAR to guide your investment strategy. The Firm sponsors some of these Programs but many are sponsored by separate broker-dealer/registered investment advisers (referred to as “Brokers/Custodians”). Once an IAR has helped you determine your portfolio, they will help you select the Program that best suits your investment needs based on the fee structure (wrap vs. non- wrap) and the types of securities available. To participate in any Program, you will need to establish a separate brokerage account with the appropriate Broker/Custodian. You will also enter an Advisory Agreement with BRWA which describes the investment advisory services to be provided, the terms and conditions of our advisory relationship, and the fees the Firm will charge. Your specific fee arrangement and payment terms are negotiable and will be explained to you before you sign the Advisory Agreement. You might also be required to sign an agreement with any Sub-adviser(s) selected to manage your account. You or the Firm may terminate the Advisory Agreement at any time upon notice to the other party, however, termination will not affect any other liabilities or obligations incurred or arising from transactions effected for your account or actions taken prior to such termination. Neither will it affect agreements intended to survive termination, including the provision regarding arbitration, which will survive any expiration or termination of the Advisory Agreement. Upon termination, you shall have the exclusive responsibility to monitor the securities in the account, and neither the Firm nor any Representative of the Firm shall have any further obligation under the Advisory Agreement to act or to provide advice with respect to the account or those assets. Set forth below is a description of the Firm’s Programs. The minimum initial investment for most Programs is $25,000, unless stated otherwise. The minimum account size requirements may be negotiable depending on the client household, relationship, type, and size of the account. Please review the Firm’s ADV 2A, Appendix I Wrap Fee Brochure (“Wrap Fee Brochure”) for more details on the sponsored Wrap Programs (i.e., advisory programs in which advisory fees and execution fees are bundled). Advisor-as-Portfolio Manager (“APM”) e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i Under the Advisor-as-Portfolio Manager (“APM”) Program, the IAR, through BRWA, manages individual client accounts on a discretionary or non-discretionary basis. With the written consent of the client, the IAR may allocate a portion of a client’s assets to Sub-advisers. When allocating to Sub-advisers, BRWA utilizes Envestnet Asset Management, Inc.’s (“Envestnet’s”) platform to perform certain administrative services, and/or trading functions with the applicable Custodian. Envestnet develops and distributes wealth management technology and products to financial advisors and institutions. R . B 6 B. Riley Wealth Advisors: 10/2025  In the APM program, clients will pay an investment advisory fee based on assets under management (the “AUM Fee”) and, depending on the Custodian and fee schedule selected, a separate annual account fee and certain transaction fees. The AUM fee is negotiated between the IAR and client using table listed below as a maximum. The fee schedule, including the administrative fee, is included in the Advisory Agreement or Statement of Investment Selection. TOTAL ACCOUNT VALUE MAXIMUM ANNUAL FEE First $250,000 2.50%1 to 2.75%2 Next $750,000 2.25%1 to 2.50%2 1.75%1 to 2.00%2 Above $1,000,000 1 Transaction fees paid by client (non-wrap) 2 No transaction fees paid by client- IAR may elect to pay the transaction fees (wrap). In addition to the AUM Fee, an annual account fee (typically $75) will be charged either to the client or to the IAR based on the administrative/transaction fee schedule selected by the client. Transaction fees will either be included in the client’s advisory fee or billed separately to the client depending on the fee schedule of the Custodian selected by the client. The APM Program is operated as a directed brokerage account meaning that the client can select or “direct” their trading activity to one of the following Custodians: National Financial Services, Inc. (with brokerage through B. Riley Wealth Management, Inc., a BRWA affiliate), Charles Schwab & Co., Fidelity Brokerage Services, LLC, and any other Custodian BRWA may make available. Additionally, BRWA offers a program for accounts held by a Custodian other than those listed above pursuant to which IARs provide advisory services with respect to variable annuity products, plans such as 401(k)s, 403(b)s, mutual funds, and retirement funds. The IAR provides investment advice regarding the investment and reallocation of assets among sub-accounts offered by the insurance company that issues a variable annuity, or investment options offered by 401(k)s, 403(b)s, mutual funds, and other plans in accordance with a client risk tolerance questionnaire. These services are offered on a discretionary or non-discretionary basis. Third-Party Managed: BRWA Programs Operated Using the Envestnet Platform e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i BRWA also offers multiple programs utilizing the Envestnet Asset Management, Inc. platform (the “Envestnet Programs”). Assets can be held by, and transactions executed through, the Custodians selected by the client. The Envestnet Programs currently offered include: the Private Managers Program for Separately Managed Accounts (“SMA”) the Unified Managers Program (“UMA”), and the Fund Strategists Portfolio (“FSP”) program. The processes for implementing the Envestnet Programs, as well as Envestnet’s process for selecting, evaluating, and monitoring approved Managers, are more fully described in Envestnet’s ADV Part 2A. You may be restricted in your ability to directly contact and consult with Managers, but your IAR is available to address any questions, issues, or concerns regarding these Managers. Under each of the Programs, discretionary authority is granted to manage assets held in the accounts, as well as to change Managers. BRWA and Envestnet does not generally exercise discretion to change Managers. BRWA will recommend replacement of Managers at any time the client’s investment objectives, as communicated to BRWA, change so as to make replacement appropriate or if BRWA believes the Manager is not performing as well as expected, or if a Manager is removed from the Program. The Envestnet Programs are charged fees including, but not limited to, advisory, execution, custodial and reporting services, and Manager fees, when applicable. The AUM fee for these Programs, which should not exceed 2.75%, is negotiated between BRWA and the client and included in the Statement of Investment Selection for the Program. R . B 7 B. Riley Wealth Advisors: 10/2025  Envestnet Programs are also available as wrap fee programs. More information on this is available in our ADV 2A, Appendix I (Wrap Fee Brochure). Envestnet Programs are operated as directed brokerage accounts meaning that the client can select or “direct” their trading activity to one of the following Brokers/Custodians: National Financial Services, Inc. (with brokerage through BRWM, a BRWA affiliate), Charles Schwab & Co., Fidelity Brokerage Services, LLC, and any others BRWA may make available. Separately Managed Account (“SMA”) For clients selecting the Private Managers Program for separately managed accounts, the client is offered access to an actively managed investment portfolio chosen from a roster of independent, third-party Managers from a variety of disciplines. An SMA is a portfolio of individually owned securities, including mutual funds, ETFs, closed-end funds, unit investment trusts (“UITs”), and real estate investment trusts (REITs”) (collectively “Funds”) that can be tailored to fit a client’s investing preferences. Clients may also select individual Funds through the SMA Program. Envestnet retains the Managers for portfolio management services in connection with the SMA Program through separate agreements entered into between Envestnet and the Manager on terms and conditions that Envestnet deems appropriate. The minimum account size for this program is $100,000 per account for equity and balanced portfolios; $250,000 for fixed income portfolios. The minimum for each mutual fund is $2,500 per fund. Certain Managers may have higher or lower minimums than stated above in their sole discretion. Unified Managers Program (“UMA”) For clients using the UMA program, the client is offered a single portfolio that accesses multiple Managers and Funds, representing various asset classes, that is customized by the IAR on a discretionary basis. IARs further customize the portfolios by selecting the specific, underlying investment strategies or Funds in the portfolio to meet the client’s needs. Once the IAR has established the content of the portfolio, Envestnet provides overlay management services for UMA accounts and implements trade orders based on the directions of the investment strategies contained in the UMA portfolio. The minimum account size for the UMA program is typically $150,000 per model allocation, which may be negotiable. Certain Managers in the Program may have minimums applicable to the sleeve that they manage. Fund Strategist Portfolio Program (“FSP Program”) The FSP Program is a discretionary program which allocates Funds based on a predetermined asset allocation model. Under a licensing agreement with the Manager, Envestnet provides administrative and other trade management services to the Program. Alternatively, accounts may participate in proprietary asset allocation models offered through B. Riley Wealth Investment Solutions Discretionary Management (W.I.S.D.M.). This internally managed asset allocation model program offers 24 unique mutual fund and ETF asset allocation models. Account minimums are $15,000 for mutual fund asset allocation model portfolios and $25,000 for ETF asset allocation model portfolios. Other Third-Party Managed Programs Available Brinker Managed Portfolios, SEI Managed Portfolios, & AssetMark e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W Brinker Capital offers a multi-asset class investment solution through their Core Asset Manager and Wealth Advisory programs. Brinker Capital’s overall investment philosophy revolves around multi-asset class investing. These programs will include various strategies including investing in SMAs, mutual funds and ETFs as well as tailoring individual portfolios through a Brinker portfolio manager. The minimum for these programs begins at $500,000 and fees may vary depending on account size. National Financial Services, Inc. is the custodian and clearing platform for Brinker Capital accounts. y e l i SEI offers multiple investment strategies to fulfill the goals and objectives of the client. These strategies cover tax-managed, retirement income distribution, and tactical diversification to R . B 8 B. Riley Wealth Advisors: 10/2025  meet the needs of a client. The available strategies are offered through mutual fund, ETF, and managed account programs which SEI custodies directly. AssetMark accounts will have the funds put in a discretionary asset management program that is based on the client’s investment objectives, risk tolerance and financial profile. A client choosing AssetMark products may be invested in mutual funds and exchange-traded funds, or with customized programs including separately managed accounts, investments in equities, bonds, and other securities may be included in the investment mix. Clients may select the Custodian for this Program. B.) Financial Planning & Consulting Services Certain IARs provide personal financial planning tailored to the individual needs of the client. Financial planning services are billed either on a flat fee or on an hourly basis as negotiated between the IAR and the client. Under the client Agreement, the IAR develops a financial plan, which provides the client with a financial analysis and recommendations or provides other financial planning services in addition to or in lieu of a financial plan. The services take into account detailed information about the client’s personal and family situation, financial condition, investment objectives, risk tolerance, time horizon, estate and retirement plans, trust agreements, wills, investments, and insurance. Based on this information, an IAR will prepare a written financial plan to help the client achieve their financial goals and objectives. When appropriate, IARs may agree to provide specific advice on more limited topics such as: • budgeting, • estate organization, • income tax and spending analysis, • cash needs at death, • income needs of surviving dependents, • analysis of retirement strategies, or • analysis of investment alternatives. If the client elects to engage the IAR, the planning services may include recommendations regarding the types of investment products or securities that may be appropriate for the client to consider, along with various financial strategies by which certain investment recommendations can be implemented. If a financial plan includes recommendations regarding investments, the client has a choice where to implement those recommendations and can use investment advisors or broker-dealers other than BRWA or its affiliates. Clients are under no obligation to purchase any products or follow any course of action recommended by an IAR. Further, neither the IAR nor the Firm will provide any legal or tax advice to any clients. Assets Under Management As of December 31, 2024, B. Riley Wealth Advisors manages approximately $5,244,420,578 in client assets on a discretionary basis and $1,783,442,266 in client assets on a non-discretionary basis. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 9 B. Riley Wealth Advisors: 10/2025  Item 5 – Fees & Compensation General Fee Practices time needed to manage an account among other factors. The Firm has a maximum allowable AUM Fee of 2.75% per year in Firm sponsored Programs. The specific manner in which fees are charged by BRWA is established in the Advisory Agreement and/or Statement of Investment Selection. Please note is engaged, if a Sub-adviser account fees may be higher than they would have been had the Sub-adviser not been engaged. Sub-advisers may not be willing to negotiate their fees, and the Firm is not authorized to negotiate their fees. Clients should carefully review each Sub-adviser Disclosure Document, the chosen Program’s separate Wrap Fee Brochure and the Advisory Agreement before investing. Under the Wrap Fee Programs, BRWA charges a percentage fee on all Program Assets. The fee covers all expenses for brokerage, clearance, settlement, and custodial services as well as all investment advice. The Advisory Agreement will state the specific Wrap Fee applicable to each Account. For more details on the Wrap Fee and Wrap Programs, please refer to our ADV 2A, Appendix I (Wrap Fee Brochure). The method for calculating the Wrap Fee for each Wrap Fee Program is described in the Wrap Fee Brochure. from The AUM Fee and other administrative fees are deducted automatically from the account on a calendar quarter in advance. The initial AUM Fee for the first calendar quarter or portion thereof in which the client participates in the Program is calculated based on the assets in the account and prorated based on the number of calendar days remaining in the partial quarter from the date the account is accepted by BRWA. Thereafter, the AUM Fee is calculated at the beginning of each calendar quarter based on the value of Program Assets on the last business day of the prior calendar quarter. However, if an account is opened in the last month of a calendar quarter, the AUM Fee will be calculated and debited for the remaining period in the calendar quarter plus the next calendar quarter on or about the day after initial Program Assets are placed into the Program. If the Advisory Agreement is terminated and all Program Assets are withdrawn the Program prior to the end of a quarter, the pro rata portion of the Program Fee will be reimbursed to the client. funds, unit investment recommended another related fees BRWA will receive the AUM Fee (wrap or non- wrap) and/or the Financial Planning/Consulting Fee. It will share this compensation with your IAR according to the Firm separate agreement with IAR. It is possible that the amount of compensation received, directly or indirectly, by the Firm or IAR in recommending a particular fee arrangement may be more than the amount of compensation the Firm or IAR would receive investment they if program. AUM Fee e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e the service, W y e l i R The Wrap Fee does not cover amounts charged for any of the following (collectively, “Excluded Expenses”): internal fees or expenses which may be associated with an account’s investments limitation, (including without internal operating or investment expenses of mutual trusts, or electronically traded funds); fees imposed by mutual funds for short- term trading (typically 1% - 2% of the amount originally invested) for redemptions made within short periods of time; any mark-up, mark-down, or dealer spread (whether to the Firm, Custodian or other broker- dealers) related to any account investment; in offering discounts and connection with underwritten public offerings of securities (of which the Firm, our affiliates or Custodian may be underwriters); costs to third parties for transactions not executed through Custodian; floor brokerage or exchange fees; fees for wire transfers; costs for exchanging currencies; margin interest; interest for non- purpose loans with the account(s) used as collateral; taxes; postage and handling fees; or other expenses incurred with respect to any . AUM Fees and certain account terms are negotiated on a case-by-case basis, depending on many factors, including the nature and complexity of the client’s relationship with the Firm and Representative, the requirements of the IAR, the size of the account, the potential for other business or clients, the amount of work anticipated, and the B 10 B. Riley Wealth Advisors: 10/2025  investments made for an account. All Excluded Expenses may be direct or indirect expenses and are borne by the account in addition to the Wrap Fee. allowable and will vary depending upon 1) the IAR providing the services; 2) the complexity of the client’s situation and the services to be provided; 3) prior or anticipated relationships; and 4) the possibility for additional business, as determined by the IAR within their discretion. All Agreements must be approved by the Firm. in any agreement with In addition to the Wrap Fee, clients are responsible for any other fees and charges described in the Advisory Agreement, as well as any fees charged pursuant to the agreement with a Sub-adviser, if any, and any other applicable fees or charges described in this Brochure or the Custodian or other third parties. the client to terminate Financial Planning arrangements terminate upon completion of the services described in the Advisory Agreement. Clients may terminate the Agreement at any time and will receive a prorated refund of the Fee based on the proportion of the total services the IAR has performed through the date the Firm receives written notice of such termination. Consultation services end when the Firm receives written notice the from arrangement. Additional Fees or Compensation include: Clients should consider all fees and expenses to fully understand the total amount of fees and expenses to be paid by the account and to evaluate the advisory services being provided. The fees and expenses related to money market funds, mutual funds or ETFs are disclosed in their respective prospectuses. When clients choose to participate in an advisory program, they acknowledge that they could purchase money market funds, mutual funds or ETF’s directly without paying the Wrap Fee. foreign securities; (iii) the regarding charges and to carry tax lot For unbundled Wrap Fee accounts (“Non- Wrap Fee” accounts), the Firm charges a percentage fee on all Program Assets that covers investment advisory services provided by the Firm. Clients pay a separate fee to the designated Custodian for brokerage, clearing, and custodial services. To determine whether a Non-Wrap Fee account is a suitable alternative, clients should evaluate the fee paid to the Firm for investment advice, as well as the anticipated fees to be charged by a third-party Custodian for brokerage and custodial services taking into consideration the client’s personal circumstances. Clients may pay more or less in total fees in a Non-Wrap Fee account than in a Wrap Fee Program that provides for one fee for the combination of advisory, brokerage, and custodial services. Financial Planning & Consulting Fee e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i Each IAR establishes the fee schedule for the financial planning services provided. The client and the IAR will negotiate the fee schedule before entering into a planning or consulting arrangement. Fees for financial planning may be charged on an hourly basis. Fees may also be negotiated as a flat fee. Ongoing consultation fees may be calculated as a percentage of assets and billed quarterly. Fee discounts are R Additional fees, which will be separately borne (i) dealer markups, by clients, markdowns or spreads by non-affiliated broker- dealers charged on transactions in over-the- counter securities; (ii) costs relating to trading internal in certain charges and fees such as fund operating expenses, management fees, redemption fees, 12b-1 fee and other fees and expenses or other regulatory fees imposed by any Fund; further information fees assessed by any Fund can be found in the appropriate prospectus or offering document; (iv) brokerage commissions or other charges imposed by broker-dealers or entities other than the Broker/Custodian if and when trades are cleared by another broker-dealer; (v) the information on charge transferred mutual funds or other investment vehicles; (vi) postage and handling charges, ticket charges, returned check charges, transfer taxes, stock exchange fees or other fees mandated by law; and (vii) 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 Program. In addition to the redemption fees described above, a client will generally incur redemption fees when the Advisor determines that it is in the client’s best interests, in conjunction with the stated goals of the investment strategy, to divest from certain funds prior to the expiration . B 11 B. Riley Wealth Advisors: 10/2025  balances in money market funds or other depository products increase. Consequently, the possibility of this compensation creates an incentive for the Firm to make decisions for the the effect of account which would have increasing this compensation. of the minimum holding period of the funds. Some mutual funds also assess redemption fees to investors upon the short-term sale of its funds. Depending on the particular mutual fund, this may include sales for rebalancing purposes. Please see the prospectus for the specific mutual fund for detailed information regarding such fees. that are charged to clients by funds, ETFs, or It is possible that the compensation received, directly or indirectly, by the Firm or the IAR for recommending a Wrap Fee Program may be more than the compensation the Firm or IAR would receive if they recommended another program. Consequently, the Firm and IAR would have a financial incentive to recommend a wrap program over other programs or services that might meet your needs at a lower cost (such as, mutual fee-plus- commission arrangements). the Firm has performed, IRAs). See include a Program fees do not cover certain custodial fees the Broker/Custodian. A Broker/Custodian might charge a minimum account fee. Clients also may be charged for specific account services, such as ACAT transfers, electronic fund and wire transfer charges, and for other optional services elected by clients. Similarly, Program fees do 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 annual and termination fees for retirement Item 12, accounts (such as “Brokerage Practices.” To the extent permitted by law, Brokers can act on a principal basis. The Broker would retain any mark-ups, mark-downs or “spreads” associated with any such transaction in which it acts as principal. In limited cases, with prior client consent, BRWA affiliates can act as principal. services than other Conflicts of Interest to the Firm or Please note that the amounts charged to your account for services, fees, expenses, or costs that incurred, advanced, or paid on the account’s behalf (whether billed to you, the account, or the Firm) will reasonable profit, unless prohibited under applicable laws, regulations, or rules. The existence of this profit creates a conflict of interest that could influence the Firm to recommend opening or maintaining Accounts that may have higher costs or less favorable suitable alternatives which do not provide equivalent compensation the Representative. the interest earnings If you choose to participate in a cash sweep program, you may pay more in Program fees than that may be generated by these cash and cash equivalent assets. sub-adviser, distributor, the time the brokerage account funds is found in e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e Smaller accounts may be affected more due to fee structures that favor larger accounts. There are differing risks and account protection features between the sweep options. For further information about the cash sweep options, including fees associated with the sweep products, please review the Client Account Agreement, which is provided by the Custodian is at established. Additional information about the money market their prospectuses. W Generally, account balances in money market funds are included as part of the value of the account. Consequently, any AUM fees owed under the Advisory Agreement will be based, in part, on the balances in these investments. In addition, Broker/Custodian may serve as or adviser, administrator to certain money market funds and receive compensation for those services. Certain money market funds may also pay shareholder servicing, shareholder communication, sub- accounting, and 12b-1 fees and charges to the Broker/Custodian, as well as fees for the execution of purchases of the money market fund shares, or for trade clearance, settlement, custodial or other functions ancillary thereto. These fees and charges are expenses of the money market funds, which the client will bear, indirectly, as a money market fund shareholder. y e l i R . The Firm’s proportionate share of this compensation will increase as the aggregate B 12 B. Riley Wealth Advisors: 10/2025  Item 6 – Performance Based Fees and Side by Side Management In general, the Firm does not charge or accept performance-based fees. Item 7 – Types of Clients BRWA provides investment advisory services to individuals, high net worth individuals, pension plans, profit sharing plans, 401(k) plans, trusts, estates, charitable organizations, corporations, and other business entities. Advisory accounts generally have minimum account size requirements of $25,000, which is negotiable, depending on the client household, relationship, type, and size of the account. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis Each IAR has access to various research reports and model portfolios to which he or she may refer in determining investment advice provided to clients. Each IAR chooses his or her own research methods, investment style, and management philosophy. Accordingly, the investment advice provided to each client varies from one IAR to another. It is important to note that no methodology, investment style, or investment strategy is guaranteed to be successful or profitable or can guarantee a client against loss. The investment strategies and advice varies depending upon each client’s specific financial situation. As such, IARs determine investments and allocations based upon clients’ predefined objectives, risk tolerance, time horizon, financial horizon, financial information, liquidity needs, and other various suitability factors. Clients’ restrictions and guidelines can affect the composition of client portfolios. BRWA IARs use a variety of investment analysis techniques to analyze the securities they purchase or sell on behalf of clients, which might include: fundamental research, chart or technical analysis, cyclical analysis, and asset allocation. IARs may also utilize and rely on research reports from the Research Department of our affiliate broker-dealer, B. Riley Securities. Investment Strategies As a Firm, BRWA does not establish and follow any specific investment strategy, other than as may be set forth in a particular Wrap Fee Program. Aside from any Wrap Fee Program parameters, each IAR may determine the strategies and products to be used to achieve the objectives of the account. Subject to the Advisory Agreement, including the Statement of Investment Selection, or as otherwise provided in this Brochure or in any disclosure document, the chosen strategies may include, among others, long- term purchases, short-term purchases, day-trading (securities bought and sold within 30 days), short sales, margin transactions, or option transactions or strategies. Each IAR may choose to use any one or more of these or other strategies. If a Sub-adviser or other Manager is engaged to provide services under a Program, the Sub-adviser or Manager will determine the strategies and investments to be used with respect to any account it manages. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R Risk of Loss You should understand that past performance is not indicative of future results. Therefore, you should never assume that future performance of any specific investment or investment strategy will be profitable. Investing in securities (i.e., stocks, mutual funds, bonds, etc.) involves risk of loss. Furthermore, depending on the different types of investments, there may be varying degrees of risk. You should be prepared to bear investment loss including the total loss of your original principal. Because of the inherent risk of loss associated with investing, the Firm is unable to represent, guarantee, or even imply that our services and methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate you from losses due to market corrections or declines. An understanding of risk in different forms can help clients understand the opportunities, trade-offs and costs involved with different investment approaches. The principal risk of any investment is that despite any comprehensive analysis, the security or instrument will not perform as expected. . B 13 B. Riley Wealth Advisors: 10/2025  Item 9 – Disciplinary Information Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to an evaluation of the Firm or the integrity of the Firm’s management. • On March 11, 2019, National Asset Management, Inc., (now known as “BRWA”), along with 78 other investment advisers who voluntarily participated in the Securities and Exchange Commission’s (“SEC”) Share Class Selection Disclosure Initiative (“Initiative”), consented to a final resolution through an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Sections 203(e) and 203(k) of the Investment Advisers act of 1940 (“Order”). Through the Initiative, BRWA self-reported certain instances from January 1, 2015 to June 10, 2017 (“Relevant Period”) where BRWA purchased, recommended, or held for advisory clients’ mutual funds that charged 12b-1 fees when lower-cost shares of the same fund were available. BRWA and its advisers earned 12b-1 fees from these funds and this created a conflict that BRWA did not fully disclosed to its clients through its Form ADV or disclosure documents. The SEC found this practice violated Sections 206(2) and 207 of the Advisers Act. To resolve the issue, and without admitting or denying the findings, BRWA consented to cease- and desist this practice, to pay disgorgement of $664,006 and interest of $69,417. BRWA distributed these funds to each affected investor who purchased or held shares during the Relevant Period, in an amount representing the 12b-1 fees, plus interest. Payment distribution was subject to a de minimus threshold, and subject to a review by the SEC. Additionally, BRWA agreed to update its relevant disclosures related to 12b-1 fees, evaluate whether existing clients should be moved to lower-cost shares, and notify affected customers of the settlement terms. Because BRWA self-reported this violation to the SEC, no civil penalties were imposed. The full Order may be found at https://www.sec.gov/. • On October 26, 2015, National Asset Management, Inc. (“BRWA”) consented to an Order of the U.S. Securities and Exchange Commission (“SEC”) in an administrative proceeding initiated under the Investment Advisers Act of 1940 (“Advisers Act”). As described in the Summary section of the Order, the proceeding concerns several disclosure and compliance- related violations and events during the years from 2008 through 2012. The Order found that BRWA (1) failed to disclose to advisory clients in writing or obtain client consent to over 21,000 securities trades executed in a principal capacity, (2) failed to report in its SEC filings and timely disclose to clients the disciplinary histories of several of its associated persons, (3) failed to properly enforce its Code of Ethics when its then CEO, several directors, and many of its employees failed to submit hundreds of required reports on their personal securities trading to BRWA, (4) failed to adopt and implement compliance policies and procedures reasonably designed to prevent violations of certain provisions of the Advisers Act and the rules thereunder, and (5) failed to conduct one required annual review of its compliance policies and procedures. BRWA agreed to the imposition of a censure, a civil monetary penalty of $200,000, and certain undertakings, including the appointment of an independent compliance consultant to review and make recommendations regarding certain parts of BRWA’s compliance policies and procedures. The Order did not find an intent to deceive. It did find that BRWA refunded to its clients the inappropriately assessed markups and markdowns on the 21,000 trades, took prompt remedial action, and cooperated with the SEC’s investigation. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 14 B. Riley Wealth Advisors: 10/2025  Item 10 – Other Financial Industry Activities and Affiliation This to influence should be aware that, in addition to the above- mentioned entities, the following are directly or indirectly owned by B. Riley Financial and, as a result, are under common ownership with B. Riley Wealth Advisors: B. Riley Wealth Private Shares, LLC, an SEC registered investment adviser; B. Riley Venture Capital, LLC, an SEC reporting adviser; and B. Riley exempt Securities, Inc., a FINRA registered broker- dealer. B. Riley Financial therefore has the ability the management and operation of all of its affiliated entities. accounts) when making traditional wrap e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i Other Financial Industry Activities BRWA may act as a solicitor and refer some BRWA clients to other Registered Investment Advisors. In doing so, BRWA receives a portion of the fees charged by those Advisors, which varies depending on the solicitor arrangements with each one. IARs receive a portion of the asset management fees paid to BRWA by these Advisors. The Firm or its IARs may also be engaged to provide third-party fiduciary or related advisory fee services outside a arrangement. In this case, additional fees for these related services will be detailed under a separate agreement and shared between the Firm and the IAR. You have no obligation to accept such services. The Firm and IAR will devote as much time as they believe necessary to help you achieve your investment objectives. They will not devote all or any specific portion of their working time to your affairs, and they may devote a portion of their time to other matters. Further, the Firm and its affiliates as well as IARs may organize or become involved with other clients or in other business ventures, including other investment- related businesses. Such other businesses and the clients of such businesses may compete for the time and attention of the Firm, principal executive officers, and IARs, and possibly, for limited investment opportunities, all of which can create conflicts of interest. Please refer to Item 5 for further information with respect to compensation and conflicts of interest involving the Firm and IARs. Although the Firm will endeavor to place your interests first, the conflicts of interest described in this Brochure can influence the recommendations made or actions taken regarding your Account. R . Affiliate Relationships B. Riley Wealth Advisors is affiliated with B. Riley Wealth Management, Inc. (“BRWM”), a is FINRA registered broker-dealer. material to our advisory business because a majority of BRWA’s advisory accounts are held by BRWM as introducing broker-dealer to its clearing firm, and National Financial Services (“NFS”). BRWA’s principal executive officers, and most of its IARs, are also Registered Representatives of BRWM. Your IAR will take into consideration all types of accounts that could be offered (i.e., both brokerage and advisory the recommendation of an account that is in your best interest. BRWM executes orders received from BRWA clients on an agency basis and receives revenue from transaction fees. BRWA uses certain BRWM facilities, administrative systems and technology, and does not currently fully reimburse BRWM for the cost of those services. BRWM receives revenue generated through trade execution, margin interest, etc. for the accounts it holds. Additionally, certain Firm employees provide tax/accounting services and sell insurance products through affiliated entities. Tax and accounting services are offered through B. Riley Wealth Tax Services, Inc. Fixed insurance products are offered through B. Riley Wealth Insurance, Inc. IARs may be authorized to offer and sell some or all of the following insurance products: fixed life & annuities, disability, long term care, and employer benefit products. Service arrangements with our affiliated entities present a conflict of interest because we have a financial incentive to recommend our affiliates’ services. See Item 12, “Brokerage Practices.” For example, an IAR whose client purchases an insurance product will receive commissions, deferred sales charges, on-going servicing fees, and other compensation because of a client’s purchase of the insurance product. Consequently, these IARs have a conflict of interest in recommending that their client purchase insurance products. Please be aware that you are under no obligation to engage BRWM as broker-dealer, to effect securities transactions, or to purchase any other products from or through an affiliate or any of the IARs acting on its behalf. Investors B 15 B. Riley Wealth Advisors: 10/2025  Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics BRWA has adopted a Code of Ethics expressing the Firm’s commitment to ethical conduct. The Code of Ethics includes provisions relating to the confidentiality of client information, a prohibition on trading on the basis of inside information, restrictions on the acceptance of significant gifts, and the initial, quarterly, and annual reporting of personal securities holdings and trading activity, among other things. All supervised persons at BRWA must acknowledge the terms of the Code of Ethics annually, and when it is amended. BRWA’s clients or prospective clients may request a copy of the Firm's Code of Ethics by contacting BRWA’s Chief Compliance Officer at the Firm’s principal address. Participation or Interest in Client Transactions Officers, directors, IARs, and other supervised persons of BRWA, and its affiliates may trade for their own accounts in securities which are recommended to and/or purchased for BRWA’s clients and at or about the same time as clients, subject to applicable laws. Trades by certain of these persons may present a conflict of interest. BRWA addresses the conflicts through supervisory reviews that monitor whether an IAR’s or other access persons’ personal trading is consistent with recommendations made to clients, and pro rata allocations. See Item 12, Block Trades, for more information. In limited cases, with prior client consent, BRWA affiliates may act as principal or permit cross trades. Personal Trading The Firm or any of its licensed professionals may act as an investment adviser for others, may manage assets for others, and/or may serve as an officer, consultant, partner, or stockholder of one or more investment partnerships or other businesses. All such activity is subject to compliance with the Firm’s Code of Ethics and other written procedures. In doing so, the Firm or such persons may give advice, take actions, or refrain from taking actions differing from advice given, actions taken, or actions not taken for any client. Item 12 – Brokerage Practices opens an account with the applicable Broker/Custodian by entering into a separate Custodial/Clearing Agreement with the selected Broker/Custodian. Recommendation of Brokers When selecting Brokers/Custodians for its Programs, including BRWM & its clearing firm, BRWA considers the following: • Execution factors, including execution speed, execution percentage within national best bid and offer, and execution percentage with price improvement; • Quality of overall execution services provided by the Broker; reputation • Creditworthiness, business and stability of the Broker; must use • Ability and willingness to correct trade e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e errors; through W • Promptness and accuracy of confirmation statements; y e l i • Ability to access various market venues; R The Custodians & Brokers We Use BRWA does not maintain custody of your assets that we manage/advise on (although we may be deemed to have custody of your assets if you give us authority to withdraw assets from your account). Your assets must be maintained in an account at a “qualified custodian,” generally a broker-dealer. As discussed in Item 10, BRWA generally uses its affiliated broker- dealer, BRWM, which introduces accounts to its clearing firm (also referred to as the custodian), NFS, but BRWA also maintains arrangements with Charles Schwab & Co., and Fidelity Brokerage Services, LLC, all registered broker-dealers & SIPC members (collectively referred to as “Brokers/Custodians”). Certain Programs specific Brokers/Custodians. Based on the client’s Program selection, all trades for their accounts will be placed specific that The choice of which Broker/Custodian. Broker/Custodian to utilize is determined by the client in consultation with their IAR, and a client . B 16 B. Riley Wealth Advisors: 10/2025  • The Broker’s custodial service quality and trading platforms; and • Ticket charges by the Broker. services provided by the services provided by trading its interest in receiving to produce or pay operations systems provided by NFS, including research, account look-up, and reporting and presentation software. BRWA’s affiliates also receive certain discounts from NFS, which vary depending on the volume of trades BRWM originates. This could give BRWA an incentive to generate more frequent trading in clients’ accounts, and through to direct BRWM/NFS. In addition, BRWM receives revenue from NFS on client cash balances in money market funds, free credit balances, and margin debits. By receiving the benefits from NFS described above, BRWA/BRWM receives a benefit by virtue of transaction fees paid by clients to BRWM/NFS. Accordingly, BRWA has an incentive to recommend BRWM/NFS based on those products, services or fees, rather than on clients’ interests in receiving most favorable execution. BRWA’s affiliated broker-dealer, BRWM, and its clearing firm may receive for compensation or other consideration routing orders to particular brokers/market centers for execution. Those Brokers provide reports (Rule 606 reports) regarding order routing practices, which identify the significant venues, as defined in the rule, where orders were routed in listed equity securities and listed options, as well as order routing details. The quarterly routing reports are available on the Broker’s websites. Directed Brokerage the most incentive BRWA operates its Programs as a directed in the Advisory brokerage meaning that Agreement you agree to direct all purchases, sales, exchanges, redemptions, or other transactions for the account through a named Broker/Custodian. BRWA does not require a client to utilize a particular Broker/Custodian and currently has relationships with a number of Brokers/Custodians (listed above) that provide brokerage, clearing, and custody services to clients in the Programs. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i is no R . The Firm monitors the quality of the execution the and other Brokers/Custodians to evaluate the quality and costs of the Brokers/Custodians. While quality of execution at the best price is an important determinant, best execution does not necessarily mean lowest price and it is not the sole consideration. At least annually, BRWA evaluates them using the factors above, and reviews best execution reports provided by the account custodians that demonstrate their own compliance with best execution requirements and order routing. In evaluating the use of affiliated brokers, BRWA assesses the above factors in the same manner as any other broker-dealer. Affiliated firms may not be favored over unaffiliated broker-dealers. BRWA does not have any traditional soft-dollar arrangements. However, as discussed below and throughout this Brochure, BRWA and its affiliates receive benefits from some of its relationships with Brokers/Custodians, which it does not have for. Brokers/Custodians may agree to pay for certain technology, research, or marketing products and services once the value of our clients’ assets in accounts reaches a certain threshold. The availability of these services from Broker/Custodian benefits us because we do not have to pay for these additional services. The fact that we receive these services from Broker/Custodian is an incentive for us to recommend the use of Broker/Custodian rather than making such a decision based exclusively on your interest in receiving the best value in custody services and favorable execution of your transactions. This is a conflict of interest. to Additionally, BRWA has an recommend our affiliate, BRWM, based on our interest in receiving the benefits, rather than on clients’ interests in receiving most favorable execution. As described in Item 4, NFS acts as the clearing firm/custodian for BRWM. Under such an arrangement, the client maintains a brokerage account with BRWM, with trades routed for execution directly by NFS. BRWM maintains a clearing arrangement with NFS that permits execution of transactions at negotiated clearing rates and use by BRWM of trading and Please be advised the Firm’s requirement to place all transactions through a selected is a material conflict of Broker/Custodian interest. Not all advisers require clients to direct brokerage. Clients should understand that different Brokers/Custodians have different transaction fee schedules for different types of clients and securities. BRWA believes that there inherently superior custodial platform based on transactional fees alone. In B 17 B. Riley Wealth Advisors: 10/2025  addition, the price for transaction execution represents just one factor among many in selecting available Brokers/Custodians for its Programs. values are not available from An IAR has a fiduciary duty to clients and is not permitted to place a client in a Program based on the IAR’s interests or the interest of BRWA or its affiliates. In some cases, advisors for which BRWA acts as Sub-advisor direct BRWA to use a specific Broker/Custodian for execution. An obligation to use a particular Broker/Custodian because of contract or operational limitations may limit the ability to achieve best execution. Block Trades balances and cash balances in any Depository Product or similar bank demand deposit account. Margin debit balances do not reduce the value of the account. In determining values, the Firm will use the prices as of the close of trading on the trade date nearest to the date such valuation is being calculated, as reported by the chosen Broker/Custodian through the electronic information system provided to the Firm. If the Broker/Custodian, or if the Firm believes a reported value does not accurately reflect the fair value of the account or any asset of the account, the Firm will consider the following, among other information, in determining the fair value: last recorded • the bid prices of the transaction for listed securities, options, and over-the-counter NASDAQ securities; • the mutual fund's most recently reported net asset value, as computed by the fund. We will utilize information provided by services believed to be reliable. If any prices are unavailable or believed to be unreliable, we will determine prices in good faith to reflect our understanding of fair market value. for all We may privately negotiate certain high-volume transactions in the same security purchased for multiple advisory accounts at the same time to obtain better pricing which is referred to as “block trading.” We do this to obtain optimal execution for clients. Once executed, we allocate the shares to participating accounts in a fair and equitable manner. The distribution of the shares purchased is typically pro rata based on size of the orders placed for each account. It is not based on account performance or the amount or structure of management fees. When BRWA IARs combine orders, each participating account pays an average price per share transactions and pays a proportionate share of all transaction costs. Accounts owned by IARs associated with our Firm are permitted to participate in block trading with client accounts and receive pro rata allocations. Margin If you choose to use margin, you should be aware that the margin debit balance will not reduce the market value of the account’s assets and will therefore increase the AUM fee. The increased AUM fee may provide an incentive for the Firm and Representative to recommend portfolio strategies or third-party Managers who use margin strategies. The use of margin is not suitable for all investors, since it increases leverage in the account and therefore its risk. Please see the Margin Disclosure Statement and the account’s Terms and Conditions for more details on the risks of margin use. Valuation Except as otherwise provided in the Advisory Agreement, the "value” of an account (and any asset of the account) in any of the Programs will be the sum of the long and short market values of all cash and securities (including without limitation stocks, bonds, mutual funds, money market funds, and ETFs), and the credit e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 18 B. Riley Wealth Advisors: 10/2025  Item 13 – Review of Accounts Reviews and Reviewers value of the Account at the beginning and end of the period. in The Advisory Agreement for some Programs may provide for additional reports. Accounts will receive performance or other reports only as specifically provided the Advisory Agreement. for IARs and reasonably Other Client Communication At least annually, your Representative will contact you to determine whether there have been changes in the Suitability Information, including whether you wish to impose new investment restrictions or modify existing restrictions to the extent allowable under the terms of a particular investment strategy or the Firm will make Program. themselves for available consultation. You will retain, with respect to all securities and funds in the account, to the same extent as if you held the securities and funds outside of the Program, the right to: The Firm considers account reviews a continuous process, with the frequency and nature of the review dependent on several factors and situations, such as: whether the account is managed on a discretionary basis, the buying or selling of a security, balancing gains/losses tax planning, raising or lowering cash based on market conditions, investing new capital contributions, and adjusting overall portfolio composition in an effort to maximize returns given current market conditions. At various times, depending on the nature and reason for the review, the Firm may review the suitability of the Program in which the account participates, the securities held within the account, and your financial resources and time horizon (“Suitability Information”). The Firm uses electronic review systems that record all daily transactions and monitor client portfolios. The Firm has established a team within the Supervision Department to perform account portfolio reviews. Reports All clients (other than financial planning clients) will receive the following reports from the Custodian: • withdraw securities or cash; • vote securities or delegate the authority to vote securities to another person; • proceed directly as a security holder against the issuer of any security in the account and not be obligated to join any person involved in the Program or any other client, as a condition precedent to initiating such proceeding. account, all contributions The accounts of clients receiving financial planning services will be reviewed, if at all, as provided in the Agreement. The review will be conducted by the IAR, unless otherwise stated in the Agreement. Financial planning clients will receive only the reports described in their Agreement. • confirmation of each securities transaction (unless the client waives receipt); • all other documents required by law to be provided to security holders; and • a quarterly statement reflecting all activity in the account during the preceding period, including all transactions made on behalf of the and withdrawals, all fees and expenses, and the e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 19 B. Riley Wealth Advisors: 10/2025  Item 14 – Client Referrals and Other Compensation Client Referrals organizational consulting, education, training, and marketing support. from time to the Programs. investment managers, sub-advisers for mutual the time the referral IARs) to terms of BRWA may time pay compensation to affiliated or unaffiliated third parties (“Solicitors”) for referring clients to BRWA, as permitted under Rule 206(4)-3 of the Investment Advisers Act of 1940. Such arrangements are disclosed in writing to the client at is made. Appropriate disclosure would be provided to the client in accordance with SEC rules and the Solicitor will be compensated by BRWA according the the specific compensation arrangement contained in the BRWA Solicitation Agreement. amount in A Sponsor may pay for annual conferences designed to facilitate and promote the success It may offer portfolio of strategists, or investment management firms (who may also funds be recommended by BRWA or the opportunity to contribute to the costs of the Firm annual conference and be identified as a sponsor of a portion of the conference. A Sponsor may agree to bear the cost of airfare for certain IARs to attend the Sponsor’s annual conference or to conduct due diligence visits to the Sponsor’s offices. In addition, a Sponsor may, from time to time, contribute to the costs incurred by the Firm regarding conferences or other client events conducted by the Firm or an IAR. to you BRWA may also receive compensation for acting as a Solicitor and referring you to a of Third-Party Adviser. The compensation will be determined the agreement between BRWA and the Third-Party Adviser. BRWA will act as the Solicitor and deliver its Solicitor’s Disclosure Document at the time of the referral. interests, could, Please note that payment of compensation to the Firm and IARs for recommending a Third- Party Adviser creates a conflict of interest. Although the IARs commit to acting in your the existence of such best compensation could encourage them to make an unnecessary referral or cause them to information about an alternative withhold that doesn’t provide investment option equivalent compensation. Other Compensation Furthermore, the Firm has a strong incentive to recommend (and to continue recommending) its investment products and services over other products and services which might provide better returns or better prices, but which do not provide equivalent compensation or economic benefits to the Firm. BRWA intends to fulfill its fiduciary duty to act in the best interests of its these strong economic clients; however, incentives or consciously unconsciously, influence its decision-making. You should consider the risk from these influences on the Firm’s recommendations when deciding to begin or continue a relationship with the Firm. from Program accounts advisers, broker-dealers, In certain cases, clearing firms or other broker- dealers who participate in the Programs or who custody Program accounts (each a “Sponsor”) may agree to invest a portion of the revenues it earns through allowances to BRWA, the Representatives, and other or representatives whose clients participate in the Programs. Other advisers may be able to provide the same or similar services without the presence of these conflicts of interest. Other advisers or custodians may be able to provide the same or similar services for a lower cost or obtain better prices or performance. Additionally, the Firm depends, in part, on business referred to it by its IARs. As such, it has a strong financial incentive to maintain or improve its relationships with the IARs so that they continue to make referrals. introductions to and e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W to participate Benefits of NFS Relationship for BRWM and BRWA y e l i The Firm may agree to provide the Sponsors with information concerning itself or the IARs and allow the Sponsors in meetings and workshops. In addition, the Sponsors may agree to provide the Firm or IARs with R For a number of our Programs, BRWA has a conflict of interest when recommending BRWM . B 20 B. Riley Wealth Advisors: 10/2025  institutional or advisor share classes (the “lower cost share classes”) or other share classes that are designed for purchase in an account enrolled in an investment advisory programs. These lower cost share classes usually have a lower expense ratio than other share classes. The Brokers/Custodians we utilize may not make available all mutual fund families or all share classes of all mutual funds. This means that mutual funds or share classes not available through these platforms cannot be purchased for advisory clients. Certain share classes may not eligible to be purchased in connection with an advisory relationship at certain Brokers/Custodians. Accordingly, clients may not be invested in the lowest cost share class offered by a mutual fund company. under a generally result in respective BRWA and its IARs who are dually registered with BRWM have a financial incentive to recommend or select share classes that have higher expense ratios because such share classes higher compensation. This creates a conflict of interest. Clients may be invested in other higher cost share classes with higher internal expenses when no lower cost share classes for a particular fund is available or the client is not eligible for the lower cost share classes due to the inability of the client to meet the investment minimums or any other restrictions imposed by the custodian. products based on for BRWM, BRWA, and as introducing broker and NFS as clearing broker (hereinafter “Clearing Firm”). An increase in the number of accounts, amount of assets, or number of transactions processed through NFS will at certain levels, help BRWM meet its minimum monthly clearing fees. This is an economic benefit to BRWM, even if no additional commissions are charged. In addition, BRWM receives other fees from its Clearing Firm such as rebates on money market or margin account balances, which are based on the number and size of the accounts and balances carried with NFS. Dual Registration: An IAR associated with BRWA may also be registered with BRWA affiliate, B. Riley Wealth Management, Inc., a registered broker-dealer, and may render securities brokerage services through that commission broker-dealer arrangement. Clients may elect to effect securities transactions outside of their advisory accounts through certain BRWA’s IARs in their individual capacities as Registered Representatives of BRWM. BRWM may charge brokerage commissions to effect these securities transactions and thereafter, a portion of these commissions may be paid by BRWM to the IAR in his/her capacity as a Registered Representative of BRWM. A client who wishes to obtain such brokerage services would be required to enter into a brokerage account agreement with BRWM. The brokerage commissions charged by BRWM may be higher or lower than those charged by other broker- dealers. Dually registered IARs might receive, through BRWM, compensation from the sale of mutual funds, including ongoing 12b-1 fees (trails). Dual registration presents a conflict of interest and gives IARs an incentive to recommend investment the compensation received, rather than on a client’s needs. However, if a client establishes both an advisory account (advised by BRWA) and a brokerage account (through BRWM), the client and the IAR will establish the types of transactions that will be made in each account. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . Mutual Fund Share Classes: Mutual funds typically offer multiple share classes available for investment based upon certain eligibility and/or purchase requirements. For instance, in addition to the more commonly offered retail mutual fund share classes (e.g., Class A, B & C shares), mutual funds may also offer Securities-Based Loans: A securities-based loan (non-purpose loan) is one through which a client can collateralize securities held in his or her brokerage account to borrow funds for uses other than purchasing more financial securities or to pay down margin loans. Our affiliate, BRWM receives, as a referral fee, a portion of the interest paid on outstanding loan balances when the client establishes a securities-based line of credit. This creates an incentive its representatives to recommend that the client establish a securities-based line of credit as it represents a direct benefit for BRWM and representatives, and an indirect benefit and conflict of interest for BRWA (and its IARs) as an affiliate sharing services and infrastructure (e.g., offices, staff, technology, etc.) with BRWM. While this can be a beneficial tool, it includes significant risks and may not be an appropriate option for every client. The client B 21 B. Riley Wealth Advisors: 10/2025  charge) shared should carefully review the securities-based line of credit program information and paperwork before choosing to open a line of credit and borrow funds. Broker(s)/Custodian(s). determines This incentive to use FDIC-insurance Transfer Cost Credit Program: BRWA’s agreement with its Brokers/Custodians states that the Brokers/Custodians will pay to the Firm transfer cost credits when new eligible advisors or representatives transfer assets to The the Broker/Custodian which representatives and advisors are eligible and what the transfer cost credit will be. This substantial credit is calculated as basis points on eligible assets that are transferred to the Broker/Custodian. additional compensation received creates a conflict of interest because BRWM & BRWA have an economic these Brokers/Custodians for clearing and custody over other available custodians who do not share revenue with BRWM or BRWA. Clients should speak to their advisor regarding custodial options and the associated costs incurred when transferring or opening an account with BRWA. Clients will incur costs from their prior custodians when moving their accounts to BRWA. BRWM, BRWA, and/or IARs generally do not reimburse clients for the costs they incur as a result of the account transfer recommended by the adviser, even when BRWM receives credits as part of the Transfer Cost Credit Program. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e incur on these investments W is adding as compensation loan agreement and this y e l i investments outside of R between is markup BRWM/NFS. NFS credits BRWM a significant portion of this total amount of margin interest income that they receive from margin account balances. BRWM benefits directly from the revenue sharing (by receipt of the shared margin interest), and BRWA benefits indirectly as an affiliate of BRWM sharing services and infrastructure (e.g., offices, staff, technology, etc.). Bank Deposit Sweep Program: The Bank Deposit Sweep Program (“BDSP”) is the default cash investment option for BRWA clients with accounts held at NFS. By opening an account with BRWA through its affiliated broker-dealer, BRWM, you authorize us to enroll you in the BDSP. You have the option to decline use of the BDSP as your default cash investment option. This BDSP is the core account investment vehicle used to hold your cash balances while awaiting reinvestment for eligible accounts. This program is called a “sweep” program because cash balances are automatically “swept'' into this core account investment vehicle. The cash is then placed into eligible interest-bearing Program deposit accounts at one or more FDIC-insured financial institutions (Program Banks). BRWA’s affiliated broker-dealer, BRWM, receives a direct financial benefit by sharing in the revenue generated on your cash sweep deposits. The source of BRWM’s revenue as part of this revenue sharing arrangement is obtained from the interest rates paid by the Program Banks to NFS for use of the client’s cash deposits. NFS then pays BRWM based on aggregate brokerage and advisory account investments in the BDSP. Additionally, BRWA advisors charge clients a management fee on the cash balance held in the BDSP. Given the low interest paid to clients, and after deducting the management fee paid by clients to IARs, clients may receive a net negative yield on their cash balance. This could pose a significant disadvantage to participating in the BDSP, and BDSP revenue sharing paid to BRWM magnifies the negative yield clients could in comparison to the yields clients could earn on cash the BDSP. BRWM’s receipt of revenue sharing reduces the . Margin Loans: When a client obtains a margin loan, that client is extended credit (a loan) for the purpose of buying securities. As described previously, this is first done by opening a brokerage account with a Custodian. For purposes of facilitating that margin loan agreement, the introducing broker will be BRWM, but the BRWA advisor will still be managing the client’s account, including the securities purchased with the margin loan funds. The client will be paying a substantial interest charge on the loan amount. The interest is made up of the initial interest charged on the loan (the broker’s call rate) and an additional interest charge determined by BRWM that is added on top of the broker’s call rate. This additional charge is a mark-up that for BRWM facilitating to generate additional profit. The total interest charge to you (broker’s call rate and BRWM B 22 B. Riley Wealth Advisors: 10/2025  interest that would have been paid to clients had such revenue sharing arrangement not existed. It is important to review the “BDSP Disclosure Document” from NFS in conjunction with the disclosure and conflicts of interest described above to fully understand the revenue sharing arrangement and payments under this BDSP. You will receive this disclosure from NFS once your account is opened, but if you would like a copy beforehand, please request it from your IAR. of no-load mutual of client assets invested in these NTF funds reaches certain thresholds. As a result, we have a conflict of interest when these funds are recommended, and the trade is executed through BRWM because our affiliated broker- dealer will receive compensation in addition to any advisory fees you pay to us. While BRWM does not share this revenue directly with BRWA, a conflict of interest still exists for BRWA (and its IARs) as an affiliate of BRWM that benefits indirectly through the sharing of services and infrastructure with BRWM. Additionally, in NTF mutual funds, the advisor does not have to absorb the transaction costs and is therefore incentivized to transact in NTF mutual funds when potentially lower cost share classes are available outside of the NTF Program. Therefore, if your IAR normally absorbs the transaction fees for your account, the NTF Program creates a conflict of interest as it results in increased compensation to your IAR because there are no transaction costs to be absorbed by him or her. No Transaction Fee (NTF) Program: NFS offers a No Transaction Fee (NTF) Program composed funds. Participating mutual fund sponsors pay a fee to NFS to participate in the NTF Program. Transactions in these NTF funds are executed without the imposition of transaction charges. As part of its clearing agreement with NFS, BRWM receives significant revenue sharing its from NFS’s NTF Program based on brokerage and advisory client assets invested in these NTF mutual funds. BRWM receives a higher revenue sharing percentage as the level Item 15 – Custody firm to forego Clients will receive, at letters of authorization unless SEC rules permit the surprise audit the requirement. Authorization to trade in client accounts (discretion) is not deemed custody. For BRWA advisory accounts, client assets are maintained with a qualified Custodian, as referenced earlier in the Brochure, for each respective Program. The client will complete the applicable account paperwork with least Custodian. quarterly, directly from the Custodian that includes a summary of transactions and an inventory of holdings. Clients should carefully review these statements. The statement shows all transactions within the account during the reporting period as well as the deduction of BRWA’s fee. Clients should notify BRWA, your IAR, or the Custodian directly of any discrepancies as soon as possible. Custody, as it applies to investment advisers, has been defined by regulators as having access or control over client funds and/or securities. In other words, custody is not limited to physically holding client funds or securities. If an investment adviser can access or control client funds or securities, the investment adviser is deemed to have custody and must ensure proper procedures are implemented. The Firm is deemed to have custody of client funds or securities when clients have standing letters of authorization with their Custodian instructing the Firm to disperse assets or securities from the clients account to a third party. The Firm will undergo a surprise custody examination by an independent auditor for those accounts that utilize third-party standing e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 23 B. Riley Wealth Advisors: 10/2025  Item 16 – Investment Discretion Whether BRWA, its IARs or third-party Managers have investment discretion depends on the Program selected by the client. Discretionary authority will be explicitly authorized through the completion of the BRWA Advisory Agreement and the Clearing Agent’s trading authorization or limited power of attorney forms, if applicable. In certain Programs, you can grant the Firm and IAR, or third-party Manager, full discretion to select the securities, to designate the strategies, and to buy, sell, or otherwise effect securities transactions for the account without your prior notice or consent. The Firm will not manage your account on a day-to-day basis, and will not affect transactions for the account, except as the Firm deems necessary in the exercise of its supervisory responsibilities with respect to any Representative and its fiduciary duties. Prior to signing the Agreement for any such Program, you will work with your IAR to identify the account’s Suitability Information. You will also specify any reasonable restrictions you wish to impose on investments for the account. Any limitations on this discretionary authority and any reasonable restrictions you wish to place on the account must be included in the Advisory Agreement or on a separate Statement of Investment Selection. You may change or amend account limitations or restrictions at any time by submitting a signed writing indicating your desired changes. All the Programs sponsored by the Firm may be discretionary. Advisor-as-Portfolio Manager (“APM”) accounts can be established either with or without discretion as acknowledged by the client per the Advisory Agreement. Fund Strategist Portfolio (“FSP”) accounts utilizing W.I.S.D.M. models are established with Firm-based discretion to facilitate trading to maintain your account in accordance with your elected portfolio model. If you choose to engage a Sub-adviser, neither BRWA nor your IAR will have discretionary authority over your assets; however, the Sub-adviser will have full discretion to select the investments and effect all transactions for your account. Sub-advisers do not customize their investment strategies to meet your specific objectives. Instead, each one identifies its own strategy, and you choose which Programs to participate in. The Firm will monitor Sub-adviser’s activity to ensure that it adheres to its stated investment objective and inform you of any decision to terminate the Sub-adviser’s engagement. Sub- adviser may terminate its services at any time, in the discretion of the Sub-adviser’s discretion. Item 17 – Voting Client Securities e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W Generally, neither the Firm nor your IAR will vote or accept authority to vote proxies on your behalf. Because your Custodian holds the securities in your account, your Custodian is responsible for ensuring all proxy materials are forwarded to you directly. BRWA does not serve as Custodian and as such does not receive proxies for securities held in client accounts. BRWA does not vote, nor give advice on how to vote, proxies for securities held on behalf of clients. Likewise, BRWA does not take any action with respect to investor class action lawsuits. If desired, you may direct the Firm to transmit copies of class action notices to you or a third party. Upon such direction, the Firm will make commercially reasonable efforts to forward such notices in a timely manner. Under the Advisory Agreement between BRWA and the client, the client retains exclusive voting authority over the securities in the client’s portfolio, and the Firm does not have any role in proxy voting. If the Firm or its IARs receive any materials or other information regarding a proxy solicitation from the issuer or a third party, they will be solely responsible for forwarding those materials to you or the person you designate within a reasonable period. If an exception is allowed to have your IAR vote proxies, you will consent to this on your account advisory agreement. If you represent an employee benefit plan subject to the Employee Retirement Income Security Act of 1974, ("ERISA") as amended or Section 4975 of the Internal Revenue Code ("ERISA Client"), please note that the Firm is expressly precluded from taking any action or rendering any advice with respect to the voting of proxies solicited by or with respect to issuers of securities held in an ERISA Plan's Account. y e l i R . B 24 B. Riley Wealth Advisors: 10/2025  Item 18 – Financial Information This item is not applicable to B. Riley Wealth Advisors. The Firm does not require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. We are not subject to a financial condition that is reasonably likely to impair our ability to meet our contractual commitments to our clients. We have not been the subject of a bankruptcy petition at any time. e r u h c o r B e r u s o l c s i D s r o s i v d A h t l a e W y e l i R . B 25 B. Riley Wealth Advisors: 10/2025 

40 S. Main Street, Suite 1600 Memphis, TN 38103 901-251-1330 FORM ADV 2A, APPENDIX 1: WRAP FEE PROGRAM BROCHURE October 20, 2025 (Previously revised June 10, 2025) This wrap fee brochure provides information about the qualifications and business practices of B. Riley Wealth Advisors, Inc. If you have any questions about the contents of this Brochure, please contact the Firm’s Compliance Department at compliance@brileywealth.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by e r u h c o r B m a r g o r P e e F p a r any state securities authority. W Additional information about B. Riley Wealth Advisors, Inc. is also available on the SEC’s website at www.adviserinfo.sec.gov. The SEC’s web site also provides information about any persons affiliated with the Firm who are registered, or are required to be registered, as investment adviser representatives. You can search this site for information about the Firm by searching for a unique identifying number, known as a CRD number. The CRD number for B. Riley Wealth Advisors, Inc. is 115927. Registration s r o s i v d A h t l a e with the SEC does not imply a certain level of skill or expertise. W y e l i R . B 1 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  Item 2 – Material Changes This Amendment removes references to Wells Fargo First Clearing, LLC as one of our Brokers/Custodians. e r u h c o r B m a r g o r P e e F p a r W s r o s i v d A h t l a e W y e l i R . B 2 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  Item 3 – Table of Contents Item 2 – Material Changes .............................................................................................................................2 Item 3 – Table of Contents ............................................................................................................................3 Item 4 – Services, Fees & Compensation .....................................................................................................4 Wrap Fee Overview ................................................................................................................................... 4 Advisor-as-Portfolio Manager (APM) ..................................................................................................... 4 Envestnet Platform & Other Third-Party Managed Wrap Programs ...................................................... 4 Additional Wrap Fee Program Information ............................................................................................. 5 Money Market Funds and Bank Deposit Sweep Program Fees .............................................................. 6 Conflicts of Interest .................................................................................................................................. 6 Item 5 – Account Requirements and Types of Clients ................................................................................7 Account Requirements ............................................................................................................................. 7 Types of Clients ........................................................................................................................................ 7 Item 6 – Portfolio Manager Selection and Evaluation ..................................................................................7 Item 7 – Client Information Provided to Portfolio Managers .......................................................................8 Item 8 – Client Contact with Portfolio Managers .........................................................................................8 Item 9 – Additional Information ....................................................................................................................8 Disciplinary Actions ................................................................................................................................. 8 Financial Industry Affiliations .................................................................................................................. 9 Other Financial Industry Activities ........................................................................................................ 10 Code of Ethics ......................................................................................................................................... 10 Participation or Interest in Client Transactions .................................................................................... 10 Personal Trading .................................................................................................................................... 10 Reviews of Accounts & Reports ............................................................................................................. 11 Client Referrals ........................................................................................................................................ 11 Other Compensation ............................................................................................................................... 12 e r u h c o r B m a r g o r P e e F p a r Financial Information .............................................................................................................................. 13 W s r o s i v d A h t l a e W y e l i R . B 3 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  Item 4 – Services, Fees & Compensation Wrap Fee Overview In a wrap fee arrangement, you pay a combined fee for investment advice, brokerage, clearance, settlement, and custodial services. Your specific wrap fee arrangement and payment terms will be listed in the Advisory Agreement and will be fully disclosed to you prior to participating in any of our Wrap Fee Programs. Under the Portfolio Advisor Program, BRWA, through the client’s IAR, manages individual client accounts through various investments on a discretionary or non-discretionary basis. BRWA may allocate a portion of a client’s assets to sub-managers. In this Program, BRWA utilizes Envestnet for administrative services, and in some cases for trading at the applicable Custodian through the Envestnet platform. The Firm assesses the Wrap Fee on all eligible assets held within your account. Your wrap fee account may hold both wrap fee eligible and ineligible assets. The Firm will only provide advisory services for wrap fee assets and is not responsible for managing non-wrap fee assets. representative (“IAR” the Firm is responsible In the APM Program, clients may elect a Wrap the Broker/Custodian Fee depending on selected. The client can select among the following: National Financial Services, Inc. (with brokerage through B. Riley Wealth Management, a BRWA affiliate), Charles Schwab & Co., Fidelity Brokerage Services, LLC, and any others BRWA may make available (collectively as referred to If a Wrap Fee is “Brokers/Custodians”). selected, the following table is used as a maximum. The Firm receives some or all of the Wrap Fee for its advisory services and shares a portion of this fee as compensation with your investment adviser or “Representative”) according to terms of a separate agreement with the Representative. Further, for all transaction charges assessed by the Custodian in the Wrap Fee Programs. TOTAL ACCOUNT VALUE MAXIMUM ANNUAL FEE First $250,000 2.75% Next $750,000 2.50% Above $1,000,000 2.00% will provide If a wrap option is chosen, the Program may cost the client more or less than the client would pay if investment advice, brokerage and other services were purchased separately. Wrap fee accounts are managed in the same way as any other accounts. However, you should be aware that Representatives may have an incentive to limit their trading activities in wrap fee only accounts. Clients should review with their IAR whether a wrap program is appropriate for them, considering impact of the size of their account and the likely turnover of the account (with resulting ticket charges if the program utilized were not a wrap) based on the proposed strategy for their account. e r u h c o r B m a r g o r P e e F p a r W As part of this Wrap Fee Program, your Representative portfolio management services and recommendations on a wide variety of investment options as described herein. In the APM Program, you may negotiate the account values, if any, at which the fee will be discounted (breakpoints), subject to the maximum fees adopted by the Firm. You may specify the accounts that will be included in the same “household” for purposes of calculating the fee. The actual fee and the breakpoints, if any, will be shown in your Advisory Agreement. The breakpoints will be based on the aggregate value of all accounts in the same household. Envestnet Platform & Other Third-Party Managed Wrap Programs s r o s i v d A h t l a e W Wrap Fees and certain account terms are negotiated on a case-by-case basis, depending on a variety of factors, including the (i) nature and complexity of the particular service, (ii) the requirements of the Representative, (iii) your relationship with the Firm and Representative, (iv) the size of the account, (v) the potential for other business or clients, (vi) the amount of work anticipated, and (vii) the attention needed to manage the account, among other factors. y e l i Advisor-as-Portfolio Manager (APM) BRWA operates additional Wrap Fee Programs using Envestnet’s platform, with transactions executed through and assets held at custodians selected by clients: the Separate Accounts R . B 4 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  You and your Representative will review your objectives and the performance of your account at least annually. program. Inc. is Envestnet an Program for Separately Managed Accounts (“SMA”) the Unified Managers Program (“UMA”), and the Fund Strategists Portfolio Asset (“FSP”) investment Management, management firm that provides investment management and investment advisory services through independent investment advisors. liabilities or obligations taken prior If a Sub-adviser exclusive responsibility If your Representative determines that a Third- Party Portfolio Manager (the “Sub-adviser” or “Manager”) is appropriate for your account, then, in addition to the Advisory Agreement, you will be required to sign an agreement with the Sub-adviser(s). is engaged, each Sub-adviser will collect its own wrap fee on the assets under its control. Sub- advisers will typically charge 0.25% to 0.75% per year. Your Advisory Agreement will indicate how much your chosen Sub-adviser will charge and such fees will be combined into the Wrap Fee assessed on your account. Whether you total, select a Sub-adviser or not, your combined Wrap Fee will not exceed 2.75%. For each of the Wrap Fee Programs described above, you or the Firm may terminate the Advisory Agreement at any time upon written notice. However, termination will not affect any other incurred or arising from transactions effected for your account or actions to such termination. For example, you may be liable for any losses which occur in your account during this period. Neither will termination of the Advisory Agreement affect provisions in the intended to survive termination, such as the provision regarding arbitration, which will survive any expiration or termination of the Advisory Agreement. Upon termination, you shall have for monitoring the securities in your account, and neither the Firm, your Representative nor any Sub-advisers shall have any further obligation under the Advisory Agreement to act, not act or dispense advice respecting your account or the assets contained therein. higher minimum account In addition to your Advisory Agreement, please carefully review this Wrap Fee Brochure before deciding to invest. Additional copies of this and any other disclosure documents may be obtained by contacting your IAR or the Firm at the address shown on this Brochure. established personal or The Firm may offer significantly more favorable wrap fee arrangements for friends, relatives, or others with whom the Firm or Representative has family relationships. e r u h c o r B m a r g o r P e e F p a r (including without W Envestnet Platform accounts are charged a Wrap Fee depending on the Broker/Custodian selected. The fees cover advisory, execution, custodial and reporting services, and Manager fees when applicable. Envestnet Programs may have size requirements depending on the Manager and Program selected. From these fees, Envestnet pays the Managers fees ranging from 0.15% to 1.00% of assets under management. In general, a fixed income manager is paid 0.20-0.35%, and an equity manager is paid between 0.30-0.50%. Certain third-party fund strategists may not charge management fees, because they utilize their proprietary mutual funds and/or ETFs and receive fees from the underlying expenses of the Funds. Breakpoints may be available for larger accounts, and managers vary as described in Envestnet’s Form ADV Part 2A. accounts participating funds, unit investment (W.I.S.D.M.) program, s r o s i v d A h t l a e W For in BRWA discretionary program offered through B. Riley Wealth Investment Solutions Discretionary the Management account minimums are $15,000 for mutual fund portfolios and $25,000 for ETF portfolios. Exceptions to the account minimums may be made at the Firm’s discretion. y e l i related fees Additional Wrap Fee Program Information R The Wrap Fee does not cover amounts charged for any of the following (collectively, “Excluded Expenses”): internal fees or expenses which the account’s may be associated with limitation, investments internal operating or investment expenses of mutual trusts, or electronically traded funds); fees imposed by mutual funds for short- term trading (typically 1% - 2% of the amount originally invested) for redemptions made within short periods of time; any mark-up, mark-down, or dealer spread (whether to the Firm, Custodian or other broker- dealers) related to any account investment; offering discounts and in connection with underwritten public offerings . B 5 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  of securities (of which the Firm, our affiliates or Custodian may be underwriters); costs to third parties for transactions not executed through Custodian; floor brokerage or exchange fees; fees for wire transfers; costs for exchanging currencies; margin interest; interest for non- purpose loans with the account(s) used as collateral; taxes; postage and handling fees; or other expenses incurred with respect to any investments made for the account. All Excluded Expenses will be direct or indirect expenses borne by the account and will be in addition to the Wrap Fee. in any agreement with In addition to the Wrap Fee, you will also be responsible for any other fees and charges described in the Advisory Agreement, as well as any fees charged pursuant to the agreement with a Sub-adviser, if any, and any other applicable fees or charges described in this Brochure or the Custodian or other third parties. Money Market Funds and Bank Deposit Sweep Program Fees Additionally, BRWA advisors charge clients a management fee on the cash balance held in the BDSP. Given the low interest paid to clients, and after deducting the management fee paid by clients to IARs, clients receive a net negative yield on their cash balance. This is a significant disadvantage to participating in the BDSP, and BDSP revenue sharing paid to our affiliate magnifies the negative yield clients incur on these investments in comparison to the yields clients could earn on cash investments outside of the BDSP. BRWM’s receipt of revenue sharing reduces the interest that would have been paid to clients had such revenue sharing arrangement not existed. It is important to review the “BDSP Disclosure Document” from NFS in conjunction with the disclosure and conflicts of interest described above to fully understand the revenue sharing arrangement and payments under this BDSP. You will receive this disclosure from NFS once your account is opened, but if you would like a copy beforehand, please request it from your IAR. Conflicts of Interest Wrap Fee Programs may not be suitable for all investment needs, and any decision to participate in a Wrap Fee Program should be based on your financial situation, investment objectives, tolerance for risk, and investment time horizon, among other considerations. The benefits under a Wrap Fee Program depend, in part, upon the size of the account and the number of transactions likely to be generated. FDIC-insurance e r u h c o r B m a r g o r P e e F p a r W For example, a Wrap Fee Program may not be suitable for accounts with no or low trading activity. In order to evaluate whether a wrap fee program is suitable, you should compare the wrap fee program fee and any other costs of the wrap fee program with the amounts that would be charged by other advisers, broker-dealers, and custodians, for services comparable to those provided under the wrap fee program. s r o s i v d A h t l a e W y e l i R The Bank Deposit Sweep Program (“BDSP”) is the default cash investment option for BRWA clients with accounts held at NFS. By opening an account with BRWA through its affiliated broker-dealer, BRWM, you authorize us to enroll you in the BDSP. You have the option to decline use of the BDSP as your default cash investment option. This BDSP is the core account investment vehicle used to hold your cash balances while awaiting reinvestment for eligible accounts. This program is called a “sweep” program because cash balances are automatically “swept'' into this core account investment vehicle. The cash is then placed into interest-bearing eligible Program deposit accounts at one or more FDIC-insured financial institutions (Program Banks). BRWA’s affiliated broker-dealer, BRWM, receives a direct financial benefit by sharing in the revenue generated on your cash sweep deposits. The source of BRWM’s revenue as part of this revenue sharing arrangement is obtained from the interest rates paid by the Program Banks to NFS for use of the client’s cash deposits. NFS then pay BRWM based on aggregate brokerage and advisory account investments in the BDSP. The Firm and Representative receive a portion of the Wrap Fee as compensation. This compensation may exceed the amount earned if you paid separately for investment advice, brokerage and other services. Accordingly, a conflict of interest exists as the Firm and the IAR have a financial incentive to recommend . B 6 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  for which the the wrap fee programs over other programs or services compensation arrangements are not as beneficial to the Representative. might otherwise incur by paying a management fee and negotiating separate arrangements for brokerage and trade execution, custodial services, and performance reporting. compared with the option, asset-based funds, ETFs, or It is possible that the compensation received, directly or indirectly, by the Firm or the IAR for recommending a Wrap Fee Program may be more than the compensation the Firm or IAR would receive if they recommended another program. Consequently, the Firm and IAR would have a financial incentive to recommend a wrap program over other programs or services that might meet your needs at a lower cost (such as, mutual fee-plus- commission arrangements). traditional When commission fee arrangements generally result in lower costs during periods when trading activity is heavy, such as the year an account is established. During periods when trading activity is lower, such asset-based fee arrangements may result in higher annual costs. Some clients favor the asset-based fee because it fixes their brokerage cost at a predetermined level; whereas other clients may not find such an arrangement suits their needs because they anticipate their accounts will have low turnover. the Firm has performed, include a Please note that the amounts charged to your account for services, fees, expenses, or costs that incurred, advanced, or paid on the account’s behalf (whether billed to you, the account, or the Firm) reasonable profit, unless will prohibited under applicable laws, regulations, or rules. Depending on the amount of the Wrap Fee, the frequency of transactions, and the nature and value of the services provided under the Wrap Fee Program, the Wrap Fee may or may not exceed the aggregate cost of obtaining these services separately. The fees for a Wrap Fee Program may result in higher costs than you = Item 5 – Account Requirements and Types of Clients Account Requirements All Wrap Fee Programs have minimum account sizes, ranging from $25,000 to $250,000, which is negotiable, depending on the client household, relationship, type, and size of the account. Types of Clients BRWA provides investment advisory services to individuals, high net worth individuals, pension plans, profit sharing plans, 401(k) plans, trusts, estates, charitable organizations, corporations, and other business entities. Item 6 – Portfolio Manager Selection and Evaluation e r u h c o r B m a r g o r P e e F p a r W s r o s i v d A h t l a e W y e l i Investment recommendations for Wrap Fee Program accounts are based on an analysis of your individual investment objectives, financial needs, and tolerance of risk as provided to your IAR. Recommendations are derived from research and analysis we believe to be reliable and appropriate for your financial circumstances. You have the responsibility to advise your Representative whenever there are material changes to your financial situation, investment objectives or risk tolerances. In the APM Program, your IAR will act as the portfolio manager of your account. Your Representative is supervised by an assigned supervisory principal. Clients have the option of using any of the Sub-advisers available through multiple advisory programs offered through the Envestnet platform. Each Wrap Fee Program offered on the Envestnet platform has specific criteria used in evaluating and/or selecting portfolio managers or underlying investments for inclusion in the program. To review these criteria, you will need to examine the separate agreement and program description provided by them. The Firm relies on their research and due diligence to determine which portfolio managers to include and when to replace each portfolio manager. R . B 7 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  The processes for implementing the Envestnet Programs, as well as Envestnet’s process for selecting, evaluating, and monitoring approved managers, are more fully described in Envestnet’s ADV Part 2A. When an IAR makes a recommendation to change a portfolio manager or model, the IAR may review the portfolio manager’s performance, but BRWA does not have a review process for portfolio manager performance and any performance information the IAR reviews may not be calculated on a uniform and consistent basis. Item 7 – Client Information Provided to Portfolio Managers or guidelines, or investment Your Representative will collect the required personal information necessary to open a brokerage account in your name and will work with you to identify your financial situation, stated investment objectives, tolerance for risk, and time horizon (collectively, “Suitability Information”). Your Representative will accept any reasonable restrictions that you impose on investments for your account. The Firm will share part or all of this information with your Custodian, and any chosen Sub- adviser, in the Wrap Fee Program where applicable. Information, including without limitation, any changes in your investment objectives, risk tolerance, investment time horizon, investment policies reasonable restrictions you wish to place on your account. You agree to provide the Firm and your Representative with additional information as the Firm or your Representative may request from time to time to assist in servicing and managing your account. Neither the Firm, your Custodian, your Representative nor any chosen Sub-adviser shall have any liability related to your failure to provide accurate or complete information to the Firm or your Representative. You must promptly notify the Firm and/or your Representative of any change in your Suitability Item 8 – Client Contact with Portfolio Managers Except for Firm-discretionary W.I.S.D.M. models, the Firm introduces clients to portfolio managers. Sub-Advisers used by the Firm maintain their own policies regarding client access and communications which are communicated to the client through the Representative. In certain instances, IARs may arrange for a client to consult directly with a portfolio manager pursuant to a written agreement with the Sub-adviser. Item 9 – Additional Information e r u h c o r B m a r g o r P e e F p a r W this practice, s r o s i v d A h t l a e and W y e l i R to June 10, 2017 (“Relevant Period”) where BRWA purchased, recommended, or held for advisory clients’ mutual funds that charged 12b- 1 fees when lower-cost shares of the same fund were available. BRWA and its advisers earned 12b-1 fees from these funds and this created a conflict that BRWA did not fully disclosed to its clients through its Form ADV or disclosure documents. The SEC found this practice violated Sections 206(2) and 207 of the Advisers Act. To resolve the issue, and without admitting or denying the findings, BRWA consented to to pay cease- and desist disgorgement of $664,006 and interest of $69,417. BRWA distributed these funds to each affected investor who purchased or held shares during the Relevant Period, in an amount representing the 12b-1 fees, plus interest. Payment distribution was subject to a de . Disciplinary Actions Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to an evaluation of BRWA or the integrity of BRWA’s management. • On March 11, 2019, National Asset Management, Inc., (“BRWA”), along with 78 other investment advisers who voluntarily participated in the Securities and Exchange Commission’s (“SEC”) Share Class Selection Disclosure Initiative (“Initiative”), consented to a final resolution through an Order Instituting Administrative Cease-and-Desist Proceedings Pursuant to Sections 203(e) and 203(k) of the Investment Advisers act of 1940 (“Order”). Through the Initiative, BRWA self- reported certain instances from January 1, 2015 B 8 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  firm, NFS. majority of BRWA’s advisory accounts are held by BRWM as introducing broker-dealer to its clearing BRWA’s principal executive officers and most of its IARs are also Registered Representatives of BRWM. Your IAR will take into consideration all types of accounts that could be offered (i.e., both brokerage and advisory accounts) when making the recommendation of an account that is in your best interest. interest, etc. BRWM executes orders received from BRWA clients on an agency basis and receives revenue from transaction fees. BRWA uses certain BRWM facilities, administrative systems and technology, and does not currently fully reimburse BRWM for the cost of those services. BRWM receives revenue generated through for trade execution, margin accounts it holds. and e r u h c o r B m a r g o r P e e F p a r Additionally, certain Firm employees provide tax/accounting insurance services products through affiliated entities. Tax and accounting services are offered through B. Riley Wealth Tax Services, Inc. Fixed insurance products are offered through B. Riley Wealth Insurance, Inc. IARs may be authorized to offer and sell some or all of the following insurance products: fixed life & annuities, disability, long term care, and employer benefit products. Service arrangements with our affiliated entities present a conflict of interest because we have a financial incentive to recommend our affiliates’ services. See ADV 2A, Item 12, “Brokerage For example, a Representative Practices.” whose client purchases an insurance product will receive commissions, deferred sales charges, on-going servicing fees, and other compensation because of a client’s purchase of the insurance product. Consequently, these Representatives have a conflict of interest in recommending their client purchase insurance products. W minimus threshold, and subject to a review by the SEC. Additionally, BRWA agreed to update its relevant disclosures related to 12b-1 fees, evaluate whether existing clients should be moved to lower-cost shares, and notify affected customers of the settlement terms. Because BRWA self-reported this violation to the SEC, no civil penalties were imposed. The full Order may be found at https://www.sec.gov/. • On October 26, 2015, National Asset Management, Inc. (“BRWA”) consented to an Order of the U.S. Securities and Exchange Commission (“SEC”) in an administrative initiated under the Investment proceeding Advisers Act of 1940 (“Advisers Act”). As described in the Summary section of the Order, the proceeding concerns several disclosure and compliance- related violations and events during the years from 2008 through 2012. The Order found that BRWA (1) failed to disclose to advisory clients in writing or obtain client trades to over 21,000 securities consent executed in a principal capacity, (2) failed to report in its SEC filings and timely disclose to clients the disciplinary histories of several of its associated persons, (3) failed to properly enforce its Code of Ethics when its then CEO, several directors, and many of its employees failed to submit hundreds of required reports on their personal securities trading to BRWA, (4) failed to adopt and implement compliance policies and procedures reasonably designed to prevent violations of certain provisions of the Advisers Act and the rules thereunder, and (5) failed to conduct one required annual review of its compliance policies and procedures. BRWA agreed to the imposition of a censure, a civil monetary penalty of $200,000, and certain undertakings, including the appointment of an independent compliance consultant to review and make recommendations regarding certain parts of BRWA’s compliance policies and procedures. The Order did not find an intent to deceive. It did find that BRWA refunded to its clients the inappropriately assessed markups and markdowns on the 21,000 trades, took prompt remedial action, and cooperated with the SEC’s investigation. Financial Industry Affiliations s r o s i v d A h t l a e W y e l i This R Please be aware that you are under no obligation to engage BRWM as a broker-dealer, to effect securities transactions, or to purchase any other products from or through an affiliate or any of the Representatives acting on its behalf. For each of the Wrap Fee Programs, National Financial Services, LLC (“NFS”) acts as the clearing firm/Custodian for BRWM. The client holds a brokerage account with BRWM, with trades routed for execution directly by NFS. . B. Riley Wealth Advisors is affiliated with B. Riley Wealth Management, Inc. (“BRWM”), a FINRA registered broker-dealer. is material to our advisory business because a B 9 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  Brochure can influence the recommendations made or actions taken regarding your Account. Code of Ethics BRWM maintains clearing arrangements with NFS that permit execution of transactions at negotiated clearing rates and use by BRWM of trading and operations systems provided by NFS, including research, account look-up, and reporting and presentation software. BRWA’s affiliates also receive certain discounts from NFS, which vary depending on the volume of trades BRWM originates. This could give BRWA an incentive to generate more frequent trading in clients’ accounts, and to direct trading through BRWM/NFS. by BRWA has adopted a Code of Ethics expressing the Firm’s commitment to ethical conduct. The Code of Ethics includes provisions relating to the confidentiality of client information, a prohibition on trading on the basis of inside information, restrictions on the acceptance of significant gifts, and the initial, quarterly, and annual reporting of personal securities holdings and trading activity, among other things. All supervised persons at BRWA must acknowledge the terms of the Code of Ethics annually, and when it is amended. BRWA’s clients or prospective clients may request a copy of the Firm's Code of Ethics contacting BRWA’s Chief Compliance Officer at the Firm’s principal address. Interest in Client to and/or purchased trading Participation or Transactions Officers, directors, IARs, and other supervised persons of BRWA, and its affiliates may trade for their own accounts in securities which are recommended for BRWA’s clients and at or about the same time as clients, subject to applicable laws. Trades by certain of these persons may present a conflict of interest. BRWA addresses the conflicts through supervisory reviews that monitor whether an IAR’s or other access persons’ consistent with is personal recommendations made to clients, and pro rata allocations. In limited cases, with prior client consent, BRWA affiliates may act as principal or permit cross trades. Personal Trading e r u h c o r B m a r g o r P e e F p a r W s r o s i v d A h t l a e W y e l i The Firm or any of its licensed professionals may act as an investment adviser for others, may manage assets for others, may own investments in its or their own names, and/or may serve as an officer, consultant, partner, or stockholder of one or more investment partnerships or other businesses. All such activity is subject to compliance with the Firm’s Code of Ethics and other written procedures. In doing so, the Firm or such persons may give advice, take actions, or refrain from taking actions differing from Other Financial Industry Activities BRWA may act as a solicitor and refer some BRWA clients to other Registered Investment Advisors. In doing so, BRWA receives a portion of the fees charged by those Advisors, which varies depending on the solicitor arrangements with each one. IARs receive a portion of the asset management fees paid to BRWA by these Advisors. The Firm or its Representative may also be engaged to provide third-party fiduciary or related advisory services outside a traditional wrap fee arrangement. In this case, additional fees for these related services will be detailed under a separate agreement and shared between the Firm and the Representative providing such services. You have no obligation to accept such services. The Firm and Representative will devote as much time as they believe necessary to help you achieve your investment objectives. They will not devote all or any specific portion of their working time to your affairs, and they may devote a portion of their time to other matters. Further, the Firm and its affiliates as well as IARs may organize or become involved with other clients or in other business ventures, including other investment-related businesses. Such other businesses and the clients of such businesses may compete for the time and attention of the Firm principal executive officers and Representatives, and possibly, for limited investment opportunities, all of which can create conflicts of interest. Please refer to the Conflicts of Interest section in Item 4 for further information with respect to compensation and conflicts of interest involving the Firm and IARs. Although the Firm and IARs will endeavor to place your interests first, the conflicts of interest described in this R . B 10 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  IARs and advice given, actions taken, or actions not taken for any client reasonably the Firm will make for available Reviews of Accounts & Reports Program. themselves consultation. You will retain, with respect to all securities and funds in the account, to the same extent as if you held the securities and funds outside of the Program, the right to: for • withdraw securities or cash; • vote securities or delegate the authority to vote securities to another person; • proceed directly as a security holder against the issuer of any security in the account and not be obligated to join any person involved in the Program or any other client, as a condition precedent to initiating such proceeding. The accounts of clients receiving financial planning services will be reviewed, if at all, as provided in the Agreement. The review will be conducted by the IAR, unless otherwise stated in the Agreement. Financial planning clients will receive only the reports described in their Agreement. Client Referrals from time to The Firm considers account reviews a continuous process, with the frequency and nature of the review dependent on several factors and situations, such as: whether the account is managed on a discretionary basis, the buying or selling of a security, balancing gains/losses tax planning, raising or lowering cash based on market conditions, investing new capital contributions, and adjusting overall portfolio composition in an effort to maximize returns given current market conditions. At various times, depending on the nature and reason for the review, the Firm may review the suitability of the Program in which the account participates, the securities held within the account and your financial resources and time horizon (“Suitability Information”). The Firm uses electronic review systems that record all daily transactions and monitor client portfolios. The Firm has established a team within the Supervision Department to perform account portfolio reviews. All clients (other than financial planning clients) will receive the following reports from the Custodian: the time the referral to terms of BRWA may time pay compensation to affiliated or unaffiliated third parties (“Solicitors”) for referring clients to BRWA, as permitted under Rule 206(4)-3 of the Investment Advisers Act of 1940. Such arrangements are disclosed in writing to the client at is made. Appropriate disclosure would be provided to the client in accordance with SEC rules and the Solicitor will be compensated by BRWA according the the specific compensation arrangement contained in the BRWA Solicitation Agreement. account, all contributions • confirmation of each securities transaction (unless the client waives receipt); • all other documents required by law to be provided to security holders; and • a quarterly statement reflecting all activity in the account during the preceding period, including all transactions made on behalf of and the withdrawals, all fees and expenses, and the value of the Account at the beginning and end of the period. e r u h c o r B m a r g o r P e e F p a r amount in W to you in BRWA may also receive compensation for acting as a Solicitor and referring you to a of Third-Party Adviser. The compensation will be determined the agreement between BRWA and the Third-Party Adviser. BRWA will act as the Solicitor and deliver its Solicitor’s Disclosure Document at the time of the referral. s r o s i v d A h t l a e W interests, y e l i R Please note that payment of compensation to the Firm and IARs for recommending a Third- Party Adviser creates a conflict of interest. Although the IARs commit to acting in your the existence of such best compensation could encourage them to make an unnecessary referral or cause them to . The Advisory Agreement for some Programs may provide for additional reports. Accounts will receive performance or other reports only as specifically provided the Advisory Agreement. At least annually, your Representative will contact you to determine whether there have been changes in the Suitability Information, including whether you wish to impose new investment restrictions or modify existing restrictions to the extent allowable under the terms of a particular investment strategy or B 11 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  information about an alternative that doesn’t provide withhold investment option equivalent compensation. Other Compensation from Program accounts advisers, broker-dealers, In certain cases, clearing firms or other broker- dealers who participate in the Programs or who custody Program accounts (each a “Sponsor”) may agree to invest a portion of the revenues it earns through allowances to BRWA, the Representatives, and other or representatives whose clients participate in the Programs. introductions to and to participate limitation, recordkeeping, The Firm may agree to provide the Sponsors with information concerning itself or the IARs and allow the Sponsors in meetings and workshops. In addition, the Sponsors may agree to provide the Firm or IARs with organizational consulting, education, training, and marketing support. shareholder the Programs. investment managers, sub-advisers for mutual IARs) A Sponsor may pay for annual conferences designed to facilitate and promote the success It may offer portfolio of strategists, or investment management firms (who may also funds be recommended by BRWA or the opportunity to contribute to the costs of the Firm annual conference and be identified as a sponsor of a portion of the conference. A Sponsor may agree to bear the cost of airfare for certain IARs to attend the Sponsor’s annual conference or to conduct due diligence visits to the Sponsor’s offices. In addition, a Sponsor may, from time to time, contribute to the costs incurred by the Firm regarding conferences or other client events conducted by the Firm or an IAR. e r u h c o r B m a r g o r P e e F p a r W s r o s i v d A h t l a e W y e l i to recommend (and For a number of our Programs, BRWA has a conflict of interest when recommending BRWM as introducing broker and NFS as clearing broker (hereinafter “Clearing Firm”). An increase in the number of accounts, amount of assets, or number of transactions processed through NFS will at certain levels, help BRWM meet its minimum monthly clearing fees. This is an economic benefit to BRWM, even if no In additional commissions are charged. addition, BRWM receives other fees from its Clearing Firm such as rebates on money market R . or margin account balances, which are based on the number and size of the accounts and balances carried with NFS. NFS may receive Rule 12b-1 distribution fees, shareholder servicing, or administrative fees with respect to mutual funds or money market funds held in the account. Cash awaiting investment or reinvestment is invested in cash management or money market funds at or NFS (or an affiliate), pursuant to an automatic cash sweep program. Thus, NFS has an incentive to purchase mutual funds or money market funds which pay 12b-1 Fees. NFS also receives non-brokerage related fees such as margin interest, IRA fees and money fees, and a money market market fund administrative It may also receive fee. compensation from funds that it offers for the execution of purchases of Fund shares or the performance of clearance, settlement, custodial or other functions ancillary thereto (including, sub- without accounting, communications, administrative, and similar services provided to such funds). Any mutual funds maintained in custodial accounts at NFS which provide 12b-1 or service fees will be rebated back to the account. Outside Brokers/Custodians, where we do not have the ability to rebate 12b-1 fees, may keep the 12b-1 or service fees charged instead of rebating. NFS may provide other products and services that help the Firm or the IARs manage and administer their accounts. These products and include software and other services may technology that provide access to account data (such as trade confirmations and account statements); facilitate trade execution (and allocation of aggregated trade orders for multiple client accounts); provide research, pricing information and other market data; facilitate payment of the Firm’s fees from its accounts; and assist with back-office support, recordkeeping, and Client reporting. These products and services may be used to service all or a substantial number of the Firm’s accounts, including accounts not maintained with NFS. These payments and other economic benefits represent additional compensation to the Firm, over and above the Wrap Fees. Be aware that these various forms of compensation and economic benefits are strong incentives for the Firm to continue recommending) NFS over other brokers, B 12 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025  advisers and these to borrow funds for uses other than purchasing more financial securities or to pay down margin loans. Our affiliate, BRWM receives, as a referral fee, a portion of the interest paid on outstanding loan balances when the client establishes a securities-based line of credit. This creates an incentive for BRWM, BRWA, and its representatives to recommend that the client establish a securities-based line of credit as it represents a direct benefit for BRWM and its representatives, and an indirect benefit and conflict of interest for BRWA (and its IARs) as an affiliate sharing services and infrastructure (e.g., offices, staff, technology, etc.) with BRWM. While this can be a beneficial tool, it includes significant risks and may not be an appropriate option for every client. The client should carefully review the securities-based line of credit program information and paperwork before choosing to open a line of credit and borrow funds. Financial Information The Firm does not require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. We are not subject to a financial condition that is reasonably likely to impair our ability to meet our contractual commitments to our clients. We have never been the subject of a bankruptcy petition. custodians. investment Furthermore, the Firm has the same strong incentive to recommend (and to continue recommending) their investment products and services over other products and services which might provide better returns or better prices, but which do not provide equivalent compensation or economic benefits to the Firm. BRWA intends to fulfill its fiduciary duty to act in the best interests of its clients; however, these strong economic incentives could, consciously or unconsciously, influence its decision-making. You should consider the risk the Firm’s influences on from recommendations when deciding to begin or continue a relationship with the Firm. Other advisers may be able to provide the same or similar services without the presence of these conflicts of interest. Other advisers or custodians may be able to provide the same or similar services for a lower cost or obtain better prices or performance. Additionally, the Firm depends, in part, on business referred to it by its Representatives. As such, it has a strong financial incentive to maintain or improve its relationships with the Representatives so that they continue to make referrals. A securities-based loan (non-purpose loan) is one through which a client can collateralize securities held in his or her brokerage account e r u h c o r B m a r g o r P e e F p a r W s r o s i v d A h t l a e W y e l i R . B 13 B. Riley Wealth Advisors, Wrap Fee Program Brochure: 10/2025