OPPENHEIMER ASSET MANAGEMENT INC. PART 2A APPENDIX 1

Part 2A Appendix 1 of Form ADV Oppenheimer Asset Management Inc. 85 Broad Street New York, NY 10004 September 30, 2026 This wrap fee program brochure (the “Brochure”) provides information about the qualifications and business practices of Oppenheimer Asset Management Inc. If you have any questions about the contents of this Brochure, please contact Brian Roth at Brian.Roth@opco.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (the “SEC”) or by any state securities authority. Additional information about Oppenheimer Asset Management Inc. is available on the SEC’s website at: www.adviserinfo.sec.gov. Registration with the SEC as an investment adviser does not imply a certain level of skill or training.  Item 2. Material Changes This section identifies and discusses material changes to the Brochure since the version of this Brochure dated March 19, 2026. For more details on any particular matter, please see the item in this ADV Brochure referred to in the summary below. Item 4. Services, Fees and Compensation: Additional Fees, Cash Sweeps. Oppenheimer & Co. Inc., an affiliate of Oppenheimer Asset Management Inc., updated the description of its cash sweep program, including the fees and compensation received by Oppenheimer & Co. Inc. and related conflicts of interest in connection with the cash sweep program. A summary of any material changes to this and subsequent Brochures will be provided to you within 120 days of the close of our business’ fiscal year. We may also provide you with additional updates or other disclosure information at other times during the year as required by applicable regulations. You may request the most recent version of this Brochure by contacting Brian Roth at Brian.Roth@opco.com. 2  Item 3. Table of Contents. Item 1. Cover Page Cover Page Item 2. Material Changes…………………………………………………......2 Item 3. Table of Contents ………………………………………………….....3 Item 4. Services, Fees and Compensation ………………………………...….4 Item 5. Account Requirements and Types of Clients …………….................17 Item 6. Portfolio Manager Selection and Evaluation …………………..........18 Item 7. Client Information Provided to Portfolio Managers …………...........23 Item 8. Client Contact with Portfolio Managers …………………….………23 Item 9. Additional Information ……………………………………………...23 3  Item 4. Services, Fees and Compensation. Oppenheimer Asset Management Inc. (“OAM”) is a registered investment adviser and an affiliate of Oppenheimer & Co. Inc. (“Oppenheimer”), a registered investment adviser, a registered broker-dealer and a member of the New York Stock Exchange, Inc. and the Financial Industry Regulatory Authority, Inc. OAM is owned directly by E.A. Viner International Co., a subsidiary of Oppenheimer Holdings Inc. which is a publicly held company. OAM offers a number of advisory programs that are described in this Brochure. Services include discretionary and non-discretionary programs. The advisory programs described in this Brochure are called wrap fee programs because a number of services, including investment advisory, custody and reporting are provided by OAM and Oppenheimer for a fee and transaction costs are not incurred for transactions executed by Oppenheimer. The structure of our advisory programs entails certain conflicts of interest as discussed in Item 6 of this Brochure. Additional information about Oppenheimer Holdings Inc. and its subsidiaries can be found in the public filings for the company available on the SEC’s website. OAM as Fiduciary to You As a registered investment adviser under the Investment Advisers Act of 1940 (the “Advisers Act”), OAM has an obligation to act as a fiduciary in the way that we provide advisory services to you according to legal standards set forth under the Advisers Act, certain state laws and common law. What does it mean to act as a Fiduciary? If there is a potential for a conflict, we disclose the conflict to you. – We need to act in your best interests. – We need to place your interest ahead of our own. – We must disclose material facts about our advisory programs. – We design our advisory programs to avoid conflicts of interest. – Our recommendations to you are based on our investment due diligence process and our understanding of your investment goals and risk tolerance. – We will not engage in principal trading (trades between your accounts and our proprietary accounts) without your consent. – We will disclose the fees that you pay and compensation that we receive. – We must have a reasonable basis for believing our recommendations are suitable for you and are consistent with your objectives and goals. When we provide investment advice to you regarding your retirement plan account subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) or individual retirement account or other account subject to Section 4975 of the Internal Revenue Code of 1986, as amended (the “Code”), such clients (“Retirement Plan Clients”) and such client accounts (“Retirement Client Accounts”), we are fiduciaries within the meaning of Title I of ERISA and/or the Code, as applicable, which are laws governing Retirement Client 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. Under this special rule’s provisions, we must: – 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 4  – Give you basic information about conflicts of interest. Services The advisory programs described below charge a “wrap fee,” and each program consists of the following services: Investment services of OAM and your Financial Advisor – – Trading, execution and settlement through Oppenheimer – Custody through Oppenheimer – Client reporting Oppenheimer Investment Advisers – the OIA Program Oppenheimer Investment Advisers (“OIA”), the fixed income management team of OAM, provides discretionary fixed income advisory services through the OIA wrap fee program. OIA also manages accounts that are not in the OIA program. There are no differences in the way fixed income accounts are managed between accounts in the OIA program or other wrap programs and accounts that are not in OIA program. For more information about the accounts managed by OIA outside of the OIA Program, please see OAM Form ADV Part 2A Firm Brochure. For additional information about OIA brokerage practices, see also “Brokerage Practices” in Item 9 below. OIA-Retirement Plan OAM is the sponsor of an OIA program for Retirement Plan Clients. The program is called OIA-Retirement Plan. The OIA-Retirement Plan program offers the same services as the OIA program except that tax exempt strategies are not available in OIA Retirement. Unified Managed Account Program OAM is the sponsor of the Unified Managed Account (“UMA”) program. Investment managers available through UMA program include managers who provide model portfolios, but do not exercise investment discretion over their strategies (“Sub-Managers”) and managers that exercise limited or shared investment discretion over their strategies, including OAM and its division OIA (“Dual Discretion Managers” and, together with Sub-Managers, “UMA Managers”). Accounts may include one or more investment strategies, mutual funds or exchange traded funds (“ETFs”). OAM acts as overlay portfolio manager for UMA program and exercises discretion with respect to model portfolio strategies. In addition to portfolio management services, the UMA program offers asset allocation services, custody and execution services through Oppenheimer, performance reporting and ongoing monitoring of UMA Managers. The maximum fees set forth in the table below under “Fees” include the fee payable to OAM for overlay portfolio management and fees to UMA Managers. OAM also provides tax management services in the UMA program which is available to UMA clients that have at least $500,000 in their account This account minimum may be waived by OAM in its discretion. There is an additional fee for tax management charged by OAM. The maximum fee for tax management is 0.25%. This fee is negotiable. In order to enroll in the tax management service, clients must sign a separate agreement. For more information about tax management services in UMA, please speak to your Oppenheimer Financial Adviser. Certain UMA Managers including managers of ETFs listed on foreign exchanges are available through UMA program at fees that are higher or lower than the fees indicated below. The list of UMA Managers with higher or 5  lower fees is available upon request from your Financial Adviser. Clients are informed if they have selected a UMA Manager with a higher or lower fee. OAM has created UMA portfolios with designated third-party UMA Managers, ETFs and /or mutual funds which are called OAM Research (“OAM Research”) Portfolios. OAM has discretion to change the allocations within an OAM Research Portfolio and to change the UMA Managers, ETFs and/or mutual funds in an OAM Research Portfolio. There is no UMA Manager fee paid to OAM in connection with OAM Research Portfolios. Clients also may select their own allocations in the UMA program which are called “Flex Portfolios.” Within a Flex Portfolio, clients may select UMA Managers, ETFs or mutual funds from the UMA Managers, ETFs and mutual funds that are available in the UMA program. Clients may change the allocations, UMA Managers, ETFs or mutual funds in a Flex Portfolio at their discretion. If you select a UMA Flex Portfolio, you acknowledge that the program includes a choice of UMA Managers, mutual funds and ETFs. OAM has created UMA portfolios referred to as “Market Strategy Portfolios” managed by OAM’s internal portfolio management team that acts as a UMA Manager, which may be selected by clients in their UMA Flex Account. OAM Market Strategy Portfolios may include ETFs, equities and other investments. There is no UMA Manager fee in connection with the OAM Market Strategy Portfolios. UMA Managers, ETFs and mutual funds in the OAM Research Portfolios and Flex Portfolios may be selected from a group of eligible UMA Managers, mutual funds and ETFs. Some UMA Managers, mutual funds and ETFs are on OAM’s Focus List. UMA Managers, mutual funds and ETFs that are on the Focus List are subject to a higher level of initial and ongoing review by OAM. Certain UMA Managers provide OAM with updates to their model portfolios after such managers have traded their discretionary client accounts. This order of execution results in OAM clients receiving less favorable execution than discretionary clients of such UMA Managers in certain instances. Your UMA Manager may choose to execute trades through broker dealers other than Oppenheimer, and you may be charged commissions or other trading costs by the other broker dealer executing the trades. See “Trade Execution through Other Broker Dealers” in Item 4. Investing in certain UMA Manager’s strategies that utilize UCITs ETFs will involve additional clearing and settlement fee charged by Oppenheimer, which is in addition to your advisory fee. See “Additional Fees” below. For additional information about this fee, please contact your Financial Adviser. Unified Managed Account Program - Retirement Plan OAM is the sponsor of a UMA program for Retirement Plan Clients. The program is called UMA-Retirement Plan. The UMA-Retirement Plan program offers the same services as the UMA program but with a different fee structure. Clients pay a separate fee to UMA Managers that they select. In addition, UMA managers that are affiliated with OAM and charge a UMA Manager fee are not available for UMA clients that are Retirement Plan Clients. Strategic Asset Review – STAR Program OAM is the sponsor of the Strategic Asset Review (“STAR”) program. In the STAR program, OAM offers consulting services, including monitoring of unaffiliated portfolio managers selected by the client (“STAR Managers”) and performance reporting. Oppenheimer provides custody and execution services. The STAR program is a dual contract program, where clients enter into an agreement directly with one or more STAR Managers and pay separate fees to such STAR Managers, as negotiated by the client. OAM does not have authority to select STAR Managers for clients in the STAR program. Clients in the STAR program may select STAR Managers that OAM does not recommend. 6  Your STAR Manager may choose to execute trades through broker dealers other than Oppenheimer, and you may be charged commissions or other trading costs by the other broker dealer executing the trades. Some STAR Managers place nearly all client trades with firms other than Oppenheimer, and some STAR Managers place their trades for certain strategies with firms other than Oppenheimer. See Item 4, “Trade Execution through Other Broker Dealers.” STAR-Retirement Plan Program OAM is the sponsor of the STAR program for Retirement Client Accounts (“STAR-Retirement Plan”). The STAR- Retirement Plan program offers the same services as the STAR program, but with a different fee structure. Clients pay separate fees to the STAR Managers that they select. Portfolio Advisory Services Program OAM is the sponsor of the Portfolio Advisory Services (“PAS”) Flex program and the PAS Research (“PAS Research”) program. In the PAS Flex program OAM assists clients in developing asset allocation strategies and identifying mutual funds that are appropriate in light of the clients’ investment objectives and provides performance reporting. Clients in the PAS Flex program select mutual funds from those available in the program and may choose mutual funds that OAM has not identified for the client. OAM does not exercise investment discretion in the selection of mutual funds for a client’s PAS Flex account. In the PAS Research program, OAM offers pre-constructed portfolios of mutual funds that are designed to provide asset allocation strategies for clients. OAM monitors the mutual funds in these portfolios and exercises investment discretion to change the allocations or the funds, if appropriate. The PAS Research program also provides performance reporting. Execution of fund transactions and custody services are provided by Oppenheimer. In addition to the PAS or PAS Research fee, clients may pay charges imposed by law or by any fund including redemption charges. OAM also offers an offshore version of PAS for non-U.S. investors to invest in offshore open-ended funds (including Undertakings for Collective Investments in Transferrable Securities “UCITS”). The offshore PAS program is offered only outside of the United States to persons who are not U.S. persons, as defined under Regulation S adopted under the Securities Act of 1933, as amended. Some mutual fund companies offer advisory share classes that generally have a lower expense ratio than class A shares. OAM will inform Financial Advisors when advisory classes are available in the program as practicable. PAS Flex and PAS Research – Retirement Plan OAM is the sponsor of a PAS program for Retirement Client Accounts (“PAS Flex-Retirement Plan”) and a PAS Research program for retirement plans (“PAS Research-Retirement Plan”). The PAS-Retirement programs offer the same services as each respective non-retirement PAS programs. Portfolio Enhancement Program and Put Hedged Portfolio Enhancement Program OAM is the sponsor of the Portfolio Enhancement program (“PEP”) and the Put Hedged Portfolio Enhancement program (“Put Hedged PEP”). The PEP program is a discretionary advisory program that uses the sale of broad based index options to enhance the return on a portfolio of securities. Options are sold for up to 40 (or more) trading day periods with strike prices significantly apart from current market levels. The strike price is the specified price on an option contract at which the option may be exercised. The portfolio of securities is held at a separate brokerage account at Oppenheimer. In the Put Hedged PEP program, a far out of the money put is purchased to establish a 7  floor on possible losses should the Standard & Poor’s 500 Index decline by a large amount. A far out of the money put is one whose exercise price is well below the market price of the underlying stock. As part of its strategy PEP sells uncovered options. Selling uncovered options involves a high degree of risk and is not suitable for all investors. In some cases losses can be unlimited. Suitability requirements include financial sophistication and the ability to withstand a loss of equity. The Options Clearing Corporation (“OCC”) Disclosure Document titled “Characteristics and Risk of Standardized Options” and the supplement titled “Special Statement for Uncovered Option Writers” is provided to investors for additional information on risk of options. The PEP and Put Hedged PEP programs also provide execution and custody services through Oppenheimer. The fees for PEP and Put Hedged PEP are set forth in the table in item 4 under “Fees” below. The monthly fee increases by increments of $1,000 per unit for unit amounts greater than four units. Participants in the PEP and Put Hedged PEP programs must meet Oppenheimer’s uncovered suitability requirements, complete Oppenheimer’s Option Application and have a net worth of $3 million with a minimum account size of $1.25 million of released collateral. PEP and Put Hedged PEP involve a high degree of risk. Clients in these programs should be financially sophisticated and able to withstand loss of equity. Risks All trading in your account is at your own risk. Investment performance of any kind is not guaranteed, and past performance of OAM or your portfolio manager(s) does not predict future performance. In addition, certain investment strategies that open end funds (including mutual funds, UCITs or ETFs) or closed end funds (collectively “funds”) or portfolio managers may use in the programs described in this Brochure have specific risks, which include but are not limited to, risks associated with investments in common stock, fixed income securities, mutual funds, UCITs, ETFs, American Depositary Receipts and foreign securities, among others. Moreover, mutual funds or ETFs may pursue similar or substantially similar investment strategies and/or holdings. You should consider each fund’s investment objectives, costs and expenses and other relevant factors when determining what investment product is appropriate and consult with your Oppenheimer Financial Advisor regarding the specific risks associated with the investments in your account. Please review a portfolio manager’s ADV brochure for a description of the material risks associated with any strategy you may have selected. OAM shall not be responsible for any misstatement or omission or for any loss attributable to such misstatement or omission contained in any fund prospectus, fact sheet or any other disclosure document provided to us for distribution to clients. General Risks: The success of any investment product or any portfolio manager may be affected by general economic and market conditions, such as interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws and national and international political circumstances. These factors may affect the level and volatility of securities prices and the liquidity of a portfolio’s investments. Unexpected volatility or illiquidity could result in losses. Investing in securities is speculative and entails risk. High portfolio turnover of a fund may incur higher transaction costs at the fund level, which may in turn detract from the returns of such fund. There can be no assurance that the investment objectives of any fund or any portfolio manager will be achieved or that its investment strategy will be successful. Risks of Exchange Traded Funds: Exchange Traded Funds (“ETFs”) are baskets of securities that are traded like a stock on an exchange. Equity-based ETFs are subject to risks similar to those of stocks; and fixed income-based ETFs are subject to risks similar to those of fixed income securities such as bonds (see “Risks of Equity Strategies” and “Risks of Fixed Income Securities” below). Investment returns will fluctuate and are subject to market volatility, so that an investor’s shares, when redeemed or sold may be worth more or less than their original cost. The value of any ETF and thus the portfolio that holds an ETF will fluctuate with the value of the underlying securities in the ETF reference basket. ETFs often trade for less than their net asset value. There may be a lack of 8  liquidity in certain ETFs which can lead to a large difference between the bid-ask prices (increasing the cost to you when you buy or sell the ETF). A lack of liquidity can cause an ETF to trade at a large premium or discount to its net asset value. Additionally, an ETF may suspend issuing new shares and this could result in an adverse difference between the ETF’s publicly available share price and the actual value of its underlying investment holdings. At times when underlying holdings are traded less frequently, or not at all, an ETF’s returns also may diverge from the benchmark it is designed to track. Not all ETFs are diversified and certain ETFs contain significant concentration risks. Diversification does not ensure a profit and does not protect against loss in declining markets. The ETFs are actively or passively managed and generally have lower management fees and operating expenses than actively managed mutual funds. Risks of Mutual Funds and Closed-End Funds: An open-end mutual fund is a registered investment company under the Investment Company Act of 1940, as amended (the “Company Act”). A mutual fund is a collection of investor money pooled together to achieve a common investment objective, which is managed by a mutual fund manager who invests according to the mutual fund style or objectives. There are many different types of mutual funds for many different types of securities, going from conservative in style to aggressive or speculative. A closed- end fund is a type of registered investment company that, like a mutual fund, uses a professional manager to invest the fund's assets in a diversified selection of securities. The term “closed end” indicates that a limited number of shares are issued during an Initial Public Offering (“IPO”). Investments in mutual funds and closed-end funds generally reflect the risks of owning the underlying securities they are designed to track. Mutual funds and closed- end funds also have management fees that increase their costs as compared to owning the underlying securities directly. An investor in a mutual fund or a closed-end fund will indirectly bear its proportionate share of the management and other expenses that are charged by such mutual fund or closed-end fund to its shareholders. Certain mutual funds and closed-end funds may be domiciled outside of the United States and therefore will not be subject to the Company Act, which imposes certain protective restrictions and regulations favorable to investors that invest in funds registered thereunder. Risks of Alternative Mutual Funds: Alternative Mutual Funds (“Liquid Alternatives”) are registered under the Company Act, but they use investment strategies that are different from those used by traditional mutual funds. Liquid Alternatives seek to accomplish the fund’s objectives through non-traditional investments and trading strategies, and may invest in assets, such as global real estate, commodities, leveraged loans, start-up companies and unlisted securities that offer exposure beyond traditional stocks, bonds and cash. In addition to the usual market and investment specific risks mutual funds have, Liquid Alternatives carry additional risks from the strategies they use, including but not limited to liquidity risk, leverage risk, derivative risk, valuation risk, counterparty risk, regulatory risk, specialized trading risk, manager risk, investment process risk and strategy risk. As Liquid Alternatives tend to be complex investments with potentially complicated tax implications, they are not appropriate for all investors and only may be offered to certain investors. Some Liquid Alternatives are newer products and may have a limited performance history. In addition, these funds may have higher operating expenses when compared with traditional mutual funds and as a result, over time, these fees could detract from long-term returns. Please refer to the applicable fund’s prospectus for additional information on expenses and descriptions of the specific strategies utilized by such fund. Risks of Master Limited Partnerships: Master limited partnerships (“MLPs”) are publicly listed securities that trade much like a stock, but they are taxed as partnerships. MLPs are typically concentrated investments in assets such as oil, timber, gold and real estate. The risks of MLPs include concentration risk, illiquidity, exposure to potential volatility, tax reporting complexity, fiscal policy and market risk. Currently, most MLPs operate in the energy, natural resources, or real estate sectors. Investments in such MLP interests are subject to the risks generally applicable to companies in these sectors (including commodity pricing risk, supply and demand risk, depletion risk and exploration risk). In addition, depending on the ownership vehicle, MLP interests are subject to varying tax treatment. If you have any questions about the tax aspects of investing in an MLP, please discuss with your tax advisor. 9  Risks of Equity Strategies: A fund or a portfolio manager may invest in equity securities. The value of investments in equity securities will fluctuate in response to general economic conditions and to changes in the prospects of particular companies and/or sectors in the economy. Risks of Specialty/Sector/Non-Diversified Strategies: Funds or portfolio managers that invest exclusively in one sector, industry or a single issuer involve additional risks, including a greater vulnerability to share price fluctuations than that of a less concentrated strategy, because of increased concentration of investments or avoiding other investments. The lack of industry diversification subjects such funds/strategies to increased industry-specific risks. When strategies invest in a concentrated number of securities, a decline in value of these securities would cause your overall account value to decline to a greater degree than that of a less concentrated portfolio. Risks of Fixed Income Securities: There are risks associated with investing in bonds. These include risks related to interest rate movements (interest rate risk, spread risk and reinvestment risk), and the risk of credit quality deterioration (credit or default risk). Funds or portfolio managers that invest in lower-rated debt securities (commonly referred to as high yield or junk bonds) involve additional risks because of the lower credit quality of the securities in the portfolio. Such funds may lose all or some of their monies when investing in bonds and should be prepared to bear such losses. These risks need to be evaluated and effectively managed if a fund is to achieve the potential benefits of investing in fixed income securities. While OAM and/or a fund or a portfolio manager will seek to manage these risks, there is no guaranty that they will succeed in managing any or all of them. OAM and/or a fund or the applicable portfolio manager may also seek to engage in workout or re-structuring agreements that are meant to enhance the value or safety of their investment position, however these actions may not result in added value. Risks of Tax-Free Municipal Bond Strategies: A fund or a portfolio manager may invest in tax-free municipal bond. Municipal bonds are subject to the same risks as bonds in general, including interest rate risk, credit risk, reinvestment risk, and liquidity risk. The municipal market can be susceptible to unusual volatility, particularly for lower-rated and unrated securities. Liquidity can be reduced unpredictably in response to overall economic conditions or credit tightening. There may be less public information available on municipal issuers or projects than other issuers, and valuing municipal securities may be more difficult. In addition, the secondary market for municipal securities is less well developed and liquid than other markets, and dealers may be less willing to offer and sell municipal securities in times of market turbulence. The value of municipal securities can also be adversely affected by regulatory and political developments affecting the ability of municipal issuers to pay interest or repay principal, actual or anticipated tax law changes or other legislative actions, and by uncertainties and public perceptions concerning these and other factors. Income from tax-free municipal bond funds may be subject to state and local taxation and the alternative minimum tax. Oppenheimer does not offer tax advice. Please consult with your own tax advisor. Risks of Absolute Return Investments: A fund or a portfolio manager may use leverage, engage in short sales and derivative transactions, invest in foreign or illiquid securities, and/or potentially have limited diversification, which could result in significant losses. The risk of shorting securities by such fund is theoretically unlimited. Risks of Small and Mid-Capitalization Companies: Investments in companies with smaller market capitalization are generally riskier than investments in larger, well-established companies. Smaller companies often are more recently formed than larger companies and may have limited product lines, distribution channels and financial and managerial resources. These companies may not be well known to the investing public, may not have significant institutional ownership and may have cyclical, static or moderate growth prospects. There is often less publicly available information about these companies than there is for larger, more established issuers, making it more difficult for OAM or the portfolio manager, as applicable, to analyze that value of the company. The equity securities of small and mid-capitalization companies are often traded over-the-counter or on regional exchanges and may not be traded in the volume typical for securities that are traded on a national securities exchange. 10  Consequently, OAM or the portfolio manager, as applicable, may be required to sell these securities over a longer period of time (and potentially at less favorable prices) than would be the case for securities of larger companies. In addition, the prices of the securities of small and mid-capitalization companies may be more volatile and less liquid than those of larger companies. Risks of Real Estate Securities (including REITs): A fund or a portfolio manager that invests in real estate securities may be subject to a higher degree of market risk because of concentration in a specific industry, sector or geographical sector. Real estate investing may be subject to risks including, but not limited to, declines in the value of real estate, risks related to general and economic conditions, changes in the value of the underlying property owned by the trust, interest/mortgage rates and defaults by borrower. Real estate investment trusts (“REITs”) are vulnerable to interest rate risk, as increases in interest rates may reduce demand for REITs. REITs allow for investors to buy and sell shares on the public market exchange; however, these investments may be less liquid than other investments, such as stocks and bonds. The investor should note that there may be added liquidity risk for REIT-focused strategies. REIT dividends are not subject to the favorable tax treatment of qualified dividends. Therefore, REIT dividends are taxed as ordinary income. Risks of Infrastructure-Related Securities: A fund or a portfolio manager that invests significantly in infrastructure-related securities have greater exposure to adverse economic, regulatory, political, legal and other changes affecting the issuers of such securities. Infrastructure companies may be focused in the energy, industrials and utilities sectors. A downturn in these sectors could have an adverse impact on such fund. Risks of Foreign Securities: A fund or a portfolio manager may invest in foreign securities. Investments in foreign securities are affected by risk factors generally not thought to be present in the U.S. The factors include, but are not limited to, the following: currency risk, political risk, risk associated with varying accounting standards and less public information about issuers of foreign securities and less governmental regulation and supervision over the issuance and trading of securities. Investing in emerging markets may accentuate these risks. Purchasing foreign securities in an Oppenheimer account, such as ADRs (American Depository Receipts) or UCITS (Undertakings for Collective Investment in Transferable Securities), will involve additional expenses associated with the transaction. Investing in certain strategies that include allocations to UCITS will involve additional expenses, including clearing and settlement fees, as well as any UCITS expenses that are proportionally shared by all shareholders in such UCITS. For additional information about such costs and expenses, please speak to your Oppenheimer Financial Advisor. Offshore ETFs are exchange listed and traded, and may consist of interests in UCITS. Risks of Mortgage-Backed Securities: A fund or a portfolio manager may hold funds/strategies that own mortgage and asset-backed securities. These products present special risks which may result in significant losses. Mortgage- and asset-backed securities are affected by interest rates, financial health of issuers/originators, creditworthiness of entities providing credit enhancements, prepayment and extension risks, and the value of underlying assets. Risks Relating to Derivatives: A fund or a portfolio manager may engage in derivative trading, which may include, among other things, futures, options, forwards and swap agreements and may be used in order to hedge portfolio risks, create leverage, or attempt to increase returns. Investments in derivatives may result in increased volatility and the fund’s portfolio may incur a loss greater than its principal investment. A risk of a fund’s use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. In addition, some derivatives are more sensitive to interest rate changes and market price fluctuations than other securities. The possible lack of a liquid secondary market for derivatives and the resulting inability of a fund to sell or otherwise close a derivatives position could expose the fund to losses and could make derivatives more difficult for the fund to value accurately. When a fund invests in a derivative for speculative purposes, the fund will be fully exposed to the risks of loss of that derivative, which could sometimes be greater than the derivative’s 11  cost. A fund could also suffer losses related to its derivative’s positions as a result of unanticipated market movements, which losses are potentially unlimited. Risks Relating to Options: A fund or a portfolio manager may engage in options trading. Options trading involves a number of inherent risks and may result in substantial (and in some strategies potentially unlimited) losses. Covered calls do not provide a guarantee of principal. Writing covered call options is considered to be a conservative strategy to help boost income return of a portfolio of stocks. Covered call writing limits the upside profit potential of the underlying security. A fund will only gain the appreciation from its initial purchase price to the strike price plus the premium received from selling the call option and any dividends declared during the duration of the option. A fund gives up any price gains above the strike price. On the downside, a covered call strategy’s maximum loss occurs if the stock price goes to $0, minus the premium taken in from the sale of the call option. Options trading in general involves high risk and a fund can lose a significant amount of money. Investing in options or any other financial instruments involves high risk and may not be suitable for everyone. Assignments on a written call is always possible. Some option and option related strategies involve complicated tax assumptions, and accordingly, as with any transaction having potential tax implications, clients should consult with their own tax advisors. Accordingly, please be advised that any profits or returns on investments could decrease with the inclusion of transactional costs or fees, and that any losses could increase. Risks Relating to Merger Arbitrage: A fund or a portfolio manager may hold funds/strategies that engage in merger-arbitrage & event-driven investing. Merger-arbitrage and event-driven investing involve the risk that the adviser’s evaluation of the outcome of a proposed event, whether it be a merger, reorganization, regulatory issue, or other event, will prove incorrect and that such fund’s/strategy’s return on the investment may be negative. Risks of Hedged Strategies: A fund or a portfolio manager may implement the hedging component of its hedged strategies by taking a “short” position in one or more index ETFs. Selling an index ETF that a fund or a client’s account invested in the portfolio manager’s strategy does not own exposes such fund or an account to costs and risks that are not associated with owning securities long. A short position in an index ETF will lose money when the index that the ETF is tracking increases in value, a result that is the opposite from traditional strategies. These losses, when available, may add to the total loss capture for a fund or an account invested in the strategy. Any dividends paid by ETFs underlying the short position must be paid to the institution lending the security and thus will not generate income for the fund or an account invested in the strategy. Further, since a short position in an index ETF is intended to have an opposing or “inverse” relationship to the long positions in a fund’s or an account’s portfolio, if the index ETFs underlying the short position deviate from this inverse correlation to the performance of the strategy’s benchmark, then the strategy will not perform as desired. Portfolio losses for a fund or a portfolio manager with hedged strategies may result in margin calls. In turn, such fund or portfolio manager may be instructed to sell its portfolio assets in response to such margin calls, or alternatively be required to add cash to the portfolio in response to margin calls, which may negatively impact such fund or portfolio manager’s ability to implement its investment strategy. Finally, tax rules and guidance related to hedging transactions are complicated and may require an analysis of overlapping exposures between long and short positions. A fund or a portfolio manager may have designed the strategy to provide the desired tax results, but individual investor’s circumstances may limit or eliminate any tax benefits. Clients should consult with their own tax advisors. Custody Oppenheimer acts as custodian with respect to your assets in the programs described in this Brochure, unless you instruct as otherwise, as stated below. Upon Oppenheimer’s approval, you may choose to use a custodian other than Oppenheimer with respect to your assets in the STAR program or the OIA Program and, upon request, a non-U.S. custodian other than Oppenheimer with respect to your assets in the UMA and STAR programs. If you use a custodian other than Oppenheimer, you (i) will pay the fees and charges of that custodian, (ii) authorize Oppenheimer to issue instructions to such custodian with respect to investment decision for your account, and will require the custodian to provide Oppenheimer with all reports regarding the Account., and to promptly notify Oppenheimer of any deposits or withdrawals from the Account, and (iii) understand that Oppenheimer shall not be responsible for any loss incurred by reason of any act or omission by any custodial selected by you. 12  Fees The fees we charge are negotiable and may differ from client to client based on a number of factors, including the type and size of the account and the range of client related services to be provided to the Account and may differ for a client depending on the advisory program selected. The maximum advisory fee and minimum account size for each program are set forth in the table below. The minimum annual fee for an account in any program is $250. The minimum fee will not apply if the account is at least $50,000 or advisory accounts in a client’s household are at least $250,000. Refer to the “Additional Fees” section below for additional information regarding fees. OAM Advisory Program Account Minimums and Maximum Fees Program Name Minimum Account Size Maximum Fees OIA Tax Exempt Bond Laddered Portfolio: $125,000 Tax Exempt Short Duration Cash: $500,000 High Yield: $150,000 Short Duration Cash Management: $150,000 All other OIA accounts: $150,000 Tax Exempt Bond Laddered Portfolio: 0.80% Tax Exempt Short Duration Cash: 0.56% High Yield: 1.00% High Yield Tax Exempt: 1.25% Tax Exempt Bond Laddered Portfolio: 0.80% All other OIA accounts: 0.80% 0.80% OIA Retirement Short Duration Cash Management: $150,000 All other OIA accounts: $150,000 Account must meet manager minimum STAR Equity/Balanced Managers: 2.25% Fixed Income Managers: 0.50% Account must meet manager minimum 2.25% STAR Retirement UMA UMA Flex: $10,000 - $2,000,000 UMA Research: $10,000 - $500,000 Equity/Balanced Managers: 3.00% Fixed Income Managers: 0.80% Mutual Funds : 1.75% CEFs, ETFs and ETF Managers: 1.50% 2.70% UMA Retirement UMA Flex: $10,000 - $500,000 UMA Research: $10,000 - $500,000 $10,000 1.50% PAS Flex $10,000 1.50% PAS Flex Retirement $5,000 1.75% PAS Research $5,000 1.75% PAS Research Retirement $10,000 2.00% Offshore PAS PEP Units Monthly Fee Annual Fee Minimum account size $1,250,000 Portfolio Enhancement Program (PEP) 0.5 1 1.5 2 2.5 3 3.5 4 $1,000 $1,850 $2,700 $3,600 $4,400 $5,000 $5,700 $6,200 $12,000 $22,200 $32,400 $43,200 $52,800 $60,000 $68,400 $74,400 As stated above, if UMA clients elect tax management services in their UMA account, there is an additional fee for tax management services charged by OAM. The maximum fee for tax management is 0.25%, which is negotiable. 13  For more information about tax management services in UMA, please speak to your Oppenheimer Financial Advisor. Fee Billing Fees are billed monthly in advance. You will receive a pro rata refund of fees if you terminate your account before the end of a month. Fees for accounts are adjusted on a prorated basis for each addition to or withdrawal of $10,000, netted on a daily basis. Advisory fees may be calculated based upon a different data feed than that used to generate account statements. The data feed will differ in its treatment of factors such as accrued interest and trades pending settlement. Comparing Costs The fees charged for advisory programs may differ from what it would cost to purchase these services separately. You may pay more or less in an OAM wrap fee program than you might otherwise pay if you purchased the services separately. Several factors will affect whether your costs are more or less in a wrap program as compared to a brokerage or other type of advisory program including the following: – Size of the portfolio – Trading activity in the Account – Whether a STAR or a UMA manager uses Oppenheimer’s trading and execution services or trades through other broker dealers Your advisory fee will not be reduced if – Your account has low or no trading activity – Your STAR or UMA manager elects to trade away from Oppenheimer – You decide not to follow our investment advice in a nondiscretionary program or – You decide not to access reports provided in the program The Programs in this Brochure generally are designed for – Clients who want to implement a medium to long term investment plan – Clients who seek and plan to use the advice of an investment professional either in non-discretionary programs or discretionary programs – Clients who prefer the consistency of fee based pricing – Clients who want investment advice, custody, trading and execution services and performance reporting in an all-inclusive program rather than buying these services separately The fee structures for these programs may not be appropriate for Clients who have the following expectations – A short term investment horizon – Expect to maintain high levels of cash or money market funds – Clients who want to hold and maintain highly concentrated positions – Clients who expect to make continuous withdrawals Certain strategies are available in several programs. The fees you pay will vary depending on the program you select and the structure of the program (such, as UMA or STAR program). A portfolio manager’s strategy may also be available in a mutual fund that is available in the PAS mutual fund program or in an ETF that is available in the UMA program. 14  Additional Fees: The advisory fee described above does not include any dealer markups or markdowns in principal transactions with broker dealers other than Oppenheimer, or commissions charged by broker dealers other than Oppenheimer (see “Trade Execution Cost through other Broker-Dealers below”), ADR agency processing fees, odd lot differentials, Exchange or SEC fees, transfer taxes any other charges imposed by law, or any expenses charged by open ended funds (including mutual funds or UCITs), ETFs or closed end funds, including redemption charges as further described below under “Funds in Advisory Programs.” Certain assets held in Oppenheimer accounts will be swept into deposits at certain participating banks in Oppenheimer’s ABD Program (see “Cash Sweeps” below). Moreover, investing in certain portfolio manager’s strategies in the UMA program that utilize UCITs ETFs will involve additional clearing and settlement fee charged by Oppenheimer (which is generally expected to be 15 basis points), which is in addition to your advisory fees. Please contact your Financial Adviser to obtain more information about this fee. Trade Execution Cost through other Broker Dealers Your wrap fee includes the cost of portfolio transactions executed through Oppenheimer. Your UMA manager or a STAR manager (each, a “portfolio manager,” as applicable) may choose to execute trades through other broker dealers. These trades are called “step out trades”. You may be charged commissions or other trading costs (such as mark ups) by the other broker dealers executing the trades. Trading costs may be embedded into the price of the security transaction executed in your account. Generally, fixed income securities transactions will be executed on a principal basis through broker-dealers other than Oppenheimer. The portfolio manager is responsible for monitoring that any additional commissions or mark ups charged to you when they decide to step out trades are consistent with their best execution obligations. If your portfolio manager does not execute trades through Oppenheimer and does not take action to ensure that you do not incur additional costs, the selection of that portfolio manager may not be a cost-effective option for you. OAM has instructed portfolio manager, that if transactions are executed on an agency basis through broker dealers other than Oppenheimer, any additional transaction costs must be disclosed to OAM. OAM includes in the Portfolio Review provided to clients the names of portfolio managers that trade away for specific strategies and additional costs that would be incurred on a representative $100,000 account. Clients should contact their Oppenheimer Financial Adviser if they would like to obtain more specific information regarding stepped out trades and the amount of commissions or other costs, if any, a client incurred as a result of those transactions. Clients should review their portfolio manager’s Form ADV Part 2A and inquire about the portfolio manager’s trading practices and consider any additional trading costs that may be incurred if a particular portfolio manager is selected. Funds in Advisory Programs Advisory accounts may include open end funds (including mutual funds, UCITs or ETFs) or closed-end funds (collectively “funds”). Investing in strategies that invest in funds is more expensive than other investment options in your advisory account. Assets held in these funds are subject to various fees and expenses, including share class related fees, paid to the fund and ultimately borne by the investor. Shareholders in these funds bear their proportionate share of the expenses of such funds. These fees will be in addition to and not offset against the wrap fees for the account. Investors should review and consider these additional fees carefully. If mutual fund shares are transferred from your brokerage account at Oppenheimer into your advisory account, we will rebate the last 12 months of the commission (load) incurred with respect to such funds. Oppenheimer receives marketing, distribution and/or service fees (referred to as “12b-1 fees”) as a result of investments in certain mutual funds. Mutual funds generally offer multiple share classes, some of which do not result in 12b-1 fees. Any 12b-1 fees paid to Oppenheimer attributable to mutual fund shares held in your advisory account will be credited back to clients by the firm on a monthly basis for those days that the account is managed. The payment of 12b-1 fees presents a conflict of interest for OAM and Oppenheimer and provides an incentive to 15  recommend investments based on the compensation received from the receipt of 12b-1 fees, rather than on a client’s needs or the existence of a less expensive share class even when a client is eligible for a lower-cost share class of the same fund. The firm mitigates this conflict by crediting back 12b-1 fees to the client. OAM advisory programs make available mutual funds which offer various classes of shares, including shares generally designated as Class A shares or other classes that pay 12b-1 fees, and certain shares classes that do not pay 12b-1 fees. In other instances, a mutual fund may offer only classes that pay 12b-1 fees, but another similar mutual fund may be available that offers share classes that do not pay 12b-1 fees. It is generally more expensive for a client to own shares that pay a 12b-1 fee. By offering 12b-1 share classes as well as non-12b-1 share classes, a conflict of interest exists for OAM, Oppenheimer and Financial Advisors because there is a financial incentive for the Financial Advisor to recommend a more expensive 12b-1 fee paying share class even when a client is eligible for a lower-cost share in the same or a comparable mutual fund. The firm mitigates this conflict by crediting back to the client 12b-1 fees received and by performing a periodic review of the classes of mutual fund shares held by clients in its advisory programs. Certain funds pay Oppenheimer a system support or networking fee per client account. Oppenheimer retains these fees. available at Cash Sweeps Uninvested cash in the advisory programs described in this Brochure for which Oppenheimer provides custody services will be automatically swept into deposit accounts at participating deposit banks in the ABD Program (as defined below). Unless the client chooses not to participate in the ABD Program, uninvested cash balances in accounts held at Oppenheimer in all programs sponsored by OAM are automatically swept into the interest-bearing deposit accounts (“Deposit Accounts”) in certain participating banks (each, a “Deposit Bank”) in the Advantage Bank Deposit Program (the “ABD Program”). Each participating Deposit Bank pays Oppenheimer fees based on the amounts deposited in the Deposit Accounts. Oppenheimer, not the Deposit Banks, sets the fees and compensation that Oppenheimer receives through the ABD Program in its sole and absolute discretion. The fees and compensation received by Oppenheimer reduce the interest that the client receives. The interest rate available through the ABD Program will in almost all cases be lower than the rates available on money market mutual funds, bank account deposits and other cash equivalent investment products offered outside the ABD program. Oppenheimer is not acting as a fiduciary or assuming fiduciary responsibilities with respect to the selection of Deposit Banks, or allocations to particular Deposit Banks. Refer to the Terms and Conditions of the ABD Program that was provided to you with your Oppenheimer client agreement for additional information on the ABD Program, including financial incentives and related conflicts of interest. The Terms and Conditions of the ABD Program are also https://www.oppenheimer.com/getContentAsset/24842d82-75b5-4b65-8b47- 14ec24f7fd92/c7457923-fb44-4ba3-82e6-d567e6afe238/21-bro-48-abd-programterms-061021_3628390- 1.pdf?language=en. You must notify your Oppenheimer Financial Advisor if you wish to opt out of or discontinue participation in the ABD Program. The ABD Program creates significant financial benefits for OAM and Oppenheimer. The fee payable to Oppenheimer may be as high as 5% of the Deposit Account balances in the ABD Program. The ABD program fees that Oppenheimer receives are in addition to the advisory fees that clients pay OAM with respect to assets in the advisory programs described in this Brochure. This presents a conflict of interest as OAM has an incentive to recommend holding cash based on the compensation received by OAM and Oppenheimer rather than on a client’s needs. In advisory programs where OAM exercises investment discretion, OAM determines the level of cash in the advisory account. The ABD Program creates a conflict of interest for Oppenheimer and OAM because we are paid both the advisory fee and the ABD program fee on cash balances in the ABD Program. The greater the deposits and the longer such deposits are held in the ABD Program, the greater the ABD Program fee Oppenheimer receives. Clients in advisory programs should compare their advisory program to a brokerage account that does not charge an advisory fee to the Client. OAM and Oppenheimer seek to mitigate the conflicts of interest with the ABD Program by disclosing such conflicts to you and by not sharing the ABD Program fees with Oppenheimer Financial Advisors and OAM employees that exercise investment discretion or make recommendations, as applicable. 16  The ABD Program is Oppenheimer’s only sweep option. If you do not want your cash balances swept into the ABD Program, please notify your Oppenheimer Financial Advisor. If you opt out of the ABD Program, your uninvested cash will be held as a non-interest bearing “free credit balance”. As stated above, the interest rates available through the ABD Program will in almost all cases be lower than the rates available on money market mutual funds, bank account deposits and other cash-equivalent investment products offered outside the ABD Program. Clients should consult with their Financial Advisor to compare money market mutual funds and other cash equivalent investment options with the ABD Program. Compensation to Financial Advisors; Discounting Financial Advisors of Oppenheimer receive a portion of the fee paid by their clients in the advisory programs covered in this Brochure. The amount of this compensation to Financial Advisor with respect to advisory accounts may be higher than the amount of compensation to Financial Adviser with respect to transaction-based accounts, or what the Financial Advisor would receive if the client participated in other programs or paid separately for investment advice, brokerage and other services. A Financial Advisor may therefore have a financial incentive to recommend a particular advisory program described in this Brochure over other programs or services. Oppenheimer Branch Managers review each new advisory account for suitability. Financial Advisors can charge a client up to the maximum fee for each program. Your Financial Advisor may agree to charge you a fee less than the maximum fee described in this Brochure. The amount of the fee you pay for your advisory program is a factor in determining the compensation that is paid to your Financial Advisor. Financial Advisors receive less than their standard payout when accounts are priced below certain levels. This creates an incentive for Financial Advisors not to reduce fees and to price accounts at or above certain levels. All assets held at Oppenheimer that are part of your client relationship may be used by your Financial Advisor to determine pricing for your advisory accounts. Selection of Advisory Program by Retirement Plan Clients Oppenheimer Financial Advisors provide Retirement Plan Clients with information about various advisory programs offered by Oppenheimer and OAM. No representative of Oppenheimer or OAM provides individualized advice to Retirement Plan Clients based on the particular needs of the plan regarding the selection of an advisory program. The selection of an advisory program is made by the retirement plan’s Responsible Plan Fiduciary. Certain strategies are available in several programs. The fees you pay will vary depending on the program you select and the structure of the program (such as unified managed account). A third party manager’s strategy may be available in a mutual fund or an ETF or in a separate account in one of our other advisory programs. Item 5. Account Requirements and Types of Clients OAM’s wrap fee program clients include individuals, pension and profit sharing plans, trusts, charitable organizations, business and government entities and endowments. To enroll in any of the programs covered in this Brochure (except for PEP and Put Hedged PEP Programs), you must complete an investment questionnaire with the assistance of your Financial Advisor and enter into the single advisory agreement (“Advisory Agreement”), which would govern the terms of your existing and future advisory accounts for the programs covered in that agreement. The PEP and Put Hedge PEP Programs have separate agreements and require additional documentation. You also will be required to execute a brokerage agreement with Oppenheimer. Minimum account sizes are set forth in the table in item 4. OAM may waive these minimums in its discretion. 17  Item 6. Portfolio Manager Selection and Evaluation The selection and review of funds and strategies is described in the table below: Monitoring and Review Portfolio Manager Selection and Evaluation Funds Eligibility Operational standards, minimum asset levels, accessible in third party databases, length of performance history Operational standards, minimum asset levels, accessible in third party databases, length of performance history Separate Account Manager Eligibility Quantitative and Qualitative standards used including a review of firm, asset levels, investment process changes, and an analysis of ongoing performance. Quantitative and Qualitative standards used including a review of firm history, asset breakdown, investment team, investment philosophy, investment process, and regulatory history. Qualitative and Quantitative analysis of historical performance. Separate Account and Mutual Funds Focus List Quantitative and Qualitative standards used including a review of firm history, asset breakdown, investment team, investment philosophy, investment process, trading infrastructure, compliance infrastructure, historical portfolio holdings, client service capability, risk evaluation, and historical performance. Analysis of market performance and impact on portfolios, ongoing Qualitative and Quantitative review of performance, Qualitative review of standards used including firm history, asset breakdown, investment team, investment philosophy, investment process, and regulatory updates. *Certain managers in the STAR program are available in the program as an accommodation for Financial Advisors whose clients use managers in the STAR program that are not recommended by OAM and receive an initial limited review and a limited review on an annual basis. Eligible Sub-Managers and Discretionary Managers in the UMA program receive an initial limited review and a limited review on an annual basis. Standards Used to Calculate Performance Performance Composites – We make available profiles of strategies and mutual funds on the Focus List and for certain eligible strategies not on the Focus list. These profiles include past performance information. Composites that we provide may be prepared by us for the strategy in the UMA program from the third quarter of 2016 (or later date when the manager joined the UMA program). In addition, we may provide the managers’ performance composite that they calculate for accounts managed with the same strategy. The net returns will be shown net of the fees in our program. We do not independently verify the performance information provided by managers but only use performance information that is either GIPS compliant and verified or included in the manager’s financial statements. Performance results achieved in the UMA program will differ from the managers’ performance of their other accounts. OAM also performs a holdings-based analysis of client representative accounts. Holdings-based information for all strategies is loaded into our performance attribution and risk system. Performance attribution and risk analytics are generated for equity strategies, and several forms of fixed income analytics are generated for research comparisons. The returns generated by this system are compared to the composite performance provided by the portfolio managers on a quarterly basis. 18  Clients may impose reasonable restrictions on investing in certain securities and types of securities. Accounts are managed to meet individual client needs and objectives and tax situations. Investment strategies and funds are assigned a risk category rating. The responses to the risk tolerance questionnaire are used to determine an appropriate manager or strategy that is consistent with the client’s stated risk tolerance. The risk category ratings were developed to reflect investors’ expectations of risk and reward from conservative to aggressive. OAM maintains a watch list of concerns about a portfolio manager. If these concerns are not resolved satisfactorily, OAM may terminate the portfolio manager from participation in the applicable program. A portfolio manager may be terminated from a program for a number of reasons including investment professional turnover, business reasons, organizational changes that have a negative effect on the investment team, style drift or operational or compliance changes. Affiliated Managers Certain affiliated managers may be selected by a client as a UMA Manager in the UMA program for a UMA Flex account. Affiliated managers are not on the Focus List and are not reviewed or recommended by the Consulting Group of OAM. Affiliated managers are not available (i) in an UMA Research account or (ii) to UMA clients that are Retirement Plan Clients (except where such affiliated managers don’t receive a UMA Manager fee) or (iii) in the STAR program. Your selection of an affiliated UMA Manager (OIA or OAM Market Strategy Portfolios) will mean that OAM will retain an entire fee for your account. Trading by Managers Portfolio managers may participate in other wrap fee programs that are sponsored by firms other than OAM and may manage institutional and other accounts that are not part of a wrap fee program. In the event that an investment manager wishes to purchase or sell a security for accounts in various programs, the investment manager would have to determine whether it would achieve best execution by aggregating all client transactions into a block trade that would be executed through one broker-dealer rather than effecting similar transactions through a number of different broker-dealers. Review of Client Accounts; Performance Reports and Client Statements At the account opening, we confirm that the account type, program and strategy are appropriate for you in light of your investment objectives, risk tolerance and financial circumstances. We also perform periodic reviews as further descried below. At the account opening OAM uses a proprietary desktop computer application called Portfolio Guidance and Analysis (“PGA”) to support its initial suitability review process for the UMA, UMA Research, UMA-Retirement Plan, UMA Research-Retirement Plan, STAR, STAR Retirement Plan, PAS Flex, PAS Research, PAS Flex and PAS Research Retirement Plan, OIA and OIA-Retirement programs. Before enrolling in one of these programs, clients complete a risk tolerance questionnaire. Clients also complete a new account form prior to establishing a brokerage account with Oppenheimer. A client’s answers to questions about their risk tolerance, expectations for withdrawals and investment goals are scored. The scores in the client’s risk profile are used to determine whether proposed managers and/or funds for the client fall within pre-specified ranges of risk. OAM provides clients with access to a Quarterly Portfolio Review report (“QPR”) on a quarterly basis that includes performance as well as risk evaluation for advisory accounts. The report lists holdings, performance of the account and comparisons to relevant indexes. Performance is measured on a total return, net basis and presented inclusive of reinvested dividends (after the deduction of management and other fees). The QPR is made available to clients and is prepared on a “trade date” basis, reflecting holdings as of the day transactions are executed. OAM clients also 19  receive monthly brokerage account statements from Oppenheimer (when activity occurs that month) which report holdings on a “settlement date” basis, which is typically one business day after the trade date. Market values in the QPR include fixed income accrued interest. Market values that are represented in the Oppenheimer account statement don’t include fixed income accrued interest, those values are displayed in a separate line item on the statement cover page. The Client Services department of OAM performs the following periodic reviews with respect to accounts: Average Price Control Accounts Reconciliation A daily review is performed to reconcile block trades versus customer allocations in the trading control accounts. The purpose of the review is to identify and correct any differences and to determine that average prices are received when appropriate. OMS Capacity Discrepancy Report OMS Capacity Discrepancy Report is a daily report that monitors the capacity of all order management system trades. The purpose of the report is to identify any trades not executed in an agency capacity so that they can be corrected. Firm’s Custodial System to Portfolio System Reconciliation A daily comparison of cash and security positions is made between the books and records of the firm as applicable and the portfolio system to ensure proper calculation of performance and billing. This reconciliation allows for the identification of positions, account switches or account closes. Daily Performance Review Daily performance returns are reviewed and compared to other account returns under the same portfolio manager to look for outliers. The portfolio holdings and activity for outlying accounts may be examined to verify the performance return. Reorganization/Tender Notices A daily review of all notifications regarding corporate reorganization and tenders for managed accounts. The purpose of the review is to identify and respond to these notifications with the instructions of the portfolio manager within the specified time frame. Daily Cash Additions/Withdrawals A daily review of a books and records generated report to identify cash activity in managed accounts. The purpose of the report is to identify cash additions and withdrawals greater than $5,000 so that the portfolio manager can be notified. Accounts may be reviewed on other than a periodic basis if the account has an allocation to money market funds. Clients have access to QPRs, which are quarterly written performance reports regarding their account. Clients also receive a monthly custodian statement from Oppenheimer for accounts that are custodied at Oppenheimer. OIA portfolio managers review accounts on a daily basis utilizing the accounting/performance system and analytical system. Accounts are screened daily for cash flow and account balance information. Portfolios are screened bi- weekly for quantitative statistics including average duration, coupon and ratings information. OIA performance is reviewed internally on a quarterly basis. 20  Factors Prompting Review of Client Accounts Other than a Periodic Review Accounts may be reviewed more frequently as a result of any of the following: – Cash balance that needs to be reinvested – Sales of a security in the account – Buying a security to replace a sold security or to utilize cash in the account – Reviewing the duration of the account – Reviewing overall credit quality of the account Portfolios are reviewed as market conditions dictate for total return and interest rate sensitivity. Conflicts of Interests The structure of our advisory programs entails certain conflicts of interests as discussed below. We address these conflicts by disclosing them to you in this Brochure and as provided below. Advisory vs Brokerage Accounts OAM, Oppenheimer and your Financial Adviser may earn more compensation if you invest the advisory program described in this Brochure, than if you open a brokerage account (although, in a brokerage account you will not receive all the services of the advisory programs set forth in this Brochure). In such instance, your Financial Adviser and OAM has a financial incentive to recommend a program described in this Brochure. We address this conflict by disclosing it to you and by reviewing your account at account opening to ensure that it’s appropriate for you in light of the applicable standard of care. Affiliated Managers Certain affiliated managers may be selected by a client in the UMA Program as a manager for a UMA Flex account. Your selection of an affiliated UMA Manager (OIA or OAM Market Portfolio) will mean that OAM will retain an entire fee for your account. The affiliated managers are not recommended by the Consulting Group of OAM and are not available in an OAM Research account (where OAM exercises discretion) or for Retirement Plan Clients (except where such affiliated managers don’t receive a UMA Manager fee) or in the STAR program. See Item 4, “UMA Program” and Item 6, “Affiliated Managers” for more information. Payments from Funds Oppenheimer receives 12b-1 fees as a result of investments in certain mutual funds. Mutual funds generally offer multiple share classes, some of which do not result in 12b-1 fees. Any 12b-1 fees paid to Oppenheimer attributable to fund shares held in your advisory account will be credited back to clients by the firm on a monthly basis for those days that the account is managed. The payment of 12b-1 fees presents a conflict of interest for OAM and Oppenheimer and provides an incentive to recommend investments based on the compensation received from the receipt of 12b-1 fees, rather than on a client’s needs or the existence of a less expensive share class even when a client is eligible for a lower-cost share class of the same fund. The firm mitigates this conflict by crediting back 12b- 1 fees to the client. Certain funds pay Oppenheimer a system support or networking fee per client account. Oppenheimer retains these fees. See Item 4, “Funds in Advisory programs” for more information. Cash Sweeps The ABD Program creates significant financial benefits to OAM and Oppenheimer. Oppenheimer receives a fee from each Deposit Bank, which is set by Oppenheimer in its sole discretion. The ABD Program fees that Oppenheimer receives are in addition to the advisory fees that clients pay OAM with respect to assets in the advisory programs described in this Brochure. The amount of the fee paid to Oppenheimer reduces the interest rate paid on Deposit Account balances. The interest rates available through the ABD Program will in almost all cases be lower than the rates available on money market mutual funds, bank account deposits and other cash-equivalent investment products offered outside the ABD Program. Clients should consult with their Financial Advisor to 21  compare money market mutual funds and other cash equivalent investment options with the ABD Program. For more information about the ABD Program including related conflicts of interest, See Item 4, “Cash Sweeps”. Different Advice; Other Activities Oppenheimer and OAM and their affiliates perform other activities including research, brokerage and investment advisory services for clients not participating in the advisory programs described in this Brochure. Oppenheimer and OAM may give advice and take action for those other clients which may differ from advice given to clients in the advisory programs described in this Brochure. Oppenheimer and OAM may refrain from rendering any advice or services concerning securities of companies of which any Oppenheimer’s or OAM’s or any of their affiliates, officers, directors or employees are directors or officers, or companies for which Oppenheimer, OAM or any of their affiliates act as financial advisor or in any capacity that Oppenheimer or OAM deems confidential, unless Oppenheimer and OAM determine in any instance, in their sole discretion, that they may specifically waive this provision. Oppenheimer, OAM and their affiliates and officers, directors, stockholders, employees (including your Financial Advisor), or any member of their families may have an interest in the securities whose purchase and sale Oppenheimer or OAM may from time-to-time effect under for their advisory clients in the programs covered by this Brochure. See also Item 9, “Other Financial Industry Activities and Affiliations. OAM acting as Portfolio Manager Description of Advisory Services If you have elected OIA (the fixed income management team of OAM) or an OAM Market Strategy Portfolio, OAM acts as the discretionary portfolio manager in the UMA program. Also, if you have selected a UMA Research Portfolio, OAM acts as the discretionary portfolio manager, Moreover, if you have elected the PAS Research program, OAM offers pre-constructed portfolios of mutual funds that are designed to provide asset allocation strategies for clients and exercises investment discretion to change the allocations or the funds, if appropriate. See Item 4 above for a description of the services offered in these programs. Tailoring Services to Individual Clients; With the assistance of your Financial Advisor, you may select a particular investment strategy for your account. Clients may impose reasonable restrictions on investing in certain securities and types of securities. Accounts are managed to meet individual client needs and objectives. In the UMA Research Portfolio, OAM has discretion to change the allocations within an UMA Research Portfolio and to change the UMA Managers, ETFs or mutual funds in an UMA Research Portfolio. In the PAS Research program, OAM exercises investment discretion to change the allocations or the funds, if appropriate. As stated above, if OIA or an OAM Market Strategy Portfolio is selected as a UMA Manager, OAM acts as a discretionary portfolio manager. Wrap Fee Programs OAM acts as the sponsor in the programs described in this brochure. In addition, if OIA or an OAM Market Strategy Portfolio is selected as a UMA Manager, or if a UMA Research Portfolio is selected, or if a PAS Research program is selected, OAM will act as a discretionary portfolio manager. OAM receives all of the OAM’s fees for its services provided in the programs described in this Brochure. As described above, UMA Managers’ fees are separate from and are in addition to the OAM’s fees. OIA also manages accounts or provides advisory services that are not in the programs described in this Brochure. There are no differences in the way fixed income accounts are managed between accounts in the OIA or other wrap programs and accounts that are not in OIA. Performance Based Fees The programs described in this Brochure do not charge performance-based fees. Method of Analysis, Investment Strategies and Risk of Loss All investments entail certain risks, both systemic and non-systemic. Investments and asset allocation recommendations made by OAM (or a third-party manager, as applicable) may include financial, market, inflation, interest rate, credit, and loss of principal risks. OAM (or a third-party manager, as applicable) generally attempt to moderate and manage these risks through diversification. Investing in securities involves a risk of loss that clients 22  should be prepared to bear. See also “Risks” in Item 4 above. If OIA is selected as a UMA Manager, OIA will utilize investment strategies and methods of analysis set forth in the OAM Form ADV Part 2A Firm Brochure. See also Item 6, “Selection and review of funds and strategies” above. Proxy Voting OAM has engaged Glass Lewis & Co. Inc. (“Glass Lewis”) to provide research and advice on shareholder voting. OAM has reviewed and adopted Glass Lewis guidelines on proxy voting. ProxyEdge is integrated with voting recommendations from Glass Lewis and the system is set to automatically vote a meeting for all holders based upon the Glass Lewis recommendation. Although definitive voting decisions and / or recommendations made by Glass Lewis will be accepted, the Proxy Oversight Working Group (the “Working Group”) retains the authority to override the Glass Lewis recommendation during this process. From time to time Glass Lewis may not have specific guidance and thus the item is handled on a case-by-case basis. Certain case-by-case items, such as majority owner questions, may not require the convening of the Working Group. However, there may be certain case-by-case items that may require the convening of the Working Group. For proposals that fall into this category, the OAM Proxy Administrator will arrange for a meeting to be held by the Working Group. Working Group members will meet either in-person, telephonically, or electronically, and will vote in favor of what would be considered to be in the best economic interests of the clients. The final vote will be determined by the Working Group’s majority vote prior to the voting deadline due date. OAM may consult with Glass Lewis for matters that are decided on a case by case basis. Unless a client directs otherwise, OAM will not send annual reports, proxy statements and other materials issued by portfolio companies in which a client’s assets are invested. Clients may request information on how OAM has voted proxies for their accounts and may request OAM’s Proxy Voting Policies and Procedures by contacting: Oppenheimer Asset Management Inc. 85 Broad Street, New York, NY 10004 Attn: Proxy Voting Department 212-885-4798 Clients must specifically request that OAM vote their proxies. If OAM does not have authority to vote client securities, clients will receive their proxies directly from their custodian. Item 7. Client Information Provided to Portfolio Managers The client’s Confidential Profile is sent to a portfolio manager that exercises discretion before the portfolio manager accepts the account. If a client communicates any change in financial circumstances that would affect the management of the account, that information will be provided to the portfolio manager. Item 8. Client Contact with Portfolio Managers Clients may request contact with their portfolio managers that exercise discretion by first contacting their Financial Advisor. Discussions with a client’s portfolio manager may include the client, the portfolio manager and a representative of OAM. Item 9. Additional Information Disciplinary Information 23  On March 11, 2019, OAM and Oppenheimer & Co Inc. (“Oppenheimer”) became subject to an order (the “Order”) with the Securities and Exchange Commission (“SEC”). The Order arose out of recommendations or purchases made by Oppenheimer or OAM for advisory clients during the period from January 1, 2014 through August 15, 2018 (the “Relevant Period”) of mutual fund share classes that charged 12b-1 fees instead of lower cost share classes of the same funds for which clients were eligible. During the Relevant Period, Oppenheimer and its Financial Advisors received 12b-1 fees for advising clients to invest in or hold such mutual fund share classes. Oppenheimer and OAM self-reported to the SEC the violations discussed in the Order pursuant to the SEC’s Division of Enforcement’s Share Class Selection Disclosure Initiative. Pursuant to the Order, Oppenheimer and OAM were censured and agreed to (i) pay $3,528,377 consisting of disgorgement of $3,169,123 and prejudgment interest of $359,254, (ii) cease and desist from committing or causing any violations and future violations of Sections 206(2) and 207 of the Investment Advisers Act of 1940 (the “Advisers Act”) and (iii) distribute the amount of $3,528,377 to affected investors during the Relevant Period. Oppenheimer and OAM also undertook to (i) review and correct as necessary all relevant disclosure documents concerning mutual fund share class selection and 12b-1 fees, (ii) evaluate whether existing clients should be moved to a lower cost share class and move clients as necessary, (iii) evaluate, update if necessary and review the effectiveness of implementation of policies and procedures so that they are reasonably designed to prevent future violations of the Advisers Act in connection with disclosures regarding mutual fund share class selection. OAM is one member of a diversified financial services company. OAM has affiliates that are subject to both civil and regulatory legal actions. Each affiliate is identified in our ADV Part 1 in Section 7A and these actions are disclosed in the affiliate’s ADV as well as other regulatory filings and notices. As a result, regulatory action involving an affiliate in the future may result in a material adverse effect on the business or operations of that affiliate. Code of Ethics, Participation or Interest in Client Transaction and Personal Trading OAM has adopted a written Code of Ethics pursuant to Rule 204A-1 under the Investment Advisers Act of 1940, as amended. A copy of the Code of Ethics will provided upon request to any client or prospective client. The purpose of the Code of Ethics is to set forth standards of conduct expected of advisory personnel and address conflicts, such as front running, that arise from personal trading by advisory personnel. The Code of Ethics addresses these conflicts as follows: 1. Certain advisory personnel with access to the securities trading of advisory clients are deemed as “access persons”; 2. These access persons of the adviser are required to certify that they are in compliance with the Code of Ethics on an annual basis; 3. Access persons are also required to provide compliance personnel with brokerage accounts through which they conduct personal trading, and 4. Access persons are required to obtain written pre-clearance by compliance personnel of all personal securities transactions (other than certain exceptions to this requirement as defined in the Code of Ethics). OAM and certain of its affiliates are engaged or may engage in investment activities for separate accounts for individuals and institutions or for their own accounts. These various accounts may from time to time purchase, sell or hold certain investments which are also being purchased, sold or held by other client accounts of OAM. For client accounts of OAM pursuing the same investment strategy, OAM will seek to allocate investments among these accounts on an equitable basis, taking into account such factors as the relative amounts of capital available for new investments. OAM and its officers and employees devote as much of their time to the activities of its clients as OAM deems necessary and appropriate. Please contact Brian Roth at Brian.Roth@opco.com for a copy of this code. Oppenheimer, a registered broker-dealer that is affiliated with OAM and which effects transactions on an agency basis on behalf of its clients and as principal for its own account in those securities in which it makes a market, may, 24  on occasion, act as broker for an advisory client of Oppenheimer or OAM on one side and a client for whom it (or its affiliates) does not act as investment adviser on the other side of a securities transaction. Oppenheimer may take positions or actions that are contrary to the interests of clients of OIA. All clients are advised through clauses in the advisory contract that Oppenheimer is a broker-dealer and may have a position or interest in securities which are recommended and purchased for their accounts. In their capacity as registered representatives of Oppenheimer, Financial Advisors may indirectly receive a portion of client commissions paid to Oppenheimer as well as other compensation paid to OAM. Albert Lowenthal, Chairman, Robert Lowenthal, Chief Executive Officer and Peter Cadaret, President of OAM, are registered representatives of Oppenheimer but generally do not function in that capacity. Other Financial Industry Activities and Affiliations OAM’s advisory programs are offered to clients by Financial Advisors of Oppenheimer. Oppenheimer acts as the placement agent for the sale of interests in collective investment vehicles for which subsidiaries of OAM serve as investment adviser or general partner. OAM is the managing member of several subsidiaries that act as investment adviser to registered investment companies and other pooled investment vehicles. These investment companies and pooled investment vehicles pay performance fees as well as management fees. To the extent that OAM includes an allocation to alternative investments in the asset allocation advice it gives to clients, OAM may have a material conflict of interest in recommending an asset class that will pay greater compensation to OAM or its affiliates than other asset classes. Financial Advisors receive a portion of the management fee and incentive fee paid by collective investment vehicles to subsidiaries of OAM and have a financial incentive to recommend those collective investment vehicles. Portfolio managers or their affiliates that participate in OAM advisory programs may have other business relationships with Oppenheimer, such as institutional trading or investment banking. OAM does not consider any such relationships when determining whether or not to recommend a portfolio manager or mutual fund for one of its advisory programs. OAM is an affiliate of Oppenheimer & Co. Inc., a registered broker dealer and full service investment firm as well as a registered investment adviser. Oppenheimer provides services such as investment banking, equity research, institutional sales, municipal finance and debt capital markets. Oppenheimer Trust Company, an affiliate of Oppenheimer, provides trust services to high net worth individuals, not for profit organizations and businesses. Oppenheimer Trust Company recommends OAM advisory programs or products of OAM to its trust clients. Research Oppenheimer has procedures in place to avoid improper communications between Oppenheimer research employees and employees of other Oppenheimer departments including Financial Advisors of Oppenheimer. Oppenheimer Asset Management employs Strategists that provide research to asset management affiliates and to third parties and may also be distributed by our affiliated broker dealer. Investment Banking In order to prevent the improper use of material, non-public information from one part of Oppenheimer to another, Oppenheimer has created “information barriers” or “information walls” around each department that holds this information. Each business unit that regularly holds customer confidential information (such as investment banking) is on the “Private Side” of the information wall. In contrast, each business unit that does not hold confidential 25  information is on the “Public Side” of the wall. Financial Advisors of Oppenheimer are considered to be on the “Public Side” of the wall. Employees on the Private Side of each information wall are prohibited from providing any material, non-public information to employees on the Public Side of the information wall. Regulatory requirements prohibit Private Side investment banking personnel who are in possession of material, non- public information from discussing a pending transaction with individuals on the Public Side (or employees on the Private Side who do not have a “need to know”). Only those employees directly involved in or necessary to the due diligence process of an investment banking transaction are permitted to be brought “over the wall.” Reviewing Accounts: At the account opening, we confirm that the account type, program and strategy are appropriate for you. We also conduct periodic reviews. See Item 6, “Review of Client Accounts; Performance Reports and Client Statements.” Client Referrals and Other Compensation Portfolio managers that participate in the UMA or STAR programs and mutual funds that are available in the PAS Flex and PAS Research programs do not pay any fees to OAM or Oppenheimer for participating in these programs. Certain portfolio managers and advisers or distributors of mutual funds available in OAM advisory programs pay for or reimburse for various costs relating to client and prospective client meeting sales and marketing materials and educational training and sales meetings held with Financial Advisors of Oppenheimer and personnel of OAM. These portfolio managers and affiliates of mutual funds also pay for the cost of reasonable entertainment in connection with OAM sponsored or client related events. The mutual funds available in the PAS Flex and PAS Research programs also may be purchased by clients in their brokerage accounts but are sold with the applicable sales charge. Certain fund companies pay Oppenheimer a fee for systems support or networking fee with respect to mutual fund shares sold to clients in their Oppenheimer brokerage and advisory accounts. These payments are made by the fund manager for each client account in that fund. Oppenheimer retains these fees. For more information, see Item 4, “Funds in Advisory Programs.” OAM pays cash compensation to unaffiliated third parties, such as other broker-dealers, accountants and consultants for client referrals in accordance with Rule 206(4)-1 under the Advisers Act. Compensation paid is a percentage of the account assets under management or a percentage of the fee payable by the referred clients with respect to their assets invested in various OAM advisory programs. The referral compensation is paid for as long as the client maintains an advisory account with OAM. In certain limited arrangements, OAM pays cash compensation based on assets under management of the referred clients invested in investment partnerships or private funds sponsored, advised or distributed by OAM’s affiliate Oppenheimer or its affiliates, and such referral compensation is paid for as long as such referred client remains invested in such funds. The client does not incur any additional fees as a result of such client referral arrangements. Uninvested cash balances in advisory accounts custodied at Oppenheimer will be automatically swept into Deposit Accounts at participating Deposit Banks in the ABD Program. Each Deposit Bank pays fees to Oppenheimer based on amounts deposited in the Deposit Accounts. Oppenheimer, not the Deposit Banks, sets the fees and compensation that Oppenheimer receives through the ABD Program in its sole and absolute discretion. The fees and compensation received by Oppenheimer reduce the interest rate client receives. For more information about the ABD Program, including related conflicts of interest, see item 4, “Cash Sweeps.” Oppenheimer also compensates third parties for client referrals. Compensation paid is a percentage of the fee payable by the referred clients and includes fees paid for OAM advisory programs. 26  Employees of OAM and Oppenheimer and their affiliates receive reduced fees on their advisory accounts. If you invest in one of the programs covered in this Brochure, a portion of the fees payable to OAM in connection with your account is allocated on an ongoing basis to your Financial Advisor. See Item 4, “Compensation to Financial Advisers; Discounting.” Brokerage Practices OIA and its advisory affiliates refer to employees who perform investment advisory services as “Portfolio Managers” or “investment adviser representatives.” Portfolio Managers that deliver their services with the assistance of other Portfolio Managers are referred to as a “Group.” The Investment Grade Tax Exempt Group manages separate accounts for clients of OIA with the investment objective of investment grade tax exempt fixed income. The Investment Grade Tax Exempt Group provides investment advisory services to their clients with the assistance of the members of the Group but without the assistance of portfolio managers of other Groups. The Taxable Group manages taxable fixed income strategies for clients of OIA and for clients of Oppenheimer Investment Management LLC, an advisory affiliate. The Portfolio Managers of the Taxable Group deliver their services with the assistance of the members of the Group but without the assistance of portfolio managers of other Groups. OIA will utilize electronic trading platforms that seek to obtain a best price from a number of disclosed and undisclosed platform participants. OIA will enter both purchase and sale transactions in the same security on the same day. While it does not intend to engage in cross transactions, since it selects counterparties based on the best bid or offer, it may result in opposite direction trades being executed with the same counterparty. The Groups allocate investments among client accounts in a fair and equitable manner. A variety of factors (to the extent applicable in each instance) will be considered in making such allocations. These factors include, in no particular order: (1) Investment objectives or strategies for particular accounts (2) Tax considerations of an account (3) Risk or investment concentration parameters for an account (4) Supply or demand for a security at a given price level (5) Size of available investment (6) Cash availability and liquidity requirements for accounts (7) Regulatory restrictions (8) Account ramp-up (9) Minimum investment size of an account and (10) Relative size of account. Investments may not be allocated to one client account over another based on any of the following considerations: (1) To favor one client account at the expense of another (2) To generate higher fees paid one client account over another or to produce greater compensation to the advisory entity (3) To develop or enhance a relationship with a client or prospective client and (4) To compensate a client for past services or benefits provided to the advisory entity or to induce future benefits or services. The Groups will not aggregate client transactions unless they believe that aggregation is consistent with their duty to seek best execution (which includes best price) for its clients and is consistent with clients’ investment advisory agreements. Each account that participates in an aggregated order will participate at the same prices for all 27  transactions of the respective Group in that security on a given day with all transaction costs shared on a pro rata basis. Transactions for advisory accounts that are custodied at Oppenheimer may be aggregated with transactions for accounts that are custodied at other custodians. It is often not possible to receive the same price or time of execution in multiple transactions in an aggregated order. Therefore, such aggregated order may be executed in one or more transactions at varying prices and each client’s order that is custodied at Oppenheimer will receive the average price for the day with respect to such transactions. Transactions for accounts that are custodied at custodians other than Oppenheimer cannot receive the average price of transactions executed at different times. OAM will not receive any additional compensation as a result of an aggregated order. Oppenheimer as a broker-dealer receives remuneration, compensation or other consideration for directing customer orders for securities to particular market centers for execution. Such consideration, if any, may take the form of credits against fees due such market centers, monetary payments, research, reciprocal agreements for the provision of order flow, products or services or other items of remuneration. Oppenheimer as a broker-dealer may also receive payment for routing the options orders to designated broker/dealers or market centers for execution. Compensation may be in the form of a per contract cash payment. The source and amount of any compensation received in connection with options transactions and any additional information concerning the options order flow payments will be furnished upon written request. Clients may request a copy of the most recent Report on Oppenheimer & Co. Inc.'s Description of the System and the Suitability of the Design and Operating Effectiveness of its Controls Related to Its Custody Services (prepared pursuant to Statement on Standards for Attestation Engagement No. 18) by contacting Brian Roth at Brian.Roth@opco.com. Financial Information Not applicable. 28