D.A. DAVIDSON & CO.

Part 2A Appendix 1 of Form ADV Wrap Fee Program Brochure D.A. Davidson & Co. 8 Third Street North Great Falls, MT 59401 800-332-5915 dadavidson.com December 19, 2025 This wrap fee program brochure provides information about the qualifications and business practices of D.A. Davidson & Co. If you have any questions about the contents of this brochure, please contact us at 406-727-4200 or 800-332-5915. 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. Registration as an investment adviser with the SEC does not imply a certain level of skill or training. Additional information about D.A. Davidson & Co. is available on the SEC’s website at adviserinfo.sec.gov.  Item 2 Material Changes A summary of the material changes made to the D.A. Davidson & Co. (“D.A. Davidson”) ADV Part 2A-1 Wrap Fee Program brochure (the “Brochure”) will be published in a separate document that will be distributed to clients who received the previous version of the Brochure and continue to have an advisory account with D.A. Davidson. 1  Item 3 Table of Contents Item 2 Material Changes ...................................................................................................................................1 Item 3 Table of Contents ...................................................................................................................................2 Item 4 Services, Fees and Compensation .......................................................................................................3 Scope of Services and Applicable Standards of Care ..........................................................................................3 Financial Planning Services ..................................................................................................................................5 Portfolio Management Services ............................................................................................................................5 Wrap Fee Programs .............................................................................................................................................6 Managed Funds Portfolios ("MFP") ..................................................................................................................6 Russell Investments Model Strategies (“RMS”) ...............................................................................................6 Separate Account Management ("SAM") .........................................................................................................7 Managed Account Consulting ("MAC").............................................................................................................8 Unified Managed Account (“UMA”) ...................................................................................................................9 Paragon ......................................................................................................................................................... 10 Paragon CWAM ............................................................................................................................................. 11 Choice ............................................................................................................................................................ 11 Additional Program Information ......................................................................................................................... 12 Fees ................................................................................................................................................................... 13 Additional Fee Information ................................................................................................................................. 15 Item 5 Account Requirements and Types of Clients .................................................................................. 18 Minimum Account Size Requirements ............................................................................................................... 18 Types of Clients ................................................................................................................................................. 18 Item 6 Portfolio Manager Selection and Evaluation .................................................................................... 18 Methods of Analysis and Strategies by Program ............................................................................................... 19 Managed Funds Portfolios (MFP) .................................................................................................................. 19 Russell Investments Model Strategies (RMS) ............................................................................................... 22 Separate Account Management (SAM) ......................................................................................................... 23 Managed Account Consulting (MAC) ............................................................................................................ 25 Unified Managed Account (UMA) .................................................................................................................. 25 Paragon ......................................................................................................................................................... 26 Paragon CWAM ............................................................................................................................................. 27 Choice ............................................................................................................................................................ 28 Calculation and Review of Performance as Part of the Diligence Processes ................................................... 29 Use of Affiliated Funds and Investment Management by Affiliates and Related Persons ................................ 29 Performance-Based Fees .................................................................................................................................. 30 Risk of Loss ....................................................................................................................................................... 30 Voting Client Securities ...................................................................................................................................... 32 Item 7 Client Information Provided to Portfolio Managers ......................................................................... 33 Item 8 Client Contact with Portfolio Managers ............................................................................................ 33 Item 9 Additional Information ........................................................................................................................ 34 Disciplinary Information ..................................................................................................................................... 34 Other Financial Industry Activities and Affiliations ............................................................................................. 34 Code of Ethics and Personal Trading ................................................................................................................ 36 Participation or Interest in Client Transactions .................................................................................................. 36 Brokerage Practices .......................................................................................................................................... 38 Review of Accounts ........................................................................................................................................... 39 Client Referrals .................................................................................................................................................. 40 Other Compensation .......................................................................................................................................... 40 Financial Information ......................................................................................................................................... 43 2  Item 4 Services, Fees and Compensation D.A. Davidson & Co. (“D.A. Davidson” or “the Firm”) is a dually registered investment adviser and broker-dealer with its principal place of business located in Great Falls, Montana. This ADV Part 2A-1 Wrap Fee Program brochure (the “Brochure”) describes the services, fees and other compensation, conflicts of interest, and other information clients should consider regarding D.A. Davidson’s investment advisory wrap fee programs (each, a “Program” and collectively, the “Programs”). Clients should contact their Financial Advisor with any questions. The information included in this Brochure is current as of the date of this Brochure and is subject to change at D.A. Davidson’s discretion. Clients should retain this Brochure for their records. D.A. Davidson also offers Financial Planning Services and Retirement Plan Services. Each of these services are described in the Firm’s separate D.A. Davidson ADV Part 2A Firm Brochure. Clients may obtain a copy of that brochure by contacting a Financial Advisor, mailing a request to 8 Third Street North, Great Falls, MT 59401, Attn: Compliance Department, calling 406-727-4200 or 800- 332-5915, or online at davidson.com/Disclosures. SCOPE OF SERVICES AND APPLICABLE STANDARDS OF CARE Advisers Act Fiduciary Duty. As a registered investment adviser, D.A. Davidson is subject to a fiduciary duty under the Investment Advisers Act of 1940 (the “Advisers Act”), which includes both a duty of care and a duty of loyalty (referred to in this Brochure as the “Advisers Act Fiduciary Duty”). This means D.A. Davidson and D.A. Davidson’s registered investment advisor representatives (each, a “Financial Advisor,” and collectively, “Financial Advisors”) are required to act in the client’s best interest when providing investment advice and managing the client’s Program account. The duty of care requires, among other things, D.A. Davidson and its Financial Advisors to seek best execution and to provide advice that is in the client’s best interest based on the client’s investment objectives, risk level, investment time horizon, financial information, and other circumstances (collectively, client’s “Investment Profile”) or mandate. The duty of loyalty requires D.A. Davidson to provide full and fair disclosure of, and obtain client’s consent to, conflicts of interest. The duties also require D.A. Davidson to monitor Program accounts, subject to the terms and limitations of each Program. Special Rules for Retirement Accounts. For retirement and other qualified accounts, including employer-sponsored plans (“plans”), individual retirement accounts (“IRAs”), SEP IRAs, SIMPLE IRAs, Keogh plans, Coverdell education savings accounts, and other similar accounts (collectively, “retirement accounts”) D.A. Davidson is a “fiduciary” under Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and/or the Internal Revenue Code (the “Code”), when providing investment advice or managing the client’s Program account. ERISA and the Code limit the types of products and services D.A. Davidson can offer and provide with respect to retirement accounts. When making recommendations that clients open, roll over or transfer retirement account assets to a Program account, change account types, and regarding the Program, portfolio and investment manager, the Firm relies on Prohibited Transaction Exemption (“PTE”) 2020-02, which allows D.A. Davidson and its Financial Advisors to earn variable compensation for such recommendations subject to certain conditions. PTE 2020-02 requires D.A. Davidson to act in the client’s best interest and not put their interest ahead of clients’ interests when providing these recommendations. Under PTE 2020-02, D.A. Davidson and its Financial Advisors must also: • Meet a professional standard of care (give prudent advice); • Not put the Firm’s financial interests ahead of client’s (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that the Firm and its Financial Advisors give advice that is in client’s best interest; • Charge no more than is reasonable for the Firm’s services; and • Give the client basic information about conflicts of interest. This fiduciary acknowledgement does not create or modify a contractual obligation, or fiduciary status or obligations under state law. This fiduciary acknowledgement does not apply to federal, state, local, non-US or other types of workplace employee benefit plans that are subject to laws other than ERISA or Section 4975 of the Code. The above acknowledgement applies solely with respect to the following recommendations for advisory accounts (“Covered Recommendations”), as may be applicable: • Roll Out Recommendations. From time to time, the Firm in coordination with client’s Financial Advisors and a centralized review team will provide a written recommendation that client roll out assets from a plan to an IRA. • Account Type Recommendations at Our Firm. From time to time, the Firm and client’s Financial Advisors will recommend that a client open a brokerage or advisory retirement account, transfer money between brokerage and advisory retirement accounts, or transfer money from one Program or portfolio to another within an 3  advisory retirement account. Under the Firm’s Programs, Financial Advisors may recommend that a client engage the services of an investment manager for their advisory retirement account, which may include one of D.A. Davidson’s affiliates. The above acknowledgement does not apply to other suggestions, recommendations, and services the Firm and its Financial Advisors provide, and that are governed exclusively by the terms of clients’ other agreements with, and disclosures from, the Firm, as may be applicable. D.A. Davidson refers to these as “Excluded Recommendations and Transactions.” Excluded Recommendations and Transactions refer to communications that are not reasonably intended to be viewed or construed as an individualized/personalized suggestion for client to take a particular course of action with respect to their retirement accounts (“General Information and Education”) or that are otherwise not to be treated as Covered Recommendations under this disclosure, including, but not limited to: • General Information and Education about the financial markets, asset allocations, financial planning illustrations and the advantages and risks of particular investments; • General Information and Education materials about issues and alternatives that should be considered when deciding whether to roll out or transfer retirement account assets to the Firm; • General Information and Education about rollovers from a 529 account to a Roth IRA. • Transfers of retirement account assets held at a financial service company other than the Firm (including directly with an investment product sponsor); • Recommendations about investments in accounts that are not retirement accounts (i.e., taxable accounts) that client maintains with D.A. Davidson or accounts held at other financial institutions; • Transactions clients enter into without a recommendation from D.A. Davidson or its Financial Advisors, or that are contrary to, or inconsistent with, their recommendation; • Ongoing recommendations of securities or other transactions or discretionary investment advice through a Program (other than Account Type Recommendations), except as otherwise agreed to in writing in such Program’s applicable agreements or disclosures; • Recommendations or investment advice that the Firm provides to clients with respect to an account that they have at the Firm, which clients choose to implement in another account or at another financial services company; and • Recommendations that are not fiduciary “investment advice” as defined in Department of Labor regulation section 2510.3-21 (i.e., investment advice for a fee or other compensation rendered on a regular basis pursuant to a mutual understanding that such advice will serve as a primary basis for client’s investment decision, and that will be individualized to the particular needs of client’s retirement account) The Best Interest Standard and Reasonable Compensation. The best interest standard under both the Advisers Act Fiduciary Duty and PTE 2020-02 does not require that D.A. Davidson guarantee the performance of any investment or that client’s investment objectives will be achieved. In addition, D.A. Davidson and its Financial Advisors may provide recommendations and take actions in connection with the accounts of other clients that may differ from the recommendations and services provided to client. There may be times when D.A. Davidson is legally prohibited from making a recommendation that may be otherwise considered to be in client’s best interest, such as due to insider trading. Client understands any recommendations D.A. Davidson or its Financial Advisors make will reflect the information client provides to the Firm about their Investment Profile and D.A. Davidson will not be responsible for any information client omits or fails to provide, including changes thereto. D.A. Davidson and its Financial Advisors’ recommendations and advice will also reflect any reasonable limitations client imposes, including through applicable investment restrictions and guidelines. Clients are responsible for notifying D.A. Davidson and their Financial Advisors if their investment objectives, risk tolerance or financial circumstances change. D.A. Davidson and its Financial Advisors will not be responsible for clients’ decision to invest or transfer their retirement account assets in a manner that is different from, or inconsistent with, D.A. Davidson’s recommendations or other advice and guidance, and clients assume the risk of such decision, nor will D.A. Davidson or its Financial Advisors be responsible for clients’ delay in implementing a recommendation. Reasonable compensation under the retirement laws has generally been determined based on the compensation paid or received in an arm’s-length transaction considering the nature and extent of all services (including products, features and benefits) provided. This standard does not require D.A. Davidson to offer its services at the lowest cost, or for the least compensation, in the marketplace, nor that it offer its services to clients at the same or lower cost or compensation levels than it offers to other clients, including similarly situated clients. Certain clients may have negotiated lower fees and compensation for their accounts than those that apply to client’s Program account. By entering into an agreement with D.A. Davidson, client agrees that they believe the fees and other compensation payable for the Firm’s services are reasonable in light of the totality of the services provided. If client decides not to use all or some of the services made available, client agrees the Firm has no obligation or responsibility to reduce or lower its fees and compensation during the period those services are available. If client wants to change the services the Firm makes available to them 4  or has any concerns regarding the level of fees their retirement account pays or D.A. Davidson’s compensation, client should contact their Financial Advisor immediately. FINANCIAL PLANNING SERVICES On or about February 27, 2026, certain of D.A. Davidson’s financial planning services (the “Financial Planning Services”) are available to all clients with an advisory account at no additional cost. These services are described in D.A. Davidson’s Form ADV Part 2A Firm Brochure, available at dadavidson.com/Disclosure, and delivered to you upon enrollment. Financial Planning Services are separate and apart from the Programs and Portfolio Management Services described in this brochure, are not discretionary, are not monitored, and are not implemented by D.A. Davidson. The Financial Planning Services are also not part of the asset-based fee you pay for your advisory account. D.A. Davidson does not provide tax or legal advice and clients are urged to consult their tax and legal professionals for this information. PORTFOLIO MANAGEMENT SERVICES D.A. Davidson sponsors various “wrap fee” Programs, which are described in detail in this Brochure. The term “wrap fee” means D.A. Davidson charges clients an annual fee based on the market value of assets in the client’s account (“asset-based fee”) for advisory and most trading execution services. The wrap fee covers investment advice and investment management provided by D.A. Davidson’s investment professionals and/or the client’s Financial Advisor or a third-party investment manager or sub-manager, portfolio management services, the execution of client transactions, custody services, account servicing, reporting, monitoring, periodic rebalancing, and other services. It also covers the additional fees paid to investment managers utilized in the applicable Program, the Davidson platform fee (as defined below), and D.A. Davidson’s costs for administering the Program. Differences between Brokerage and Advisory Accounts at D.A. Davidson. The Firm’s Form Client Relationship Summary (“Form CRS”) provides information about the differences between brokerage accounts and advisory accounts (including Program accounts). Generally, the Firm and its Financial Advisors have an incentive to recommend investment advisory accounts over brokerage accounts because the Firm and Financial Advisors receive higher fees for advisory accounts than brokerage accounts, and higher fees for some Programs than others. Financial Advisors consider a number of factors when recommending an account type, or a change in account type, including, but not limited to, the client’s Investment Profile; whether client is tax-sensitive and needs professional tax-management solutions; client’s investment experience and/or engagement level (i.e., desire and availability to be involved and informed on investment decisions); and client’s anticipated frequency of trading. This is intended to help ensure that the Firm’s account type recommendations to clients are reasonably expected to be cost-effective choices in light of their investment services and needs. The Firm does not impose requirements on how many accounts a Financial Advisors must have that are brokerage accounts or advisory accounts, nor incentivize the decision through a different compensation grid. Note, however, when investments were purchased in a brokerage account, any investment fees and expenses, and specifically those not received by D.A. Davidson, will not be reimbursed to you when you convert to an advisory account. These fees and expenses are described in the prospectus or other offering materials you received at the time of purchase. See also the D.A. Davidson Regulation Best Interest Disclosure at dadavidson.com/Disclosures for more information about investments offered in D.A. Davidson’s brokerage accounts and the associated compensation. Programs Overview. The Programs D.A. Davidson offers are mostly discretionary (collectively, “Discretionary Programs”) with one Program that is non-discretionary. The Discretionary Programs are: (1) Managed Funds Portfolios (“MFP”); (2) Russell Model Strategies (“RMS”); (3) Separate Account Management (“SAM”); (4) Managed Account Consulting (“MAC”); (5) Unified Managed Account (“UMA”); (6) Paragon; and (7) Paragon CWAM. In the Discretionary Programs, client appoints and authorizes D.A. Davidson, its Financial Advisors, Envestnet (defined below) or a third- party investment manager or sub-manager to make investment decisions with respect to the assets in the client’s Program account (including trading authority to buy, sell, or hold securities and the timing of these actions without notice to the client). In the non-discretionary Program, referred to as Choice, client appoints D.A. Davidson to provide investment advice and recommendations for the assets in the client’s Program account, but the client retains full authority over the decisions (including the authority to buy, sell, or hold securities and the timing of these actions). D.A. Davidson has engaged Envestnet Asset Management, Inc. (“Envestnet”) to act as a platform manager for client’s Program account at the direction of D.A. Davidson, its Financial Advisors or a third-party investment manager or sub- manager (depending on the Program selected) and pays Envestnet for these services. Detailed information regarding each of the Programs that utilize Envestnet is provided in this Brochure. Clients can find information about Envestnet through their disclosure brochure, which is provided when enrolling in the Programs that utilize Envestnet and is available by searching for Envestnet Asset Management at adviserinfo.sec.gov. Program Enrollment. Not all Programs, portfolios, and investment managers (as applicable to the RMS, SAM, MAC and UMA Programs) are appropriate for each client. Each Program utilizes a different mix of securities among stocks, 5  fixed income securities, mutual funds, exchange traded funds, unit investment trusts (“UITs”), options, and/or alternative investments. Each Program is designed to meet differing investment needs and have different levels of services, administration, fees, and expenses. A Financial Advisor will work with clients to recommend a Program, portfolio and investment manager (as applicable to the SAM, MAC and UMA Programs) that is in the client’s best interest based on both the client’s Investment Profile and other preferences they have for the advisory account. Not every Financial Advisor can offer the following Programs (described and defined in this Item 4 below): Choice, UMA Discretion, Paragon, or Paragon CWAM Programs. D.A. Davidson requires its Financial Advisors meet applicable standards set forth by self-regulatory organizations relating to licensing, registration, and continuing education, including successful completion of either the Series 65 or Series 66 and Series 7 exams, as well as internal education and Program requirements. The Financial Advisor will present the Program information to the client that identifies the specific portfolio recommended based on the client’s Investment Profile. If the client wishes to proceed, the client will enter into a written Advisory Agreement, which contains specific terms applicable to the client’s advisory relationship with D.A. Davidson (including those regarding custody, brokerage, and administrative services). Information regarding our brokerage services is provided in Item 9 below under Brokerage Practices. In addition, the client will receive a written confirmation (called a “Statement of Investment Selection”) on the opening of their investment advisory account(s) that includes the selected Program, fee schedule and other important account information. If the client informs D.A. Davidson of any material changes to the information in their Investment Profile, the Financial Advisor will evaluate the updated information and make changes or recommendations as appropriate to help ensure the Program, portfolio, or investment manager (as applicable to the SAM, MAC and UMA Programs) is in line with the client’s Investment Profile and other preference they have for the advisory account. The Financial Advisor is also responsible for annually contacting the client to assess whether there are any updates to the client’s information that would impact their selected Program, portfolio, or investment manager (as applicable to the SAM, MAC, and UMA Programs). The client is responsible for promptly communicating any material changes in the client’s financial situation, Investment Profile, or other account information to D.A. Davidson. Information regarding this process is provided in Item 9 below under Review of Accounts. WRAP FEE PROGRAMS Managed Funds Portfolios ("MFP") Program and Roles. The MFP Program offers clients an investment strategy of asset allocation and portfolio investments from a series of proprietary strategic asset allocation model portfolios constructed by D.A. Davidson. Client’s assets will thereafter be managed and implemented in accordance with the agreed upon model portfolio. D.A. Davidson delegates Envestnet as the platform manager to implement, execute, monitor, and rebalance the client’s Program account. Portfolio Construction and Composition. D.A. Davidson uses a variety of mutual funds and/or exchange traded funds (“ETFs”) available on the D.A. Davidson platform to build a portfolio of diversified holdings appropriate for clients enrolled in the MFP Program. The MFP Program will use all or a subset of these investments to construct the model portfolios. The MFP Program aims to provide diversification through exposure to different asset classes (such as equities, fixed income, and alternative investments) and investment strategies (such as growth, and income) based on the investment philosophy of the Firm. More information on the investment selection process undertaken in the MFP Program and the various strategies available is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about mutual funds and ETFs clients should speak with their Financial Advisor. Davidson Investment Advisors (“DIA”), a D.A. Davidson affiliated investment advisor, creates certain model portfolios for D.A. Davidson’s use in the MFP Program. Monitoring and Rebalancing. D.A. Davidson reviews the MFP models quarterly and considers whether, based on market fluctuations and other factors, making adjustments to the models is appropriate. Once changes are deemed appropriate, D.A. Davidson delegates Envestnet to implement the changes to client’s Program account without prior notice to the client (including regarding the timing of these changes). Client’s Program account is monitored daily for deposits and withdrawals (of cash or securities) that cause the assets to deviate over time from the model portfolio. When such deviations become materially significant, the client’s Program account will be rebalanced to align it more closely with the model portfolio. Russell Investments Model Strategies (“RMS”) Program and Roles. The RMS Program offers clients an investment strategy of asset allocation and portfolio investments from a series of model portfolios that are constructed by Russell Investments. Client’s assets will thereafter be managed and implemented in accordance with the agreed upon model portfolio. Russell Investments retains all discretion regarding the model construction and changes to the models, while D.A. 6  Davidson delegates Envestnet as the platform manager to implement, execute, monitor, and rebalance the client’s Program account. Portfolio Construction and Composition. Russell Investments uses a variety of mutual funds, ETFs and ETNs, some of which are in the Russell Investment Funds family, to build a portfolio of diversified holdings appropriate for clients enrolled in the RMS Program. Russell Investments will use all or a subset of these investments to construct the client's portfolio. The RMS Program aims to provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of Russell Investments. More information on the investment selection process undertaken in the RMS Program and the various strategies available is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about mutual funds, ETFs and ETNs, clients should speak with their Financial Advisor. Monitoring and Rebalancing. Russell Investments reviews the RMS models periodically and considers whether, based on market fluctuations and other factors, making adjustments to the models is appropriate. Once changes are deemed appropriate, D.A. Davidson delegates Envestnet to implement the changes to client’s Program account without prior notice to the client (including regarding the timing of these changes). Client’s Program account is monitored daily for deposits and withdrawals (of cash or securities) that cause the assets to deviate over time from the model portfolio. When such deviations become materially significant, the client’s Program account will be rebalanced to align it more closely with the model portfolio. Separate Account Management ("SAM") Program and Roles. The SAM Program is offered in two versions: (1) SAM MF/ETF Single Strategy (referred to in this Brochure as “SAM Model”) and (2) SAM Equity/Fixed Income Single Strategy (referred to in this Brochure as “SAM Manager” (together with SAM Model, the “SAM Program”). SAM Model offers clients an investment strategy of asset allocation and portfolio investments from a series of model portfolios that are constructed by an investment manager that is unaffiliated with D.A. Davidson. Client’s assets are thereafter managed and implemented in accordance with the agreed upon model portfolio. The investment manager retains all discretion regarding the model construction and changes to the models, while D.A. Davidson delegates Envestnet as the platform manager to implement, execute, monitor, and rebalance the client’s Program account. SAM Manager offers clients an investment strategy of asset allocation and portfolio investments by an investment manager. These investment managers are typically third parties (unaffiliated with D.A. Davidson), but there are also portfolios in SAM Manager that are constructed by D.A. Davidson’s Investment Management & Research Department and Davidson Investment Advisors (“DIA”), a D.A. Davidson affiliated investment adviser. Client’s assets are thereafter managed and implemented in accordance with the agreed upon portfolio. The role of implementing, executing, monitoring, and rebalancing the client’s Program account depends on the investment manager selected and is disclosed to clients in the Statement of Investment Selection. If the investment manager is designated as an Envestnet Model Provider “EMP” in the Statement of Investment Selection, D.A. Davidson delegates Envestnet as the platform manager to implement, execute, monitor, and rebalance the client’s Program account. If the investment manager is not designated as an Envestnet Model Provider “EMP” in the Statement of Investment Selection, the investment manager implements, executes, monitors, and rebalances the client’s Program account and retains all discretion. Except when DIA or D.A. Davidson’s Investment Management & Research Department are comprised of the investment managers, neither D.A. Davidson nor Envestnet has influence or control over the investment manager’s investment decisions. Financial Advisors recommend available investment managers to clients for the SAM Program based on a review and selection process conducted by either D.A. Davidson or Envestnet’s PMC research teams and the Financial Advisor’s independent evaluation, which is described in Item 6 below under Portfolio Manager Selection and Evaluation. D.A. Davidson has sole discretion to terminate an investment manager from the SAM Program, in which case enrolled clients will be notified. Because both D.A. Davidson’s Investment Management & Research Department and DIA are investment managers available in SAM Manager, when either are recommended for a client it creates a conflict of interest, which is described in Item 6 below under Portfolio Manager Selection and Evaluation: Use of Affiliated Funds and Investment Management by Affiliated and Related Persons. Portfolio Construction and Composition. SAM Model investment managers are limited to utilizing mutual funds and ETFs, while SAM Manager investment managers can use a variety of investments, including stocks, fixed income securities, mutual funds, ETFs, ETNs, options, and closed-end funds to build a portfolio of diversified holdings appropriate for clients enrolled in the SAM Program. The SAM Program will use all or a subset of these investments to construct the client’s portfolio. The SAM Program will aim to provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of the investment manager and the client’s specific facts and circumstances. 7  More information on the investment selection process undertaken in SAM Model is provided in Item 6 below under Portfolio Manager Selection and Evaluation. Clients that participate in SAM Manager will receive the disclosure brochure for the investment manager that describes the various strategies available. For more information about stocks, fixed income securities, mutual funds, ETFs, ETNs, options, and closed-end funds, clients should speak with their Financial Advisor. Monitoring and Rebalancing. For SAM Model, the investment manager reviews the models periodically and considers whether, based on market fluctuations and other factors, making adjustments to the models is appropriate. Once changes are deemed appropriate, D.A. Davidson delegates Envestnet to implement the changes to client’s Program account without prior notice to the client (including regarding the timing of these changes). Client’s Program account is monitored daily for deposits and withdrawals (of cash or securities) that cause the assets to deviate over time from the model portfolio. When such deviations become materially significant, the client’s Program account will be rebalanced to align it more closely with the model portfolio. For SAM Manager, the role of monitoring and rebalancing the client’s Program account depends on the investment manager selected and is disclosed to clients in the Statement of Investment Selection. If the investment manager is designated as an Envestnet Model Provider “EMP” in the Statement of Investment Selection, the investment manager reviews the portfolios periodically and considers whether, based on market fluctuations and other factors, making adjustments is appropriate. Once changes are deemed appropriate, D.A. Davidson delegates Envestnet as the platform manager to implement, execute, monitor, and rebalance the client’s Program account. If the investment manager is not designated as an Envestnet Model Provider “EMP” in the Statement of Investment Selection, the investment manager constructs, monitors, and rebalances the client’s portfolio in accordance with their policies and procedures and as disclosed in the investment manager’s ADV 2A Disclosure Brochure. Once changes are deemed appropriate, the investment manager implements, executes, monitors, and rebalances the client’s Program account and retains all discretion. Except when DIA or D.A. Davidson’s Investment Management & Research team are the investment managers, neither D.A. Davidson nor Envestnet has influence or control over the investment manager’s investment decisions. Managed Account Consulting ("MAC") Program and Roles. The MAC Program offers clients the opportunity to hire or retain a third-party investment manager of their choosing, whether by recommendation from their Financial Advisor or otherwise. The client enters into separate Advisory Agreements with both D.A. Davidson and the third-party investment manager, commonly referred to as a “dual contract” arrangement. Under this arrangement, the third-party investment manager offers clients an investment strategy of asset allocation and portfolio investments customized to client and implements, executes, monitors, and rebalances the client’s Program account. The advisory agreement with the third-party investment manager (to which D.A. Davidson is not a party) sets forth, among other things, the responsibilities of that manager to the client, and generally governs the relationship between the client and the third-party investment manager. The Advisory Agreement with D.A. Davidson covers consultation services (i.e., helping the client evaluate the third-party investment advisor initially and on an ongoing basis), custody, brokerage, and administrative services. The Envestnet platform is not utilized for this Program. The third-party investment manager retains all discretion regarding the model construction, changes to the models, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. D.A. Davidson conducts a limited review and selection process for the third-party investment managers available for participation in the MAC Program, which is described in Item 6 below under Portfolio Manager Selection and Evaluation. D.A. Davidson does not manage the account and does not otherwise have any influence or control over the third-party investment manager’s investment strategy, investment or trading decisions, or security selection in and on behalf of the client’s Program account. D.A. Davidson also does not assume responsibility for the performance of the third-party investment manager selected by the client. In the MAC Program, after the client retains a third-party investment manager, D.A. Davidson has no obligation to provide any recommendations, advice, or counsel as to the management of assets in the Program account. D.A. Davidson will remove a third-party investment manager from managing the client’s account and facilitate termination of the dual contract only if directed by the client to do so. D.A. Davidson, in its sole discretion, retains the right to remove any third-party investment manager from the Program and will notify impacted clients accordingly. Portfolio Construction and Composition. The third-party investment manager can use a variety of investments including stocks, fixed income securities, mutual funds, ETFs, ETNs and closed-end funds to build a portfolio of diversified holdings appropriate for clients enrolled in the MAC Program. The investment manager will use all or a subset of these investments to construct the portfolios. The MAC Program will aim to provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of the third-party manager and the client’s specific facts and circumstances. The MAC Program allows the investment manager to select investments from the universe of stocks, fixed income securities, mutual funds, ETFs, ETNs and closed-end funds available on the D.A. Davidson platform. 8  The MAC Program does not allow affiliated managers to be selected. Clients that participate in the MAC Program will receive the disclosure brochure for the third-party investment manager that describes the various strategies available. For more information about stocks, fixed income securities, mutual funds, ETFs, ETNs, and closed-end funds, clients should speak with their Financial Advisor. Monitoring and Rebalancing. For the MAC Program, the third-party investment manager constructs, monitors and rebalances the client’s customized portfolio in accordance with their policies and procedures and as disclosed in the third-party investment manager’s disclosure brochure. Once changes are deemed appropriate, they are implemented to client’s Program account at the third-party investment manager’s discretion without prior notice to the client (including regarding the timing of these changes). D.A. Davidson has no influence or control over the third-party investment manager’s investment decisions. Unified Managed Account (“UMA”) Program and Roles. The UMA Program is available in three versions: (1) UMA Select, (2) UMA Discretion, and (3) UMA Guided. UMA Select and UMA Discretion offer clients a portfolio constructed by D.A. Davidson and its Financial Advisor using a combination of the following investment sleeves: MFP model (as described above), SAM Model (as described above), SAM Manager (as described above), and individual mutual funds, ETFs and ETNs selected by the Financial Advisor. In UMA Select, the Financial Advisor will recommend the investment sleeves, investment manager(s) and client’s portfolio/model but will obtain client’s consent before implementing or making any changes. In UMA Discretion, the Financial Advisor will choose and implement the investment sleeves, investment managers, and client’s portfolio/model, without obtaining the client’s consent before implementation or making any changes. Note that certain investment managers that are available in SAM are not available in UMA Select or UMA Discretion. UMA Guided offers clients a portfolio constructed and managed by Envestnet’s Private Wealth Consulting Service (“PWC Service”), using the research, portfolio construction and investment decisions of Portfolio Management Consultants (“PMC”). UMA Guided offers a custom multi-manager portfolio with access to multiple asset managers, mutual funds, and ETFs, representing various asset classes. In UMA Guided, D.A. Davidson will appoint PWC Services (and in turn PMC) to choose and implement the investment sleeves, investment managers and portfolio/model based on the clients target investment profile and risk tolerance. PWC Services will not obtain the client’s consent before implementing or making any changes. Discretionary changes in investment sleeves could result in changes to the Management Fee in UMA Discretion up to a maximum of .75% and in UMA Guided up to a maximum of .90% (as defined in this Item 4 below) without client’s consent or prior notification. This means that the Financial Advisor (in UMA Discretion) can make discretionary decisions that can impact client’s fee at any time. For UMA Guided, PWC Services can make discretionary changes that can impact client’s fee at any time. Clients should review their monthly statement for fee information. In UMA Guided, some models provided by PWC are considered proprietary Envestnet PMC models. These offerings may incorporate PMC proprietary strategies, mutual funds and ETFs, for which Envestnet acts as the investment advisor. This creates a conflict of interest for Envestnet in its selection of strategies, mutual funds and ETFs because it allows Envestnet to earn both the Management Fee on the assets and any additional fees associated with your investment into the strategies, mutual funds and ETFs. To mitigate this conflict, Envestnet does not collect a portion (up to .15% depending on the investment amount) of the Management Fee (as defined below) for the assets of your UMA Guided account invested in these proprietary strategies, mutual funds and ETFs. For UMA Guided, D.A. Davidson delegates Envestnet as the platform manager to generate a proposal document, implement, execute, monitor, and rebalance the client’s Program account, both with regard to the overall portfolio and for each investment sleeve. For each of the following investment sleeves available in UMA Select and UMA Discretion: MFP model, SAM Model, SAM Manager, the operations regarding the Programs and Roles, Portfolio Construction and Composition, and Monitoring and Rebalancing function as described under the respective Program descriptions above. For individual mutual fund and individual ETF sleeves, your Financial Advisor can select from D.A. Davidson’s Supervised Mutual Fund and ETF Research List, described further in Item 6 below under Portfolio Manager Selection and Evaluation. For UMA Guided: see the Envestnet Form ADV Part 2A Disclosure Brochure for information regarding the operations of the program, including portfolio construction and composition, monitoring, rebalancing, and reasonable investment restrictions. DIA, a D.A. Davidson affiliated investment adviser, is one of the investment managers available in UMA Select. DIA is only available in UMA Discretion on an exception basis; however, DIA is not available for retirement accounts in the UMA Discretion Program. When DIA is selected for a client, this creates a conflict of interest, which is described in Item 6 below under Portfolio Manager Selection and Evaluation: Use of Affiliated Funds and Investment Management by Affiliated and Related Persons. DIA is not available for UMA Guided. 9  Portfolio Construction and Composition. As noted above, for each of the following investment sleeves available in UMA Select and UMA Discretion: MFP model, SAM Model, SAM Manager, Portfolio Construction and Composition operate as described under the respective Program descriptions above and mutual fund and ETFs are selected from D.A. Davidson’s Supervised Mutual Fund and ETF Research List. To construct the overall portfolio (i.e., the investment sleeves and portfolio/model of each sleeve) D.A. Davidson and the Financial Advisor will aim to provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on their investment philosophy and the client’s specific facts, objectives and circumstances. For UMA Guided: see the Envestnet Form ADV Part 2A Disclosure Brochure for information regarding portfolio construction and composition. More information on the investment selection process undertaken to create the pre-approved list of individual mutual funds and individual ETFs is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about stocks, fixed income securities, mutual funds, ETFs, ETNs, and closed-end funds, clients should speak with their Financial Advisor. Monitoring and Rebalancing. As noted above, for each of the following investment sleeves available in UMA Select and UMA Discretion: MFP model, RMS model, SAM Model, SAM Manager, Monitoring and Rebalancing operates as described under the respective Program descriptions above. In UMA Select and UMA Discretion, the client’s Program account is monitored daily for deposits and withdrawals (of cash or securities) that cause the assets to deviate over time from the overall portfolio (including allocations to individual mutual funds and ETFs). When such deviations become materially significant, the client’s Program account will be rebalanced to align it more closely with the overall portfolio. Additionally, client accounts will be reviewed annually to determine if rebalancing is necessary if account has not been rebalanced as a result of other portfolio changes. For UMA Guided: see the Envestnet Form ADV Part 2A Disclosure Brochure for information regarding monitoring and rebalancing. Tax Overlay and Impact Overlay Services. An optional tax overlay management service is available in the UMA Program for an additional fee for portfolios that meet certain qualifications. In addition, an optional impact overlay management service-based impact investing criteria is available for an additional fee. Envestnet operates both overlay services in accordance with their policies and procedures and as described in the Envestnet Form ADV Part 2A Disclosure Brochure. For more information about the Tax Overlay and Impact Overlay Services contact your Financial Advisor. Paragon Program and Roles. The Paragon Program offers clients an investment strategy of asset allocation and portfolio investments customized to the client by a D.A. Davidson Financial Advisor who has been approved to participate in the Paragon Program as an investment manager (each, a “Paragon Manager”). The Paragon Manager uses tools available at D.A. Davidson to implement, execute, monitor, and rebalance the client’s Program account. The Paragon Manager retains all discretion regarding the portfolio construction, changes to the portfolios, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. Paragon Managers are D.A. Davidson Financial Advisors that act as both investment manager and Financial Advisor to their clients. D.A. Davidson conducts an approval process for the Paragon Managers, supervises the Paragon Managers, and determines Paragon Security and Transaction Parameters, all of which are described in Item 6 below under Portfolio Manager Selection and Evaluation. Portfolio Construction and Composition. Paragon Managers can use a variety of investments, including stocks, fixed income securities, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, alternative investments, unit investment trusts (“UITs”), including buffered UITs, options, and advisory variable annuities available on the D.A. Davidson platform to build a portfolio of diversified holdings appropriate for clients enrolled in the Paragon Program. The Paragon Manager will use all or a subset of these investments to construct the client’s portfolio, however, as described under Methods of Analysis and Strategies by Program: Paragon in Item 6 below, at the discretion of D.A. Davidson’s Managed Asset Department, certain Financial Advisors may be granted limited exceptions to hold security positions that would otherwise be ineligible under the Paragon Program. The Paragon Program can provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of the Paragon Manager and the client’s Investment Profile and other specific facts and circumstances (including facts and circumstances about other accounts with D.A. Davidson that are held by the client or eligible members of the client’s household ). Each Paragon Manager has a written investment discipline that describes their investment philosophy and strategies they use. Clients should speak with the Paragon Manager regarding how their Paragon Manager will manage the client’s account. 10  More information on the methods of analysis for investment strategies undertaken in the Paragon Program is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about stocks, fixed income securities, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, alternative investments, UITs, options, and advisory variable annuities clients should speak with their Financial Advisor. Monitoring and Rebalancing. Paragon Managers review client’s portfolios at least annually and consider whether, based on market fluctuations and other factors, making adjustments to the asset allocations and investment selections are appropriate. Once changes are deemed appropriate, they are implemented to client’s Program account at the Financial Advisors discretion without prior notice to the client (including regarding the timing of these changes). Paragon CWAM Program and Roles. A limited number of D.A. Davidson Financial Advisors can recommend that client’s account be invested into specific portfolios developed by a few Financial Advisors formerly associated with Crowell Weedon & Co. (“Crowell Weedon”) prior to its acquisition by D.A. Davidson Companies in August 2013 (managers, the “CWAM Manager” and portfolios, the “CWAM Portfolios”). After the closing of that acquisition, the businesses conducted by Crowell Weedon were combined and are now operated as a part of D.A. Davidson. The CWAM Manager offers clients an investment strategy of asset allocation and portfolio investments from a series of model portfolios that they construct and manage. Client’s assets will thereafter be managed and implemented by the CWAM Manager in accordance with the agreed upon model portfolio. The CWAM Manager uses tools available at D.A. Davidson to implement, execute, monitor, and rebalance the client’s Program account. The CWAM Manager retains all discretion regarding the portfolio construction, changes to the portfolios, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. CWAM Managers are D.A. Davidson Financial Advisors that are approved to be and supervised as Paragon Managers, which in certain cases means that they act as both investment manager and Financial Advisor to their clients. Paragon CWAM is also subject to the Paragon Program parameters determined by D.A. Davidson. Portfolio Construction and Composition. CWAM Managers can use a variety of investments, including stocks, fixed income securities, mutual funds, ETFs, ETNs, alternative investments, UITs, and options to build portfolios of diversified holdings appropriate for clients enrolled in the Paragon CWAM Program. The CWAM Manager will use all or a subset of these investments to construct the model portfolios. Paragon CWAM can provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of the CWAM Manager. Each CWAM Manager has a written investment discipline that describes their investment philosophy and strategies they use. Clients should speak with their Financial Advisor regarding how their CWAM Manager will manage the client’s account. More information on the investment selection process undertaken in the Paragon CWAM Program is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about stocks, fixed income securities, mutual funds, ETFs, ETNs, alternative investments, UITs, options, and advisory variable annuities clients should speak with their Financial Advisor. Monitoring and Rebalancing. CWAM Managers review the CWAM Portfolios periodically and considers whether, based on market fluctuations and other factors, making adjustments to the models is appropriate. Once changes are deemed appropriate, they are implemented to client’s Program account at the CWAM Manager’s discretion without prior notice to the client (including regarding the timing of these changes). Choice Program and Roles. The Choice Program offers clients an investment strategy of asset allocation and portfolio investments customized to the client by a D.A. Davidson Financial Advisor. In the Choice Program, the client appoints D.A. Davidson to provide investment advice and recommendations for the assets in the client’s Program account, but the client retains full authority over the decisions (including the authority to buy, sell, or hold securities and the timing of these actions). Neither D.A. Davidson nor a Financial Advisor has investment discretion and may not buy or sell securities in connection with a client account without their consent. The Financial Advisor uses tools available at D.A. Davidson to implement, execute, monitor, and rebalance the client’s Program account. In the Choice Program, the client enters into an agreement with D.A. Davidson for the provision of non-discretionary advisory, custody, brokerage, and administrative services. Based on information in the client’s Investment Profile, a Financial Advisor advises the client on the selection of an appropriate investment strategy, which includes security selection and general asset allocation, and which may include advice on financial planning and other wealth management topics. The client has sole discretion to make investment decisions in relation to the account, including, for example, the decision whether to accept or reject an investment strategy, or whether to purchase or sell particular securities, recommended by the Financial Advisor. The Choice Program is not intended to permit a client to direct the purchase of securities in their account, but rather to approve purchases recommended by the Financial Advisor. 11  Portfolio Construction and Composition. Financial Advisors can use a variety of investments, including stocks, fixed income securities, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, alternative investments, UITs (including buffered UITs), options, and advisory variable annuities available on the D.A. Davidson platform to build a portfolio of diversified holdings appropriate for clients enrolled in the Choice Program. The Financial Advisor will use all or a subset of these investments to construct the client’s portfolio, however, as described under Methods of Analysis and Strategies by Program: Choice in Item 6 below, at the discretion of D.A. Davidson’s Managed Asset Department, certain Financial Advisors may be granted limited exceptions to hold security positions that would otherwise be ineligible under the Paragon Program. The Choice Program can provide diversification through exposure to different asset classes (such as equities, fixed income, multi assets and alternative investments) and investment strategies (such as growth and income) based on the investment philosophy of the Financial Advisor and the client’s specific facts and circumstances. More information on the methods of analysis for investment strategies undertaken in the Choice Program is provided in Item 6 below under Portfolio Manager Selection and Evaluation. For more information about stocks, fixed income securities, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, alternative investments, UITs (including buffered UITs), options, and advisory variable annuities clients should speak with their Financial Advisor. Monitoring and Rebalancing. Financial Advisors review client’s portfolios at least annually and consider whether, based on market fluctuations and other factors, making adjustments to the asset allocations and investment selections are appropriate. Once changes are deemed appropriate, they are reviewed with the client before being implemented in client’s Program account. ADDITIONAL PROGRAM INFORMATION Reasonable Investment Restrictions. A client may contact their Financial Advisor to request a reasonable investment restriction on the management of their Program account, including with regard to specific securities or industry sectors. Any such requests must be communicated to D.A. Davidson in writing and will be considered for approval or denial by the investment manager (in their sole discretion) or platform manager (based on the parameters set by the investment manager), whether such manager is D.A. Davidson, a Financial Advisor or a third-party investment manager or sub- manager (as applicable to the SAM, MAC, and UMA Programs). This option, however, is not intended to permit a client to direct the purchase of certain securities or types of securities in their account. Restrictions placed on an account may positively or negatively affect account performance and may cause the account to perform differently (including worse) than a like account with no restrictions. Documents Clients Receive. Upon enrollment, clients will receive this Brochure, the D.A. Davidson Financial Advisor’s 2B Brochure Supplement(s) and if applicable to their Program, the Envestnet Form ADV Part 2A Disclosure Brochure and/or the investment manager’s Form ADV Part 2A Disclosure Brochure(s) and/or 2B Brochure Supplement. These documents provide detailed information about the Program, the D.A. Davidson Financial Advisor, and, as applicable, the platform manager and/or the third-party investment manager or sub-manager. Once enrolled clients will also receive monthly/quarterly account statements/reports. Mutual Funds. Mutual funds often offer several share classes to investors. Each share class invests in the same portfolio of underlying securities and has the same investment objectives or policies. However, their fees, expenses and initial investment minimums differ. Note that the MFP, RMS, SAM, MAC and UMA Programs do not allow for D.A. Davidson affiliated mutual funds to be selected. More information on the investment selection process is provided in Item 6 below under Portfolio Manager Selection and Evaluation. The Paragon, Paragon CWAM and Choice Programs allow clients to purchase Davidson affiliated mutual funds, for which DIA serves as the investment adviser, except within retirement accounts. Since DIA and D.A. Davidson are affiliates, this creates a conflict of interest by allowing the D.A. Davidson family of companies to receive two levels of fees. D.A. Davidson addresses these conflicts of interest by disclosing them in this Brochure. Further information regarding these conflicts and D.A. Davidson and its Affiliates is provided in Item 9 below under Additional Information and Other Financial Industry Affiliates and Activities. Custody and Trade Execution. Generally, D.A. Davidson or its affiliate serves as custodian for client assets in the Programs. However, in some cases D.A. Davidson, in its sole discretion, may permit clients to custody their assets at another financial institution acceptable to D.A. Davidson (each, an “Outside Custody Arrangement”). This arrangement would only be considered for clients in the Paragon and Choice Programs. Typically, for Outside Custody Arrangements, the client will pay a separate custody fee to the custodian of those assets in addition to a Total Annual Fee (as defined below) paid to D.A. Davidson for investment advisory services and enter into a separate Custodial Agreement with that custodian. For accounts custodied at D.A. Davidson, the Firm will also provide execution services for the client’s securities transactions in accordance with D.A. Davidson’s brokerage practices described in Item 9 below under Brokerage Practices. 12  If a Financial Advisor recommends a client invest a portion of their assets in advisory variable annuities or alternative investments, the broker-dealer selected by the insurance carrier or issuer of the product will maintain custody of the underlying funds for advisory variable annuity sub accounts, or underlying assets for alternative investments, respectively. Tax Consequences. Transactions executed for and on behalf of a client’s account may have positive or negative tax consequences for a client. In exercising investment discretion in relation to accounts and otherwise providing investment management services to clients through the Programs, D.A. Davidson may consider specific tax-related information communicated by clients. However, D.A. Davidson does not employ tax professionals, has not, and will not provide tax advice to clients. D.A. Davidson is not responsible for ensuring that clients accurately report the trading activities in their Program account to the IRS or any other relevant taxing authority. D.A. Davidson is not responsible for the tax consequences of any transaction affecting a client as a result of investment decisions made on behalf of the client’s account by either D.A. Davidson or any other person (including the Platform Manager, or investment manager), including, for example, after the client has communicated tax-specific information to their Financial Advisor. D.A. Davidson recommends, prior to opening any account, which is eligible to participate in one of the Programs, clients should consult with their tax advisor to identify and consider the tax consequences of the strategy to be pursued through their accounts. Use of Margin. Margin (i.e., borrowing to purchase additional securities in an advisory account) is prohibited. However, the assets in a clients non-qualified advisory account may be used as collateral for a margin balance held within a separate brokerage account. Using an advisory account as collateral in this manner comes with certain risks and disadvantages, such as (i) in the case of a margin call requiring clients to provide additional funds to their non-qualified advisory account, which, if not done, can result in a liquidation of all or some of the assets in clients’ non-qualified advisory account and if the assets are in a discretionary account, such liquidation decisions will be made by the Financial Advisor at their discretion and without prior notice to clients; and (ii) any margin account balance in a non- qualified advisory account will be included in the calculation of clients’ Total Annual Fee (as defined below), which, when considered along with the margin interest clients pay, may result in higher overall fees to clients and higher compensation to D.A. Davidson and its Financial Advisors; (iii) the incremental fees paid to D.A. Davidson may be significantly higher than in the absence of margin or than might otherwise be paid pursuant to a standard margin arrangement with us or another broker-dealer. Please read the Margin Disclosure closely before engaging in margin activities. Clients should also note that use of margin is generally intended to fund additional purchases of securities. If client wishes to obtain a loan for some other purpose, client should instead consider whether they are eligible for Securities-Based Lending, which involves clients obtaining loans from third-party lenders for general use purposes. Securities-Based Lending. D.A. Davidson can refer qualifying clients to borrow money from a third-party lender (the “Lender”) under Davidson’s Lending Program (the “Loan”). The Loan can be used for any personal or business purpose other than to purchase, carry or trade securities. The Loan is secured by the assets in a client’s non-qualified advisory and/or brokerage account(s). Any referral by D.A. Davidson and its Financial Advisor made to a Lender or for a Loan is an ancillary service and not part of our Programs or advisory services. The Financial Advisor can educate clients about the Loan and eligibility criteria, act as an intermediary between the client and the Lender, but does not recommend the Loan, a draw down on the Loan or otherwise act in a fiduciary capacity with regard to the Loan. The Financial Advisor also will not provide advice, monitor or oversee any such lending arrangement. Clients considering a loan should refer to the disclosure titled Important Considerations for Liquidity Needs available at dadavidson.com/Disclosures for more educational information about liquidity options, including considerations for taking the Loan, compensation received by D.A. Davidson for making the referral and associated conflicts of interest. FEES Program Fee. The client will typically pay an ongoing annual fee established as a percentage of the market value of assets in the account as of a particular measurement date (“asset-based fee”). The total “wrap fee” consists of the following components which makes up the “Total Annual Fee”: (1) an annual asset-based advisory fee paid to D.A. Davidson (“Davidson Advisory Fee”); and (2) an annual asset-based manager fee paid directly to an investment manager, which may include a platform fee retained by D.A. Davidson, for SAM, UMA and Paragon CWAM (“Management Fee”). Client’s specific Total Annual Fee is provided upon enrollment in a Statement of Investment Selection. 13  The Total Annual Fee varies among Programs as follows: Program Davidson Advisory Fee Management Fee MFP Negotiable up to 1.85% N/A RMS Negotiable up to 1.85% 0.02% MAC Negotiable up to 1.85% Negotiable SAM Model Negotiable up to 1.85% 0.07% - 0.60% (including a .02%-0.15% platform fee to D.A. Davidson) SAM Manager Negotiable up to 1.85% 0.14% - 0.57% (including a 0.02%-0.15% platform fee to D.A. Davidson) UMA Select and UMA Discretion Negotiable up to 1.85% 0.15% - 0.75% (including a 0.15% platform fee to D.A. Davidson) UMA Guided Negotiable up to 1.85% 0.28% - 0.90% (including a 0.05% platform fee to D.A. Davidson) Paragon Negotiable up to 1.85% N/A Paragon CWAM Negotiable up to 1.85% Negotiable up to 0.50% (with total Davidson Advisory Fee combined with Management Fee not to exceed 1.85%) Choice Negotiable up to 1.85% N/A Note: There are exceptions to the above fee construct for a limited number of clients based on legacy relationships and/or supervisory approval (“Exception Fee Arrangements”). D.A. Davidson Advisory Fee. The Davidson Advisory Fee is negotiated and determined based upon a number of factors. The Financial Advisor may consider the value of the assets across accounts in one household participating in one or more Programs, subject to certain restrictions, the services expected to be provided to the client, the types of assets being deposited in the account participating in the relevant Program, the composition of the account (i.e., whether the account holds or mostly holds equity securities or fixed income securities), and the nature of the client relationship. In general, the greater the value of assets a client has invested through one or more Programs, the lower the Davidson Advisory Fee will be. However, because the Advisory Fee is individually negotiated, not all clients with the same amount of assets will be charged the same fee in the same Program. Clients should ensure their Financial Advisor is aware of all assets held at D.A. Davidson when negotiating the D.A. Davidson Advisory Fee. D.A. Davidson may approve a Financial Advisor to charge a fee rate higher than 1.85% from time to time in consideration of the services to be provided to a client. Allowing the Financial Advisor to determine the Davidson Advisory Fee creates a conflict of interest because the Financial Advisor is incentivized to increase their compensation by setting a higher fee for client’s Program account. Management Fees. The specific Management Fee within the range noted above for SAM and UMA is determined through a separate Management Fee schedule and is based upon the investment manager and/or model selected for the client. Each model and investment manager is priced differently based upon the composition of the account and the fee is not negotiable. D.A. Davidson is typically not responsible for determining and setting these fees, except when DIA (a D.A. Davidson affiliate) or D.A. Davidson Investment Management & Research Department is the investment manager for SAM Manager. For further information about the conflicts of interest created by the use of D.A. Davidson portfolios and investment managers see Portfolio Manager Selection and Evaluation: Use of Affiliated Funds and Investment Management by Affiliated and Related Persons under Item 6 below. A portion of the Management Fee is retained by D.A. Davidson to support the use of the Envestnet platform for these Programs (the “platform fee”). This presents a conflict of interest because it incentives D.A. Davidson to recommend the Programs that pay it a platform fee, and specifically a higher platform fee, above others that do not pay D.A. Davidson a platform fee or pay a lower platform fee. We mitigate this conflict by not sharing the platform fees with our Financial Advisors and paying a portion of that fee to Envestnet. 14  When the D.A. Davidson Investment Management & Research portfolios are selected in SAM Manager, both the D.A. Davidson Advisory Fee and the platform fee portion of the Management Fee are charged to the client and retained by D.A. Davidson. There is no additional Management Fee charged to clients. The Paragon CWAM Portfolios are often recommended by the CWAM Managers (i.e., Financial Advisors that develop these portfolios) who are also approved to be Paragon Managers. This creates a conflict of interest because these Financial Advisors have an opportunity to negotiate a higher Total Annual Fee for using the CWAM Portfolios. D.A. Davidson mitigates the risk by not allowing the Total Annual Fee (along with the 50 basis point Management Fee for the Paragon CWAM Program) to exceed the 1.85% maximum Davidson Advisory Fee for any Paragon CWAM accounts opened after August 2013 (unless they are subject to an Exception Fee Arrangement). As described in UMA Guided in this Item 4 above, Envestnet does not collect the portion (up to .15% depending on the investment amount) of the Management Fee for the assets of your UMA Guided account invested in Envestnet’s proprietary strategies, mutual funds and ETFs. Optional Tax Overlay and Impact Overlay Service for UMA. As described in this Item above under UMA, optional tax and impact overlay management services are available in the UMA Program for an additional fee. Clients that select either or both of these services will be charged an asset-based fee of 0.08% in addition to the Total Annual Fee. ADDITIONAL FEE INFORMATION How Fees are Charged. Unless D.A. Davidson has agreed otherwise (in writing), the Total Annual Fee is calculated and charged quarterly, in advance, payable on the first day of each calendar quarter. The quarterly fee is calculated based on the market value of the assets in the account (including cash and cash-equivalents) on the last business day of the prior quarter, the portion of the applicable Total Annual Fee rate based on the actual number of days in the quarter, and a 365 day year (366 days in the case of a leap year). The value of assets held in the Program account will be determined in good faith by D.A. Davidson to reflect their fair market value. The initial billing period begins when an Advisory Agreement is signed by the client and accepted and executed by D.A. Davidson. If this occurs after the start of a quarterly billing period, the initial or partial quarter fee will be prorated based on the number of days remaining in the current calendar quarter. Typically, fees are automatically debited from the client’s account, and billed in accordance with the terms set forth in the client’s Advisory Agreement. Fees may be paid with other billing arrangements if agreed upon separately. Under Exception Fee Arrangements, the client may be charged in arrears and/or monthly in accordance with their specific Advisory Agreement or certain assets could be excluded from the Total Annual Fee calculation. Cash Balances. A portion of client’s account may be held in cash through the cash management program (which is further described under Item 9 below). D.A. Davidson (and its affiliates) receive important and significant compensation and benefits from client use of the cash management program. If D.A. Davidson did not receive such compensation, which is in addition to the Total Annual Fee, the Total Annual Fee would generally be higher. The Total Annual Fee applies to cash balances. Because the Total Annual Fee is generally charged on cash balances and cash balances generate compensation to D.A. Davidson through the cash management program, D.A. Davidson (and its affiliates) earn two layers of compensation on such cash balances in client advisory accounts. To mitigate this conflict of interest, for portfolios where D.A. Davidson or its Financial Advisors act as an investment manager (i.e., the MFP, Paragon, Paragon CWAM, Choice, and D.A. Davidson Investment Management & Research portfolios under SAM Manager), as of January 1, 2024, no more than 5% of the account is permitted to be held in cash for more than 90 consecutive days. The amount invested in cash differs among Programs and among Financial Advisors. Account performance is impacted by cash allocations. Under most market conditions, cash allocations result in lower overall portfolio performance as most other asset classes typically outperform cash over time. Any cash in the client’s account is typically swept into the cash management program for which D.A. Davidson, but not the Financial Advisor, earns additional compensation. This creates a conflict of interest as described in Item 9 below under Other Compensation. Services and Expenses Covered by the Total Annual Fee. As described above, the Total Annual Fee covers investment advice provided by D.A. Davidson’s investment professionals and/or the client’s Financial Advisor, portfolio management services, the execution of client transactions, custody services, account servicing, reporting, monitoring, rebalancing and other services. It also covers the additional fees paid to investment managers utilized in the applicable Program, the D.A. Davidson platform fee, and D.A. Davidson’s costs for administering the Program. Service Fees and Expenses Not Covered by the Total Annual Fee. The Total Annual Fee does not include certain charges, such as retirement account fees, trust fees, exchange fees, currency conversion fees, transfer fees, or other service fees. In accounts where custody of assets is with a firm other than D.A. Davidson or its affiliate, the client will pay other custody, transaction, and administrative fees, in accordance with the terms of their account agreements. In accounts where withdrawals of cash or money market funds are more than the cash available in the Program account or where client engages a SAM Manager (in the SAM Program) that utilizes options strategies (i.e., resulting in the account incurring a debit balance or borrowed amount) client will pay a Total Annual Fee based on and including the 15  amount of the debit balance and also pay interest or a prepayment fee on the debit balance. In addition to the Total Annual Fee described above, a client may incur other fees and expenses related to the management and servicing of their account. These other fees and expenses include those related to odd-lot differentials, exchange fees, electronic fund and wire transfer fees, transfer taxes, redemption fees imposed by a mutual fund company in relation to trading deemed to be excessive, certain fees in connection with the establishment, administration, or termination of retirement or profit-sharing plans or trust accounting, or other costs or fees imposed under applicable laws or regulations. IRAs participating in a Program will incur an annual IRA maintenance fee. In addition, in connection with the purchase of certain types of securities (such as securities traded over-the-counter and fixed income securities), the client will bear the cost of any mark-ups, mark-downs and spreads charged by market- makers and dealers. Also, if a transaction in a client account is executed away from D.A. Davidson (a “step out” trade) other charges may also be incurred. Further information relating to transactions executed away from D.A. Davidson is provided in Item 9 below under Brokerage Practices. Investment Fees and Expenses Not Covered by the Total Annual Fee. All fees paid to D.A. Davidson for investment advisory services provided through the Programs are in addition to the fees and expenses clients incur with respect to investments held in Program accounts, including for Program assets invested in bank deposit accounts, money market funds, mutual funds, ETFs, alternative investments, advisory variable annuities, unit investment trusts (“UITs”), and private investment partnerships and other pooled investments. These fees and expenses are described in each fund's (or other vehicle’s) prospectus or offering document and will be borne directly or indirectly by their shareholders. These fees can include fund management fees, administrative fees, omnibus and sub-transfer agent fees, other fund expenses, and potentially a 12b-1 Fee or other marketing, shareholder servicing and distribution charges. Note, however, the sub-transfer agent fees are not charged on qualified advisory accounts. By investing in these types of securities, a client is essentially paying multiple layers of fees and expenses on the assets invested. When investments are made in D.A. Davidson affiliated mutual funds (i.e., proprietary investments), these additional fees are retained by DIA, a D.A. Davidson affiliate. D.A. Davidson has an incentive to permit Program accounts to invest in D.A. Davidson affiliated funds because that would result in more money being retained by the D.A. Davidson family of companies. D.A. Davidson only allows D.A. Davidson affiliated funds to be used in the Paragon, Paragon CWAM and Choice Program accounts that are not retirement accounts. The compensation Financial Advisors receive does not differ depending on whether D.A. Davidson affiliated funds are selected for the client’s account. When investments are made in non-proprietary investments, D.A. Davidson or an affiliate retains compensation for services to the fund or its sponsor, including revenue sharing, omnibus recordkeeping, sub-transfer agency fees and other compensation for administrative services. Note, however, the sub-transfer agent fees are not retained by D.A. Davidson on qualified advisory accounts. D.A. Davidson has an incentive to invest Program account asset in funds that pay this compensation and that pay this compensation in greater amounts, because doing so results in additional compensation to the D.A. Davidson family of companies. The compensation Financial Advisors receive does not differ depending on whether funds that pay additional compensation are selected for the client’s account. In the case of mutual funds, where D.A. Davidson may receive distribution and shareholder servicing revenue which varies based on the mutual fund or the share class selected, D.A. Davidson has a conflict of interest with respect to the variations in such revenue. As a matter of D.A. Davidson’s policy, any new purchases of mutual funds in a Program account must be in an advisory share class that does not impose a 12b-1 Fee, where such a share class is available. In the event D.A. Davidson receives a 12b-1 Fee in relation to an existing mutual fund position in an advisory account, the Firm will pass on and rebate the fee to the client. D.A. Davidson does not guarantee clients will always be invested in the most favorable share class offered by a mutual fund company or that more favorable share classes will be made available in advisory accounts. Further information relating to fees and expenses is provided in Item 9 below under Brokerage Practices and Other Compensation. In the case of annuity or insurance products available in the Paragon, Paragon CWAM and Choice Programs, clients will pay two levels of fees: the Total Annual Fee paid directly to D.A. Davidson and the Financial Advisor, and a fee(s) paid indirectly to the annuity or insurance carrier. These additional fees to the annuity and insurance carrier include mortality and expense fees, administrative fees, and underlying fund expenses. Other fees for optional benefits and riders may also be assessed. As noted below clients may purchase annuity products and other securities outside of the advisory programs offered by D.A. Davidson and avoid D.A. Davidson’s Total Annual Fee. Payments to Third Parties. For the RMS, SAM, and UMA Programs, D.A. Davidson pays a portion of the Total Annual Fee received from the client to an investment manager and/or Envestnet, as the case may be, for services provided to the client through the relevant Program(s). These payments may change from time to time without notice to clients. Only for UMA Select will clients be notified in advance of any change resulting in a change to the client’s Total Annual Fee. The payments to these third parties vary based on factors such as the Program, the investment strategy or style of the relevant manager, and the size of the client’s account. 16  Consolidating Statements and Mailings. Clients should notify their Financial Advisor if they wish to consolidate statements for multiple accounts at the same mailing address. Program accounts held directly by client, or for the benefit of a spouse, parent, child, or anyone else residing at the same address as the client, qualify for statement consolidation. Statement consolidation requests will also result in the receipt of a single combined quarterly performance report per mailing address. By consolidating statements, clients allow D.A. Davidson to share client’s Program account performance information with others at the client’s mailing address. Consolidating statements does not authorize others at the client’s mailing address to conduct transactions in client’s Program account. Plan fiduciaries and clients should note accounts participating in a Program that were established under an ERISA- qualified plan are typically not consolidated with accounts not subject to ERISA for purposes of receiving a combined quarterly performance report. Clients are also encouraged to consult their tax advisor regarding the tax consequences of grouping accounts not subject to ERISA with other retirement accounts (such as IRAs and Keogh plan accounts), and with non-retirement accounts. Termination of the Advisory Relationship. Clients may terminate participation in a Program upon ten business day’s written notice to D.A. Davidson. Client’s participation in a Program will automatically terminate upon notification to D.A. Davidson of client’s death or the death of all authorized account holders (including trustees). D.A. Davidson may also terminate client’s participation in the Program immediately upon written notice to clients for any reason in D.A. Davidson’s sole discretion, including, but not limited to, (i) should client’s balance fall below the Program’s initial minimum account size requirements and any minimum maintenance requirements determined in D.A. Davidson’s sole discretion, (ii) if client fails to update or provide certain information or documentation requested by D.A. Davidson, (iii) in the case of an UTMA/UGMA account where the beneficiary has reached the age of majority in their state of residency, or (iv) in the event D.A. Davidson believes for any reason client is currently violating or may violate any applicable law or regulation or the terms of the Advisory Agreement or D.A. Davidson is otherwise requested by a regulator or self-regulatory authority to close or suspend the account. In the event D.A. Davidson or a client terminates client’s participation in a Program, any prepaid, unearned fees will be refunded. The number of days remaining in the billing period after the effective date of the termination will be considered in determining the amount of any fee reimbursement due to a client. Upon termination, Program account assets will no longer be managed, and the account will be automatically converted to a custody only brokerage account at D.A. Davidson or its affiliate until the client transfers the assets to another provider or makes other arrangements with D.A. Davidson. Additional General Fee Information. D.A. Davidson may modify a client’s existing fees and/or add additional fees or charges by providing the client with thirty (30) days prior written notice of the modification (except that in UMA Discretion and UMA Guided, the Management Fee can change without clients’ consent or prior notification). Purchasing Like Services and Investments Outside of an Advisory Relationship. The services provided to a client in connection with a D.A. Davidson advisory account may be separately available to a client outside of the advisory account. Clients are cautioned that, depending on factors such as: the level of fees charged by the executing broker- dealer, the amount of trading activity in the client’s account, the value of the client’s account, the types of securities held in the client’s account, the client’s investment strategy, and the level of service sought by the client, the aggregate cost of the client’s advisory account may be higher than if the client had selected the services separately. In addition, fees charged by D.A. Davidson may be higher or lower than the fee charged by another firm that offers comparable advisory services. A client could also invest in a mutual fund or annuity directly or through an unaffiliated broker-dealer without D.A. Davidson’s services. In that case, the client would not receive the ongoing investment advisory services offered by D.A. Davidson through its Programs, which are intended, among other things, to assist the client in determining which mutual funds, annuities or other securities are most appropriate in considering the client's financial condition and objectives. Moreover, the mutual fund or annuity purchased directly by the client may also impose an initial or deferred sales charge. Taking such information into consideration, each client should carefully review and evaluate their investment objectives and risk tolerance, the investment advisory and brokerage services provided by D.A. Davidson and other firms, and the costs and expenses charged by such firms, before determining whether to open a D.A. Davidson advisory account and participate in a Program. Compensation Received by D.A. Davidson and Financial Advisors. A Financial Advisor, who recommends a client open an advisory account will be compensated based on the amount of the Davidson Advisory Fee that the client pays. More information about how our Financial Advisors are compensated is provided in Item 9 below under Other Compensation. Depending on the investments and frequency of trading in an account, the amount of compensation received by the Financial Advisor may be more or less than the amount of compensation he or she would receive if the client paid separately for similar services to be provided outside of the advisory relationship. Accordingly, the Financial Advisor may have an incentive to recommend a Program over non-advisory products or services offered by D.A. Davidson. In addressing this conflict of interest, D.A. Davidson and its Financial Advisors are supervised to the standards of care described in Item 4 above when providing investment advisory services. D.A. Davidson and its Financial Advisors meet those standards by evaluating each client’s Investment Profile, and determining whether the portfolio recommended is 17  in the best interest of the client. D.A. Davidson has also adopted and enforces policies and procedures intended to ensure the Firm and its Financial Advisors comply with their fiduciary duties. Rollovers and Transfers. D.A. Davidson and its Financial Advisors both make more money when a client increases their assets with D.A. Davidson, including through rollovers from workplace retirement plans or IRAs at other financial services companies into IRAs with the Firm (“rollovers or transfers”). When a client engages in a rollover or transfer to an advisory IRA (or other account), D.A. Davidson will receive compensation in connection with the investments held in the IRA and D.A. Davidson will pay a portion of that compensation to the Financial Advisor. These payments create an incentive for D.A. Davidson and its Financial Advisors to recommend rollovers and transfers. D.A. Davidson’s Financial Advisors do not make recommendations to roll assets out of a plan or transfer assets from an IRA, but rather provide investors who are eligible to withdraw their benefits from workplace retirement plans or IRAs at other financial services companies with educational materials to help them determine whether or not to complete a roll out or transfer and confirm that such determination was made independently without the Financial Advisor’s recommendation. Where clients cannot make an independent decision to roll over and meet certain monetary thresholds, D.A. Davidson can provide a recommendation through a centralized team whose compensation is not impacted by whether or not the assets are brought to the Firm. The centralized team must first collect certain information about the fees, investments, and services in the retirement plan, and compare the plan and IRA based on a number of factors to determine whether an IRA rollover would be in the retail client’s best interest. Item 5 Account Requirements and Types of Clients MINIMUM ACCOUNT SIZE REQUIREMENTS Participation in each of the Programs is subject to the below initial minimum account size requirements and any minimum maintenance requirements determined in D.A. Davidson’s sole discretion. Minimum account sizes vary by Program and may vary depending on the type of portfolio selected for the client’s account. The chart below provides the minimum initial investment required for each Program, but these minimums may be higher depending on the portfolio and investment manager selected. If client’s account falls below the minimum maintenance requirements, the D.A. Davidson Financial Advisor may recommend a different Program, portfolio, or investment manager or that the advisory relationship be terminated. Program Minimum Initial Investment MFP $5,000 RMS $25,000 SAM Manager $50,000 SAM Model $25,000 MAC $50,000 UMA Discretion $10,000 UMA Select $100,000 UMA Guided $1,000,000 Paragon $5,000 Paragon CWAM $10,000 Choice $24,000 TYPES OF CLIENTS D.A. Davidson offers the Programs to the following types of clients: individuals; high net worth individuals; ERISA and non-ERISA retirement plans; trusts; estates; corporations or other businesses; charitable organizations; state or local municipal government entities; partnerships; limited liability entities; and foundations and endowments. Item 6 Portfolio Manager Selection and Evaluation As described in Item 4 above, D.A. Davidson is the sponsor overseeing the Programs and its role, including the investment manager evaluation process it conducts, varies by Program. D.A. Davidson employs senior investment professionals with different areas of investment expertise to conduct investment oversight of the Programs. These professionals conduct the following types of reviews, among others, to oversee the Programs: 18  • Review the performance of the MFP, RMS, SAM, and UMA Programs relative to their assigned benchmarks and peer groups; • Provide diverse perspective on current market and economic conditions as well as the capital markets in relation to strategic asset allocation targets; • Set the securities transaction parameters for the Paragon, Paragon CWAM and Choice Programs described below; • Review and approve the investment products offered within the Paragon, Paragon CWAM and Choice Programs; • Evaluate and determine the addition or removal of investment managers, mutual funds, and asset allocations relevant to the Programs and as described below; • Evaluate the capital markets, current and projected macroeconomic and other conditions; and • Engage in the product evaluation and approval process for complex products (such as annuities and alternative investments) that may be selected for Program accounts. As described in Item 4 above under Program Enrollment, D.A. Davidson’s Financial Advisors recommend a Program, portfolio, and investment manager (as applicable) to clients. Financial Advisors make these recommendations based on the client’s Investment Profile and other preference clients have for the advisory account. The Financial Advisor’s recommendations are subject to the Programs, portfolios, and investment managers available based on the review of D.A. Davidson’s senior investment professionals described herein. METHODS OF ANALYSIS AND STRATEGIES BY PROGRAM Managed Funds Portfolios (MFP) As described in Item 4 above under MFP, the MFP Program offers clients an investment strategy of asset allocation and portfolio investments (mutual funds and ETFs) from a series of model portfolios constructed by D.A. Davidson. D.A. Davidson delegates Envestnet as platform manager to implement, execute, monitor, and rebalance the client’s Program account. D.A. Davidson retains all discretion regarding the model construction, changes to the models, timing and parameters for implementation, execution, monitoring and rebalancing. Methods of Analysis. The MFP Program offers a number of asset allocation models based on the D.A. Davidson portfolio construction methodology. The asset allocations options differ among models based on client objectives, with different percentages of fixed income to equity based on the client’s risk tolerance and investment style. The investment allocations are then diversified into multiple asset classes. The number of asset classes used depends on whether the client is invested in the Classic portfolios or the Elite portfolios. The Classic allocations utilize core asset classes, including but not limited to, large cap growth, large cap value, small cap growth, small cap value, and international developed large cap for equity allocations and short-term bonds, intermediate bonds, investment-grade bonds, below investment-grade bonds, bank loans and global bonds for fixed income allocations. The Elite allocations utilize additional asset classes to provide greater diversification, including, but not limited to, emerging markets, commodities, and REITs within equity allocations and inflation-protected bonds within fixed income allocations. In determining the asset classes and allocations to be used within each asset class, D.A. Davidson conducts a quarterly review of the qualitative and quantitative factors that impact the market including, but not limited to, macroeconomic trends, inflation, the labor market, and U.S. and global valuation. To evaluate the investments for inclusion in the MFP model portfolios, D.A. Davidson utilizes both qualitative and quantitative measures. The initial process to screen securities for inclusion in the Program includes the following: 1) a general quantitative screen of the applicable universe of U.S.-registered mutual funds and ETFs in relation to factors such as operational qualities (costs, robustness of information systems, and trading capabilities), portfolio composition, volatility/performance, and tax efficiency; 2) research on the specific issuer (relating to performance over time, versus benchmark and versus peers); and 3) a review of the relevant investment manager’s philosophy, staffing, and investment process. From the list of issuers identified through this screening process, D.A. Davidson compiles a list of potential investments (which is subject to change from time to time). Criteria for replacement of an investment in the MFP models generally include fundamental changes in the operations of the investment manager; turnover in key investment manager personnel; changes in senior management or among owners of the investment manager; significant drift from the investment manager’s stated objectives or style; prolonged underperformance by the investment manager in relation to its peers; or any other change that could warrant removal or replacement of the investment manager, including replacement as a result of D.A. Davidson identifying relatively more attractive investment opportunities. Investment Strategies. The investment models available in the MFP Program available as of the date of this Brochure include the below and are subject to change at any time without notice to clients. This Brochure will be updated annually to reflect any updates to this list. 19  The specific strategy client receives is provided upon enrollment in the MFP Program through a Statement of Investment Selection. a. Access Portfolio. Access Portfolios invest in mutual funds and/or ETFs, selected consistent with the client’s asset allocation and investment objectives. Access Portfolios are offered to investors who have a relatively small initial investment. D.A. Davidson offers 20 Access Portfolios, six of which are offered under two model iterations, MFP Access and MFP Access Vanguard: All Equity, Capital Appreciation, Balanced, Balanced 50/50, Conservative Balanced, and Income. MFP Access Russell Investments offers five Portfolios: Equity Growth, Growth, Balanced, Moderate, and Conservative. MFP Access Davidson Investment Advisors Tactical Portfolio offers the final three portfolios: Capital Appreciation 75/25, Balanced 50/50, and Income 25/75. Further information regarding the conflicts of interest associated with DIA’s role as an Access Portfolio investment manager is provided in this Item 6 below under Portfolio Management by Affiliates and Related Persons. b. Classic Portfolio. Classic Portfolios invest in mutual funds selected consistent with the client's asset allocation and investment objectives. D.A. Davidson offers the following seven Classic Portfolios: All Equity, Capital Appreciation, 70/30, Balanced, Balanced 50/50, Conservative Balanced, and Income. c. Focus Portfolio. D.A. Davidson offers eight Focus Portfolios, each containing mutual funds and/or ETFs invested in specific asset classes intended to provide the client with exposure to one or more sectors of the market. The use of multiple mutual funds with varying investment styles is intended to reduce the risks inherent in any single mutual fund investment. Additional client account diversification may be achieved by incorporating one or more sub-styles (e.g., value and growth styles) in a mix selected consistent with the client’s asset allocation and investment objectives. The following is an overview of the Focus Portfolios: i. Large Cap Portfolio. Selected mutual funds and/or ETFs invested primarily in securities of large U.S. companies with market capitalizations generally exceeding $10 billion. The portfolio contains a diversified blend of value and growth funds, rebalanced periodically in response to market conditions. ii. Small Cap Portfolio. Selected mutual funds and/or ETFs invested primarily in securities of U.S. companies with market capitalizations generally below $5 billion. The portfolio contains a diversified blend of value and growth funds, rebalanced periodically in response to market conditions. iii. International Portfolio. Selected mutual funds and/or ETFs invested in securities issued outside of the U.S. The portfolio contains a diversified blend of value and growth funds with large cap, mid cap and small cap emphases, rebalanced periodically in response to market conditions. iv. Fixed Income Portfolio. Selected mutual funds and/or ETFs invested in fixed income-oriented securities. The portfolio contains a diversified blend of fixed income funds that normally includes exposure to both domestic and non-U.S. government and corporate bonds of various maturities, rebalanced periodically in response to market conditions. v. Multi-Strategy Absolute Return Portfolio. Selected mutual funds and/or ETFs invested in alternative investment-oriented securities. The portfolio contains a diversified blend of funds that normally includes broad alternative investment exposure, rebalanced periodically in response to market conditions. The intent of this portfolio is to diversify a traditional stock and bond portfolio. vi. Diversified High Income Portfolio. Selected mutual funds and/or ETFs invested in securities seeking a high level of income with capital growth as a secondary objective. The portfolio contains a diversified blend of equity, fixed income, and real asset funds, rebalanced periodically in response to market conditions. vii. Core High Income Portfolio. Selected mutual funds and/or ETFs invested in securities seeking to provide a high level of income. The portfolio contains investments in fixed income securities and other asset classes, potentially reducing the reliance on a single strategy or approach to deliver a consistent income stream. viii. Tax-Aware Fixed Income Portfolio. Selected mutual funds and/or ETFs invested in federally tax-free fixed income-oriented securities, along with a secondary objective of capital preservation. The allocation primarily provides exposure to investment-grade municipals of varying maturities. The potential inclusion of below-investment grade securities, or taxable bonds, at times, can provide additional diversification and enhanced income. A nominal cash position is maintained at all times and rebalanced periodically in response to market conditions. d. Index-Based Portfolio. The Index-Based Portfolios are managed portfolios that predominantly employ passive mutual funds, and/or ETFs selected consistent with the client's asset allocation and investment objectives. D.A. Davidson offers seven strategies under this arrangement: All Equity, Capital Appreciation, 70/30, Balanced, Balanced 50/50, Conservative Balanced, and Income. e. Socially Aware Portfolio. Socially Aware strategies are diversified portfolios of actively managed mutual funds, index funds and ETFs ("Fund”) that either: 1) broadly incorporate specific Environmental, Social and Governance (“ESG”) criteria as a central factor in security selection processes; 2) specifically target one or more sustainability impact themes such as climate action, healthy ecosystems, basic needs, resource security, and human development 20  in investment processes; 3) incorporate an investment process which seeks to reduce exposure to companies promoting undesirable products, industries or processes; or 4) consider ESG factors in a non-binding way by using shareholder or company engagement to pursue ESG goals. The investment process integrates ESG factors alongside the qualitative and quantitative measures described above. Potential Funds are initially identified by screening the Morningstar Direct™ database, a third-party portfolio management and research system, for Funds with certain qualitative factors such as a Fund’s performance, portfolio composition, and costs. Funds that meet the initial requirements are then screened using Morningstar Direct™ for the desired socially responsible, sustainability or ESG focus ratings. Qualified Funds are selected and monitored based on the MFP Socially Aware Portfolio Manager’s assessment of the optimal combination of a Fund’s sustainable attributes, its investment merits and the overall diversification needs of the model portfolios. D.A. Davidson offers seven Socially Aware strategies: All Equity, Capital Appreciation, 70/30, Balanced, Balanced 50/50, Conservative Balanced, and Income. Selected Funds are strategically allocated across major traditional asset classes based on each offered strategy and diversified by market sector, size, and style. A Fund may be removed from the MFP Socially Aware portfolio if there is a material change in the Fund’s portfolio managers, their investment strategy, objective or focus, if the risk/reward outlook for the Fund is considered unattractive as viewed by the MFP Socially Aware Portfolio Manager, or if a better candidate is identified. Morningstar’s ESG ratings rely on the prospectus and other regulatory filings as reported by a Fund to identify any sustainability or ESG related objectives, themes, and investment practices. Uniform ESG reporting standards do not yet exist. This creates a wide range of complex issues and information to analyze when evaluating a company’s ESG impact or rating. It should be noted that it is possible for the same security to receive different ratings from different analysis systems that consider and weight ESG factors differently. This may limit insight into a company’s actual ESG standing. Managers that consider social factors typically invest in a more limited set of companies than other managers, which may have a positive or negative impact on their relative performance. The exclusion or inclusion of specific Funds by clients cannot be accommodated in the model. f. Elite Portfolio. Elite Portfolios utilize mutual funds and ETFs selected consistent with the client’s desired asset allocation and investment objectives. Elite Portfolios are offered to investors who desire a higher degree of asset class exposure and additional diversification, as compared to other MFP portfolios. D.A. Davidson offers 34 Elite Portfolios, six under each of the four model iterations (Elite, Elite Tax-Aware, Elite Index-Based and Elite Manager Core) and five under the Elite Multi-Strategy, in which D.A. Davidson recommends a desired asset allocation for the client, and a corresponding portfolio of mutual funds and ETFs selected consistent with the client’s needs and objectives. The Elite Portfolios consist of the following: Elite All Equity, Elite Capital Appreciation, Elite 70/30, Elite Balanced, Elite Balanced 50/50, Elite Conservative Balanced, and Elite Income. These Portfolios rely on a greater allocation to actively managed mutual funds and a lesser allocation to passive investment vehicles such as ETFs, than the Elite Tax-Aware Portfolios described below. Further, these portfolios do not emphasize a higher weighting to a particular fund family, as do the Elite Manager Core Portfolios described below. The Elite Tax-Aware Portfolios consist of the following: Elite Tax-Aware All Equity, Elite Tax-Aware Capital Appreciation, Elite Tax-Aware 70/30, Elite Tax-Aware Balanced, Elite Tax-Aware Balanced 50/50, Elite Tax-Aware Conservative Balanced, and Elite Tax-Aware Income. Retirement accounts are not eligible for the Elite Tax-Aware Portfolios. While the Elite Tax-Aware Portfolios will be managed with sensitivity to taxes, the primary objective of these portfolios is to produce positive risk-adjusted returns. The Elite Tax-Aware portfolios cannot entirely avoid the realization of capital gains. Capital gains could be realized when investments are sold, when portfolios are rebalanced, when mutual funds and ETFs held in the Elite Tax-Aware portfolios distribute short and/or long-term capital gains, and when clients request distributions or withdrawals. The Elite Index-Based Portfolios consist of the following: Elite Index-Based All Equity, Elite Index-Based Capital Appreciation, Elite Index-Based 70/30, Elite Index-Based Balanced, Elite Index-Based Balanced 50/50, Elite Index- Based Conservative Balanced, and Elite Index-Based Income. The intent of the Elite Index-Based is to provide clients with a relatively higher degree of asset class diversification while predominantly employing passive mutual funds and ETFs. The Elite Manager Core Portfolios consist of the following: Elite Manager Core All Equity, Elite Manager Core Capital Appreciation, Elite Manager Core 70/30, Elite Manager Core Balanced, Elite Manager Core Balanced 50/50, Elite Manager Core Conservative Balanced, and Elite Manager Core Income. The intent of the Elite Manager Core Portfolios is to provide a relatively higher-weighted portfolio in a specific fund family. The primary objective of the Elite Manager Core Portfolios is to achieve positive risk-adjusted returns, and the secondary objective is to allow the account to focus on a featured core manager. The Elite Multi-Strategy Portfolios consist of the following: Elite Multi-Strategy All Equity, Elite Multi-Strategy Capital Appreciation, Elite Multi-Strategy 70/30, Elite Multi-Strategy Balanced, Elite Multi-Strategy Balanced 50/50, and Elite Multi-Strategy Conservative Balanced. The intent of these Portfolios is to provide clients with broad alternative investment exposure within the MFP Elite framework. Emphasis is placed on efficiently diversifying a traditional stock/bond portfolio while 1) providing low correlation to broad equity and fixed income markets, 2) delivering moderate 21  returns over time with lower volatility, and 3) providing downside protection relative to equity markets. Clients should note the Elite Multi-Strategy portfolios include an allocation to mutual funds with alternative investment exposure. The Elite USA ETF Portfolios consist of the following: Elite USA ETF All Equity, Elite USA ETF Capital Appreciation, Elite USA ETF 70/30, Elite USA ETF Balanced, Elite USA ETF Balanced 50/50, Elite USA ETF Conservative Balanced, and Elite USA ETF Income. The intent of the Elite USA ETF Portfolios is to provide clients with a relatively higher degree of asset class diversification while employing ETFs predominantly within domestically domiciled asset classes. g. USA ETF Portfolio. The USA ETF Portfolios are managed portfolios that employ ETFs predominantly within domestically domiciled asset classes consistent with the client's asset allocation and investment objectives. D.A. Davidson offers seven strategies under this arrangement: All Equity, Capital Appreciation, 70/30, Balanced, Balanced 50/50, Conservative Balanced, and Income. Russell Investments Model Strategies (RMS) As described in Item 4 above under RMS, the RMS Program offers clients an investment strategy of asset allocation and portfolio investments from a series of model portfolios constructed by Russell Investments. D.A. Davidson delegates Envestnet as platform manager to implement, execute, monitor, and rebalance the client’s Program account. Russell Investments retains all discretion regarding the model construction, changes to the models, and timing and parameters for implementation, execution, monitoring, and rebalancing of the client’s Program account, while D.A. Davidson conducts due diligence on the RMS models Due Diligence of Russell Investments. As Russell Investments is the investment manager for the RMS Program, D.A. Davidson is responsible for periodically reviewing and generally overseeing the RMS portfolios offered in the RMS Program. D.A. Davidson conducts this review by utilizing several quantitative and qualitative criteria. The quantitative screening process involves defining the asset class and management style, and evaluating the RMS portfolios relative to several returns-based criteria that is provided through a third-party database. These screens focus on business level risks (such as product history and manager tenure), holdings-based risks (such as sector diversification and weightings), performance-based risks (such as tracking error and peer group performance) and execution risk. The qualitative review applies proprietary criteria to certain factors deemed significant, including but not limited to the consistency of style relative to performance, the tax efficiency/sensitivity of the manager in advising a fund, the quality of the investment management professionals employed by that firm, the manager’s investment processes, and other operational and legal factors. D.A. Davidson meets with Russell Investments annually to help facilitate this review. Methods of Analysis. The investment manager in the RMS Program has different investment objectives, styles, and strategies, and purchases and sells different types of securities to achieve those objectives. The investment manager’s strategy may change in response to market conditions. In the RMS Program, Russell Investments determines asset allocation and investment selection decisions in the manner described in their Form ADV Part 2A Disclosure Brochure, which clients receive upon enrollment in the RMS Program. Clients may also request a copy at any time by contacting their Financial Advisor. Investment Strategies. The RMS Program does not offer all portfolios available from Russell Investments as described in the Russell Investments Form ADV Part 2A Disclosure Brochure. The investment models available in the RMS Program currently include the below and are selected based on the due diligence process described above. Available investment models are those available as of the date of this Brochure and are subject to change at any time without notice to clients. This Brochure will be updated annually to reflect any updates to this list. The specific strategy client receives is provided upon enrollment in the RMS Program through a Statement of Investment Selection. a. Core Model Strategies. Core Model Strategies invest in actively managed mutual funds selected consistent with the client's asset allocation and investment objectives. D.A. Davidson offers five Core Model Strategies selections: Equity Growth, Growth, Balanced, Moderate, and Conservative. The Core Model Strategies Portfolios include an allocation to alternative investments. b. Tax-Managed Model Strategies. Tax-Managed Model Strategies generally reflect the allocations of the Core Model Strategies but are managed with sensitivity to taxes. The primary objective of the Tax-Managed Model Strategies is to produce positive risk-adjusted returns; a secondary objective is tax efficiency. The Tax-Managed Model Strategies cannot entirely avoid the realization of capital gains. Capital gains could be realized when investments are sold, when portfolios are rebalanced, when mutual funds and ETFs held in the Tax-Managed Model Strategies distribute short- and/or long-term capital gains, and when clients request distributions or withdrawals. The Tax-Managed Model Strategies consist of the following: Equity Growth, Growth, Balanced, Moderate, and Conservative. Retirement accounts do not qualify for a Tax-Managed Model Strategies. c. Hybrid Model Strategies. The Hybrid Model Strategies provide multi-asset global portfolios, diversified across equity, fixed income and alternative investments, depending on the client’s investment objectives and risk tolerance. Hybrid Model Strategies take a multi-manager approach, combining actively managed mutual funds, multifactor mutual 22  funds, passive mutual funds and ETFs. D.A. Davidson offers five Hybrid Model Strategies: Equity Growth, Growth, Balanced, Moderate, and Conservative. Separate Account Management (SAM) As described in Item 4 above under SAM, the SAM Program is offered in two versions: (1) SAM MF/ETF Single Strategy (referred to in this Brochure as “SAM Model”) and (2) SAM Equity/Fixed Income Single Strategy (referred to in this Brochure as “SAM Manager” (together with SAM Model, the “SAM Program”). In the SAM Program an investment manager is responsible for selecting the allocations and investments used. In SAM Manager, an investment manager that is not designated as an Envestnet Model Provider retains all discretion regarding the portfolio construction, changes to the portfolios, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. However in SAM Manager where an investment manager is designated as an Envestnet Model Provider and in SAM Model , D.A. Davidson retains the discretion and delegates such discretion to Envestnet as the platform manager. Financial Advisors can recommend investment managers to clients for the SAM Manager Programs based on a review and selection process conducted by D.A. Davidson and the Financial Advisor’s independent evaluation. Clients should ask their Financial Advisor how they determined which investment manager to recommend to them. Financial Advisors can recommend investment managers to clients for the SAM Model Program based on a review and selection process conducted by either D.A. Davidson or Envestnet’s PMC research teams and the Financial Advisor’s independent evaluation. Clients should ask their Financial Advisor how they determined which investment manager to recommend to them. When D.A. Davidson conducts research to make an investment manager available in the SAM Program, it utilizes several quantitative and qualitative criteria to assess each investment manager. The quantitative evaluation process involves defining the investment manager’s asset class and management style and evaluating them relative to several returns-based criteria. These screens focus on business level risks (such as product history and manager tenure), holdings-based risks (such as sector diversification and weightings), performance-based risks (such as tracking error and peer group performance) and execution risk. The qualitative review applies proprietary criteria to certain factors deemed significant to assessing investment managers, including their consistency of style relative to composite performance, their tax efficiency/sensitivity in advising a fund, the quality of the investment management professionals employed by that investment manager, their investment processes, and other operational and legal factors. D.A. Davidson will only make an investment manager available based on Envestnet’s PMC research if it is on Envestnet’s PMC Approved List. For information about how Envestnet’s PMC research team conducts research and determines the PMC Approved List, see the Envestnet Form ADV Part 2A Disclosure Brochure. For ongoing availability of investment managers, D.A. Davidson conducts periodic reviews of all the investment managers available in the SAM Program (whether selected by D.A. Davidson or Envestnet’s PMC research team) and will often engage outside data providers and utilize software tools to assist in ongoing evaluations. D.A. Davidson will place those investment managers made available based on D.A. Davidson’s research on “Watch List” status if material adverse changes occur in their business, including a change in the firm’s ownership, the departure of key investment personnel, extreme performance that may be indicative of style drift or a breakdown in investment processes, or an extended period of underperformance relative to a benchmark and/or category peers. D.A. Davidson will place those investment managers made available based on Envestnet’s PMC research team on the “Watch List” once it is no longer on the PMC Approved List. Generally, an investment manager who is on Watch List status for more than three consecutive quarters will be 1) moved back to recommended status if D.A. Davidson deems it prudent to do so, or 2) terminated from the SAM Program. D.A. Davidson has sole discretion to terminate a manager from the SAM Program, in which case the client will be notified. DIA is an available investment manager in SAM Manager. Because DIA is a D.A. Davidson affiliate, D.A. Davidson does not assess them in the same manner as other investment managers in the SAM Program and will not remove DIA as an available investment manager. Further information regarding the conflicts of interest associated with DIA’s role as an investment manner is included in this Item 6 below under Use of Affiliated Funds and Investment Management by Affiliates and Related Persons. D.A. Davidson has a number of portfolios created by its Investment Management & Research Department included in the SAM Manager Program. Because these are D.A. Davidson portfolios, D.A. Davidson does not assess them in the same manner as other investment managers in the SAM Program and will not remove them as an available investment manager in the SAM Program. Further information regarding the conflicts of interest associated with D.A. Davidson Investment Management & Research’s role as an investment manager is included in this Item 6 below under Use of Affiliated Funds and Investment Management by Affiliates and Related Persons. Methods of Analysis for Investment Strategies (other than D.A. Davidson Investment Management & Research). Investment managers in the SAM Program implement different investment objectives, styles, and strategies, and purchase and sell different types of securities to achieve those objectives. An investment manager’s strategy may change in response to market conditions. In the SAM Program, asset allocation and investment selection 23  decisions are determined by the investment manager in the manner described in their Form ADV Part 2A Disclosure Brochure, which clients receive upon enrollment in the SAM Manager Program. Clients may also request a copy at any time by contacting their Financial Advisor. The Methods of Analysis for D.A. Davidson’s Investment Management & Research portfolios along with a description of each portfolio is provided below. Methods of Analysis for Investment Strategies of D.A. Davidson Investment Management & Research. D.A. Davidson Investment Management & Research Model Portfolios are diversified portfolios of equity securities that trade on U.S. exchanges. Security selection is made by the portfolio managers for each portfolio, and portfolio holdings are reviewed by the Investment Management & Research team at weekly investment meetings. Portfolios are concentrated in a few securities with limited turnover, although that can change due to company-specific or market developments. Although the portfolios may not have holdings in all sectors (as defined by the MSCI Global Industry Classification Standard), portfolio managers strive to maintain diversity across most economic sectors. The universe of eligible securities is created using fundamental, qualitative screening methods, along with additional specific screening criteria for the Dividend Achievers and ESG Achievers strategies. Portfolio managers identify high quality companies; identified as those with industry leadership, skilled management, resilient profitability, and strength of balance sheet. They then use a fundamental, qualitative-based process to purchase selected companies they believe trade at a discount to their estimate of intrinsic value. At the company level, the portfolio managers assess factors that include, but are not limited to, competitive position and market share, profit margin trends and outlook, prospects and strategy for growth, use of debt and equity to support that growth, and success in achieving company targets. When determining their view of a company’s intrinsic value, portfolio managers utilize multiple valuation methods including, but not limited to, price-to-earnings ratios, enterprise value-to-sales multiples, enterprise value-to- cash flow multiples, and discounted free cash flow models. a. Dividend Achievers. The Dividend Achievers invests in U.S.-traded equities that have a minimum 10-year history of consecutive dividend increases and, in the opinion of the portfolio managers, have a positive outlook for future dividend growth. The primary objective of the portfolio is to emphasize consistent income with a growth component, while also minimizing risk. The stocks included in the portfolio are selected and monitored by members of D.A. Davidson’s Investment Management & Research team, and the portfolio is actively managed. The overall dividend yield for Dividend Achievers is expected to be above the average market yield, however, may differ at times due to price movements. Securities may be removed from Dividend Achievers if the underlying company fails to sustain its record of consecutive annual dividend increases or if there is a significant change in company fundamentals. Changes to Dividend Achievers may also be prompted by the portfolio managers’ view of the risk/reward profile offered by individual securities. b. Focus List Model Portfolio. The Focus List Model Portfolio seeks long-term outperformance versus the broad market through investment in stocks of quality companies that, in the opinion of the portfolio managers, are trading at a discount to the portfolio managers’ estimate of fair value. In order to minimize turnover, maintain tax efficiency, and allow time for an investment thesis to develop, the Portfolio seeks a multi-year holding period in each position. Securities may be removed from the Focus List Model Portfolio if there is a significant change in company fundamentals or the stock exceeds the portfolio managers’ estimate of fair value. Changes to the portfolio may also be prompted by the portfolio managers’ view that a security trades above its estimated intrinsic value or a more attractive holding is identified. c. ESG Achievers. ESG Achievers is a concentrated equity portfolio that seeks long-term outperformance relative to the S&P 500 through investment in stocks of high-quality companies that also score favorably on ESG criteria. Eligible securities must be in the top 1,000 largest companies in the U.S. based on market capitalization and possess strong fundamental characteristics as determined by the ESG Achievers’ portfolio managers. Those ultimately selected for inclusion will also have an ESG Risk Rating score from Morningstar Sustainalytics that ranks in the top quartile (top 25%) of its subindustry, when compared to a company’s peers, at the time of addition to ESG Achievers. All securities in ESG Achievers will be covered by D.A. Davidson Wealth Management Research or D.A. Davidson Institutional Research. Securities may be removed from ESG Achievers if there is a material change in company or industry fundamentals, a deterioration of ESG Risk Rating ranking relative to subindustry peers as measured by Morningstar Sustainalytics, and/or the managers view that the risk/reward profile is unattractive. Morningstar Sustainalytics’ ESG Risk Ratings are based on financial materiality considerations that measure a company's risk exposure and risk management to subindustry-specific ESG issues that are material to their business. The composite ESG Risk Rating considers a variety of ESG issues, including, but not limited to, corporate governance, development, diversity, labor relations, health and safety, environmental impact, and other idiosyncratic issues. A company’s ESG Risk Rating does not necessarily indicate that the company is green or maintains low carbon emissions. Uniform ESG reporting standards do not yet exist. This creates a wide range of complex issues and information to analyze when evaluating a company’s ESG impact or rating. It should be noted that it is possible for the same company to receive different ratings from different analysis systems that consider and weight ESG factors differently. This may limit insight into a company’s actual ESG standing. The exclusion of specific securities or industries by clients cannot be accommodated in ESG Achievers portfolios. 24  Managed Account Consulting (MAC) As described in Item 4 above under MAC, the MAC Program offers clients the opportunity to hire or retain a third-party investment manager of their choosing to enter into separate Advisory Agreements with both D.A. Davidson and the third-party investment manager. The third-party investment manager retains all discretion regarding the model construction, changes to the models, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. In the MAC Program, clients are responsible for the appointment and continued retention of the third-party investment manager they select to manage their accounts. D.A. Davidson provides an initial review of the third-party investment managers that participate in the MAC Program, but D.A. Davidson expressly does not assume responsibility for the performance of the third-party investment manager selected by the client. Before accepting an account, D.A. Davidson typically runs the manager through the same quantitative screens applied to all Programs, the outcome of which will be a key determination as to whether D.A. Davidson will allow the manager to participate in the Program at the outset. These screens focus on business level risks (such as product history and manager tenure), holdings-based risks (such as sector diversification and weightings), performance-based risks (such as tracking error and peer group performance) and execution risk. Once a client is enrolled in the MAC Program, they work directly with the third-party investment manager. The Financial Advisor is responsible for any changes that would help client determine whether to continue working with the third-party investment manager or continue with the MAC Program. Methods of Analysis for Investment Strategies. The third-party investment managers in the MAC Program have different investment objectives, styles, and strategies, and purchase and sell different types of securities to achieve those objectives. A third-party investment manager’s strategy may change in response to market conditions. In the MAC Program, asset allocation and investment selection decisions are determined by the third-party investment manager in the manner described in their Form ADV Part 2A Disclosure Brochure, which clients receive upon enrollment in the MAC Program. Clients may also request a copy at any time by contacting their Financial Advisor. Unified Managed Account (UMA) As described in Item 4 above under UMA, the UMA Program is available in three versions: (1) UMA Select, (2) UMA Discretion, and (3) UMA Guided. Methods of Analysis for Choosing Investment Sleeves in UMA Select and UMA Discretion. To recommend, select and combine investment sleeves, Financial Advisors employ diverse investment strategies, techniques, and methods of analysis, each of which may change depending on, among other things, changes in market conditions. Some Financial Advisors use models and distinct strategies, while others use a more customized approach. In the UMA Select and UMA Discretion Programs, the client’s specific investment objectives, and how those objectives are implemented, are determined between the client and Financial Advisor directly. D.A. Davidson recommends that clients speak with their Financial Advisor regarding their Financial Advisor’s investment strategies, techniques, and methods of analysis reasonably anticipated to be deployed in the management of the account. Methods of Analysis for Individual Mutual Funds, ETFs and ETNs in UMA Select and UMA Discretion. D.A. Davidson maintains a list of available mutual funds, ETFs, and ETNs that can be selected by the Financial Advisor for use in the UMA Program. The investments in UMA Select are chosen from D.A. Davidson’s Supervised Mutual Fund and ETF Research List, which will be modified from time to time. To evaluate the investments, D.A. Davidson utilizes both qualitative and quantitative measures. The initial process to screen securities for inclusion in the Program includes the following: 1) a general quantitative screen of the applicable universe of U.S.-registered mutual funds and ETFs in relation to factors such as operational qualities (costs, the robustness of information systems, and trading capabilities), portfolio composition, volatility/performance, and tax efficiency; 2) research on the specific issuer (relating to performance over time, versus benchmark and versus peers); and 3) a review of the relevant investment manager’s philosophy, staffing, and investment process. From the list of issuers identified through this screening process, D.A. Davidson compiles a list of potential investments (which is subject to change from time to time). Criteria for replacement of an investment on the list generally include fundamental changes in the operations of the investment manager; turnover in key investment manager personnel; changes in senior management or among owners of the investment manager; significant drift from the investment manager’s stated objectives or style; prolonged underperformance by the investment manager in relation to its peers; or any other change that could warrant removal or replacement of the investment manager, including replacement as a result of D.A. Davidson identifying relatively more attractive investment opportunities. Methods of Analysis for Investment Strategies within MFP, RMS, SAM Sleeves. The investments available within the MFP, RMS, and SAM sleeves are as described for each in this Item 6 above. As noted, for RMS and SAM portfolios/models, investment selection decisions are determined by an investment manager in the manner described in their Form ADV Part 2A Disclosure Brochure, which is delivered to clients upon enrollment in the UMA Program when choosing RMS or SAM Manager sleeves (except D.A. Davidson’s Investment Management & Research portfolios and MFP, which are described in this Brochure). Clients may also request a copy at any time by contacting their 25  Financial Advisor. Methods of Analysis for UMA Guided. See the Envestnet Form ADV Part 2A Disclosure Brochure for information regarding the methods of analysis for UMA Guided portfolios. Paragon As described in Item 4 above under Paragon, the Paragon Program offers clients an investment strategy of asset allocation and portfolio investments customized to the client by the Paragon Manager, who retains all discretion regarding the portfolio construction, changes to the portfolios, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Program account. D.A. Davidson requires that Financial Advisors meet and maintain eligibility requirements in order to be Paragon Managers, including minimum tenure with D.A. Davidson, certain educational attainments, and achieving certain annual continuing education criteria. Paragon Managers must also submit a Written Investment Discipline for review and approval by D.A. Davidson, which describes their investment philosophy and methods of analysis in detail. Paragon Managers are also subject to the Security and Transaction Parameters of the Paragon Program, which are set by D.A. Davidson. Methods of Analysis for Investment Strategies. Paragon Managers employ diverse investment strategies, techniques, and methods of analysis, each of which may change depending on, among other things, changes in market conditions. Some Paragon Managers have model portfolios and distinct strategies, while others use a more customized approach to implementation of their investment strategy based on a client’s unique needs. Paragon Managers may also pursue diverse objectives for client accounts, such as growth of capital, income generation, or a combination of both; may focus on certain issuers based on their market capitalization (such as large caps or small caps); favor a particular investment style (such as growth, value or core); or may recommend purchasing and selling certain types of securities (such as stocks, fixed income securities or mutual funds). Some Paragon Managers will specialize in one or more of the areas referred to above, and therefore implement an investment strategy in a more concentrated fashion, while other Paragon Managers will actively focus on diversifying the client’s account assets. In the Paragon Program, the client’s specific investment objectives, and how those objectives are implemented, are determined between the client and Paragon Manager directly. D.A. Davidson recommends that clients speak with their Paragon Manager regarding their Financial Advisor’s investment strategies, techniques, and methods of analysis reasonably anticipated to be deployed in the management of the account. When selecting alternative investments for client’s Paragon accounts (i.e., hedge funds and certain private market funds), D.A. Davidson’s Managed Assets Department has established an initial and ongoing due diligence process. The process is designed to help ensure any alternative investments approved for investment allocations or strategies made available to clients have been properly vetted. This includes but is not limited to an initial review of third-party reports, offering documents and marketing materials, interviews with the fund or fund sponsor's key management personnel, an evaluation of the investment philosophy, process and performance, the general business practice and financials, regulatory compliance and disclosure documents, risk management and strategic planning. The ongoing due diligence process includes among other things annual due diligence meetings with the fund or fund sponsor, quarterly information updates and interviews as necessary, and a review of performance and regulatory reporting. Senior investment professionals at D.A. Davidson review the due diligence conducted on any proposed alternative investment product and have the authority to approve the product with additional conditions, as they deem appropriate. Security and Transaction Parameters Paragon. Accounts participating in the Paragon Program are subject to the non-exhaustive list of restrictions referenced below, which list may be modified from time to time by D.A. Davidson in its discretion: • No more than 5% of the account is permitted to be held in cash for more than 90 consecutive days. • Short sales are prohibited. • Margin is prohibited (unless an exception is granted). • Volatility, Leveraged and inverse ETFs are prohibited. • Option transactions are generally limited to covered calls and protective puts in proportion to the relevant • underlying equity position or cash. Individual equity and fixed income securities: o Can be concentrated up to 30% of the account’s value in a single security. • Advisory variable annuities are allowed with approval. All other Annuities are prohibited. • Pooled investment vehicles, including mutual funds, exchange traded funds and UITs purchased in an advisory or equivalent share class. o Any share class of Davidson Funds (Davidson Investment Advisors) in ERISA or IRA accounts is prohibited. o An account can be concentrated up to 60% of the account’s value in a pooled investment vehicle. 26  o Alternative Investment Funds include SEC 1940 Act Mutual Funds and ETFs/ETNs and meet certain criteria and are restricted to a percentage of the client’s total investable assets, based on the client’s risk tolerance. • Alternative investments, including hedge funds, private markets (real estate funds, private credit, private equity, tender funds and interval funds) and SEC 1940 Act Mutual Funds and ETFs/ETNs classified as alternative investments are restricted to a percentage of the client’s total investable assets, based on the client’s risk tolerance. Investor qualification requirements also must be met in the case of private placement offerings. o Alternative investments are limited to advisory share class strategies purchased via our approved alternative investment platform(s). • Principal trades are allowed only when they are in the client’s best interest based on the financial information and investment objectives provided by the client. o Under no circumstances are principal trades and new issues allowed in ERISA or IRA accounts. • Agency cross transactions are generally prohibited. Please see further information in Item 9 below under Additional Information and Participation or Interest in Client Transactions. • Factorable securities (e.g., CMOs and GNMAs) are prohibited. • Securities trading below $5 per share on Over-The-Counter Markets are prohibited. • The risk level of an account can be maintained at one degree higher or one degree lower than the client’s target risk level. • An account can be concentrated up to 50% in one particular sector. • Non-publicly traded securities cannot be purchased. • If an account has low trade activity for an extended period of time, D.A. Davidson may in its sole discretion, upon sending notice to the client, terminate the management of the account and convert the account to a Brokerage Account. In some cases, accounts transitioned from legacy investment management programs will continue to hold securities positions that would otherwise be ineligible under the Paragon Program. Additionally, at the discretion of D.A. Davidson’s Managed Asset Department, limited exceptions to the above Security and Transaction Parameters may be granted. In these cases, client will pay a Total Advisory Fee based on these ineligible assets until they are able to be liquidated. Paragon CWAM As described in Item 4 above under Paragon CWAM, certain Financial Advisors have been approved to offer the CWAM Portfolios. Recommendations of CWAM Portfolios depend on the client’s asset allocation and investment objectives and have the following strategies available: CWAM- Montecito; CWAM- Foundations; and CWAM- Eagle. Each of these offers several models based on the client’s Investment Profile. The CWAM Portfolios are developed by the CWAM Managers, who are certain Financial Advisors that develop and manage client assets in these portfolios and retain all discretion regarding portfolio construction, changes to the portfolios, timing and parameters for implementation, execution, monitoring and rebalancing the client’s Paragon CWAM account. D.A. Davidson requires that CWAM Managers meet and maintain eligibility requirements in order to provide this service, including minimum tenure with D.A. Davidson, certain educational attainments, and achieving certain annual continuing education criteria. The CWAM Managers must also submit a Written Investment Discipline for review and approval by D.A. Davidson, which describes their investment philosophy and methods of analysis in detail. CWAM Managers are also subject to the Security and Transaction Parameters of the Paragon Program, which are set by D.A. Davidson. Methods of Analysis for Investment Strategies. CWAM Managers employ diverse investment strategies, techniques, and methods of analysis in creating the model portfolios, each of which may change depending, among other things, on changes in market conditions. Clients should discuss the investment strategies, techniques, and methods of analysis reasonably anticipated to be deployed in the management of the account with the CWAM Managers. When selecting alternative investments for client’s Paragon CWAM accounts (i.e., hedge funds and certain private market funds), D.A. Davidson’s Managed Assets Department has established an initial and ongoing due diligence process. The process is designed to help ensure any alternative investments approved for investment allocations or strategies made available to clients have been properly vetted. This includes but is not limited to an initial review of third-party reports, offering documents and marketing materials, interviews with the fund or fund sponsor's key management personnel, an evaluation of the investment philosophy, process and performance, the general business 27  practice and financials, regulatory compliance and disclosure documents, risk management and strategic planning. The ongoing due diligence process includes among other things annual due diligence meetings with the fund or fund sponsor, quarterly information updates and interviews as necessary, and a review of performance and regulatory reporting. Senior investment professionals at D.A. Davidson review the due diligence conducted on any proposed alternative investment product and have the authority to approve the product with additional conditions, as they deem appropriate. Security and Transaction Parameters Paragon CWAM. The same as those for the Paragon Program, described above. Choice As described in Item 4 above under Choice, the Choice Program offers clients an investment strategy of asset allocation and portfolio investments customized to the client by a D.A. Davidson Financial Advisor. In the Choice Program client appoints D.A. Davidson to provide investment advice and recommendations for the assets in the client’s Program account, but the client retains full authority over the decisions (including the authority to buy, sell, or hold securities and the timing of these actions). Neither D.A. Davidson nor a Financial Advisor has investment discretion and may not buy or sell securities in connection with a client account without their consent. D.A. Davidson requires that Financial Advisors meet and maintain eligibility requirements in order to participate in the Choice Program, including minimum tenure with D.A. Davidson, and achieving certain annual continuing education criteria. Financial Advisors who participate in the Choice Program are also subject to the Security and Transaction Parameters of the Choice Program, which are set by D.A. Davidson. Methods of Analysis for Investment Strategies. In the Choice Program, the Financial Advisor advises the client on an appropriate investment strategy, which includes security selection and general asset allocation. Financial Advisors participating in the Choice Program will utilize diverse investment strategies, techniques, and methods of analysis, which may change depending, among other things, on changes in market conditions. Because the Choice Program is non-discretionary, the client is ultimately responsible for the actual implementation of the investment strategy they adopt. Financial Advisors will use a customized approach to make recommendations for client’s Choice account based on the information in the client’s Investment Profile and investment circumstances. In making recommendations to Choice Program clients, Financial Advisors may recommend from among different investment objectives, such as growth of capital, income generation, or a combination of both; may focus on issuers with certain market capitalizations (such as large caps or small caps); may focus on certain investment styles (such as growth, value or core); or may favor purchasing and selling certain types of securities (such as stocks, fixed income securities or mutual funds). Some Financial Advisors may specialize in one or more of the areas referred to above and may therefore recommend clients invest their assets in a more concentrated fashion, while other Financial Advisors may recommend the client focus on diversifying account assets. Before engaging a Financial Advisor in the Choice Program, D.A. Davidson recommends the client speak with their Financial Advisor regarding the investment strategies, techniques, and methods of analysis the Financial Advisor may use to formulate recommendations to the client, while actively considering the client has sole investment discretion, and will make the final decision whether to accept or reject the Financial Advisor’s recommendation to pursue a particular investment strategy or purchase or sell specific securities. When selecting alternative investments for client’s Choice accounts (i.e., hedge funds and certain private market funds), D.A. Davidson’s Managed Assets Department has established an initial and ongoing due diligence process. The process is designed to help ensure any alternative investments approved for investment allocations or strategies made available to clients have been properly vetted. This includes but is not limited to an initial review of third-party reports, offering documents and marketing materials, in-person meetings and interviews with the fund or fund sponsor's key management personnel, an evaluation of the investment philosophy, process and performance, the general business practice and financials, regulatory compliance and disclosure documents, risk management and strategic planning. The ongoing due diligence process includes among other things annual due diligence meetings with the fund or fund sponsor, quarterly information updates and interviews as necessary, and a review of performance and regulatory reporting. Senior investment professionals at D.A. Davidson review the due diligence conducted on any proposed alternative investment product and have the authority to approve the product with additional conditions, as they deem appropriate. Security and Transaction Parameters Choice Program. The same as those for the Paragon Program, described above. 28  CALCULATION AND REVIEW OF PERFORMANCE AS PART OF THE DILIGENCE PROCESSES Investment Manager Performance. D.A. Davidson evaluates performance as a component of due diligence related to the RMS, SAM, and the UMA Select and UMA Discretion programs. The evaluation includes a review of the performance calculations that are based on a time-weighted-return methodology. Time-weighted performance is often used as an industry standard to compare investment managers as it measures the compounded rate of growth, while removing the distorting effects caused by the inflow or outflow of funds in a portfolio. For the RMS, SAM Model and UMA Program portfolios with a SAM Model sleeve, Envestnet calculates the time-weighted-performance information based on the composite of accounts for each portfolio from data on the Envestnet platform. For the SAM Manager and UMA Program portfolios with a SAM Manager sleeve, Envestnet obtains the time-weighted performance information based on the composite of accounts for each portfolio from the investment managers. MFP Program and certain SAM Manager portfolio performance is provided by D.A. Davidson’s Managed Asset Research and Investment Management & Research departments for their respective portfolios, using a composite of accounts, which is an aggregation of client accounts at D.A. Davidson within the same portfolio and performance period being presented. D.A. Davidson’s Managed Assets Research Department periodically reviews the performance for the Programs described above and believes the performance calculations and sources of this information to be reliable. Some, but not all, SAM Managers report Global Investment Performance Standards (“GIPS”) compliant composite performance, which are voluntary standards used by investment managers, established by the CFA Institute, and governed by the GIPS Executive Committee to help ensure fair and accurate reporting. However, D.A. Davidson does not verify or guarantee the accuracy or completeness of the performance information, the data provided by any external source, or compliance with any particular presentation standards, prior to its use with clients or prospective clients. For Paragon, Paragon CWAM, MAC, and Choice, neither D.A. Davidson nor a third-party reviews portfolio manager performance information in determining whether the Financial Advisor can continue to provide investment management to clients. A client’s actual individual account performance is available to clients in a quarterly performance report. Although a time-weighted return methodology is also used in the quarterly performance calculations, a client’s actual account performance and their corresponding Program portfolio performance will differ due to the client’s applicable fee schedule, the timing of account allocations and transactions, and the calculation date and time period. UMA Guided, performance is evaluated by PMC, as described in the Envestnet Form ADV Part 2A Disclosure Brochure. USE OF AFFILIATED FUNDS AND INVESTMENT MANAGEMENT BY AFFILIATES AND RELATED PERSONS Mutual funds issued by DIA, a D.A. Davidson affiliate (“Affiliated Funds”), are available in the Paragon, Paragon CWAM and Choice Programs, except within retirement accounts. Affiliated Funds cannot be selected in any of the other Programs. D.A. Davidson and its affiliates have a financial conflict of interest when Affiliated Funds are selected for Paragon, Paragon CWAM and Choice accounts because D.A. Davidson affiliates earn compensation for advisory, distribution and administrative services provided to the Affiliated Funds. This compensation is in addition to the Total Annual Fee, resulting in the receipt of two levels of fees by the D.A. Davidson family of companies. The receipt of two levels of fees may be significant, both in absolute dollar amounts and relative to D.A. Davidson’s net income and creates an incentive for D.A. Davidson to choose and continue to retain Affiliated Funds over unaffiliated mutual funds in the Paragon, Paragon CWAM and Choice Programs. D.A. Davidson seeks to address this conflict of interest by disclosing it in this Brochure and by not sharing this additional revenue with Financial Advisors. Clients can also request that Financial Advisors not purchase Affiliated Funds in their Paragon, Paragon CWAM and Choice accounts. DIA acts as an investment manager in the SAM Manager, UMA Select and UMA Discretion Programs (not in UMA Guided), as described in Item 4 above. D.A. Davidson and DIA have a financial conflict of interest when DIA is selected as an investment manager in the SAM Manager, UMA Select and UMA Discretion Programs because, under these circumstances, both the Davidson Advisory Fee and Management Fee are retained by the D.A. Davidson family of companies. This means that, through these arrangements, D.A. Davidson and its affiliates receive higher total compensation than if the client selected an unaffiliated investment manager. D.A. Davidson seeks to address this conflict by disclosing it in this Brochure and not incentivizing Financial Advisors to select DIA. In addition, D.A. Davidson engages an independent third-party to evaluate new DIA portfolios for initial inclusion in the SAM Program. D.A. Davidson, in providing the D.A. Davidson Investment Management & Research portfolios, acts as an investment manager in the SAM Manager Program, as described in Item 4 above. D.A. Davidson has a conflict of interest when the Investment Management & Research portfolios are selected in the SAM Manager Program because, under these circumstances, both the Davidson Advisory Fee and platform fee portion of the Management Fee are charged to the client and retained by D.A. Davidson. The client is not charged the non-platform portion of the Management Fee. This 29  conflict of interest is mitigated by assessing the same platform fee for all SAM investment managers and all investment sleeves in the UMA Programs. Further information about D.A. Davidson’s Related Persons, the conflicts of interest noted above, and how D.A. Davidson addresses these conflicts of interest, is provided in Item 9 below under Other Financial Industry Activities and Affiliations and Code of Ethics. PERFORMANCE-BASED FEES D.A. Davidson does not charge performance-based fees (i.e., fees based on a share of capital gains or capital appreciation of the client's account assets). RISK OF LOSS Clients should understand investing in any security involves a risk of loss of both income and principal. Securities analysis methods, including those utilized by D.A. Davidson, assume the companies whose securities trade in the markets, the rating agencies that review these securities, and other publicly available sources of information about these securities, are providing accurate and unbiased data. While we attempt to remain alert to indications that data is be incorrect, there is always a risk that D.A. Davidson’s analysis is compromised by inaccurate or misleading information. D.A. Davidson does not guarantee the future performance of the account or any specific level of performance, the success of any investment or strategy that D.A. Davidson may make or recommend, or the success of the overall management of the account. The following is a non-exhaustive summary of specific risks associated with each type of investment analysis implemented by D.A. Davidson through the Programs: Fundamental Analysis. Fundamental analysis attempts to measure the intrinsic value of a security by looking at economic and financial factors (including the overall economy, industry conditions, and the financial condition and management of the issuer itself) to determine if the company is underpriced or overpriced (buy or sell indicators). Fundamental analysis does not attempt to anticipate market movements. This analysis presents a potential risk, as the price of a security can move up or down along with the overall market regardless of the economic and financial factors considered in assessing the intrinsic value of the security. Technical Analysis. Technical analysis involves the use of statistical data, and trends in that data, to identify trading opportunities. Technical analysis does not consider the underlying financial condition of a company, or the intrinsic value of its securities. This type of analysis presents a risk in that a poorly managed or financially unsound company may underperform regardless of larger movements in the market. Cyclical Analysis. This form of technical analysis involves studying cycles in the economy and financial markets. In this type of technical analysis, the movements of a particular stock are measured relative to the overall market in an attempt to predict the price movement of the security. The risk most commonly associated with this analysis is that the overall measurement is incorrect. Quantitative Analysis. Quantitative analysis uses complex mathematical models and statistics to analyze past events to make investment decisions about security performance (or larger market movements) in the future. Common risks encountered in using quantitative analysis are that the models used are based on assumptions that prove to be incorrect, and that the underlying sets of historical data utilized by the manager are incomplete. Qualitative Analysis. Qualitative analysis involves the analysis of unquantifiable information, such as management decisions, to evaluate investment opportunities in the company’s securities. A risk in using qualitative analysis is that our subjective analysis of the information is proven incorrect. Asset Allocation. A risk of an incorrect asset allocation decision is that the client does not participate in a sharp increase in a particular security, industry, or market sector. Another risk is that the ratio of equities, fixed income, and cash holdings will change over time due to security-value and market movements and, if not corrected (i.e., through rebalancing), will no longer be appropriate for the client’s goals. Mutual Fund, ETF and/or ETN Analysis. A common risk of mutual fund, ETF and/or ETN analysis is that, as with other securities investments, past performance does not guarantee future results. A manager who has been successful in identifying profitable opportunities among mutual funds may not be able to replicate that success in the future. In addition, as we do not control the underlying investments in a mutual fund, ETF or ETN, managers of different funds held by the client may purchase the same security, creating concentrated exposure for the client to that security and increasing the risk to the client if that security were to fall in value. There is also a risk of a manager deviating from the stated investment mandate or strategy of the mutual fund, ETF or ETN, which could make the holding(s) less suitable for the client’s portfolio. 30  The following is a non-exhaustive summary of general risks involved in investing through any of the Programs: Interest Rate Risk. Fluctuations in interest rates cause the prices of securities to fluctuate. For example, bond market values have an inverse relationship to changes in interest rates. Generally, the longer a bond’s maturity, the greater the interest rate risk and the higher its yield. Similarly, equities may also suffer from rising interest rates. Market Risk. Market risk is the risk of investment losses due in a client’s account due to a variety of reasons outside of D.A. Davidson’s control, including, but not limited to, changes in the macroeconomic environment, unpredictable market sentiment, forecasted or unforeseen economic developments, interest rates, regulatory changes, and domestic or foreign political, demographic, epidemic, pandemic, or social events, independent of the intrinsic valuation of one or more securities in the client’s account. Inflation Risk. When any type of inflation is present, a dollar today will not buy as much as a dollar next year, because purchasing power is eroding at the rate of inflation. Inflation risk is therefore the risk of inflation exceeding the return of an investment in the client’s account. Currency Risk. Among other risks, investments in non-U.S. securities are subject to fluctuations in the value of the dollar relative to the currency of the country in which the issuer is based. This is also referred to as exchange rate risk. Currency risk could lead to a loss for a client, for example, when the proceeds from the sale of the non-U.S. security, which may be in a devaluing foreign currency, are converted to a relatively stronger U.S. dollar. Reinvestment Risk. This is the risk that future proceeds from investments have to be reinvested at a potentially lower rate of return (e.g., due to reductions in interest rates). This risk primarily relates to client account investments in fixed income securities. Business Risk. These risks are associated with a particular industry or a particular company within an industry. For example, oil-drilling companies depend on cost-effectively finding oil, extracting it, and then refining it, a lengthy process, before they can generate a profit. They carry a higher risk of potential profitability than an electric company, which generates its income from a steady stream of customers who buy electricity regardless of the prevailing macroeconomic environment. Liquidity Risk. Liquidity is the ability to readily convert a security into cash. Generally, securities in a client’s account are more liquid if many individuals are interested in buying or selling them. For example, Treasury Bills are highly liquid, while real estate properties are relatively illiquid. Liquidity risk is therefore the risk that a client will not be able to promptly sell a security due to a limited market for that instrument. Financial Risk. Excessive borrowing to finance a business’ operations may create a degree of stress on the firm to the point of jeopardizing its profitability and potentially triggering a default on one or more outstanding loans. Depending on the circumstances, such a development could lead to a declining value in the company’s securities, or even its bankruptcy. Insurance Carrier Risk (specific to eligible programs for advisory variable annuity and insurance products). This is the risk associated with an insurance carrier’s financial strength in meeting current, ongoing, and senior financial obligations, which are obligations to policy/contract holders. An insurance carrier’s balance sheet strength, operating performance and financial profile are major factors that quantify an insurance carrier’s financial strength. Global Economic Risk. National and regional economies and financial markets are becoming increasingly interconnected, which increases the possibility that conditions in one country, region or market might adversely impact issuers in a different country, region, or market. Changes in legal, political, regulatory, tax and economic conditions may cause fluctuations in markets and securities prices around the world, which could negatively impact the value of an account’s investments. Major economic or political disruptions, particularly in large economies, may have global negative economic and market repercussions. Additionally, events such as war, terrorism, natural and environmental disasters and the spread of infectious illnesses or other public health emergencies may adversely affect the global economy and the markets and issuers in which an account invests. These events could reduce consumer demand or economic output, result in market closure, travel restrictions or quarantines, and generally have a significant impact on the economy. Such events could materially increase risks, including market and liquidity risk, and significantly reduce account values. Cybersecurity Risk. Client portfolios are susceptible to operational, information security and related risks. In general, cyber incidents can result from deliberate attacks or unintentional events that include, but are not limited to, gaining unauthorized access to digital systems, misappropriating assets or sensitive information, corrupting data, or causing operational disruption, including the denial-of-service attacks on websites. Cyber security failures or breaches by a third-party service provider and the issuers of securities in which the portfolio invests, have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability to transact business, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs, including the cost to prevent cyber incidents. Technology Risk. The offerings within the Programs are dependent upon various computer and telecommunication technologies, many of which are provided by or are dependent on third parties. The successful operation of the Program 31  could be severely compromised by system or component failure, telecommunication failure, power loss, a software- related system crash, unauthorized system access or use (such as “hacking”), computer viruses and similar programs, fire or water damage, human errors in using or accessing relevant systems, or various other events or circumstances. It is not possible to provide comprehensive and foolproof protection against all such events, and no assurance can be given about the ability of applicable third parties to continue providing their services. Any event that interrupts such computer and/or telecommunication systems or operations could have a material adverse effect on the Programs. Such a material adverse effect may have a heightened impact on some of the Programs given the automated nature of the services provided. Concentration Risk. This is the risk that a client’s portfolio is heavily allocated in one or few securities, industries, sectors, or geographic locations. This increases the impact of negative or positive performance compared to a portfolio which is diversified. Specific Security Risks. In addition to the above risks, each security type used in the Programs has certain characteristics and is subject to a risk of loss that clients should be prepared to bear. For more information about risks associated with stocks, fixed income securities, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, options, alternatives, UITs (including buffered UITs), options, and advisory variable annuities clients should speak with their Financial Advisor. For risks associated with mutual funds and ETFs in client’s account, see the fund’s current prospectus. If clients are enrolled in a Program that utilizes the Envestnet platform, please refer to the Envestnet Form ADV Part 2A Disclosure Brochure for associated risks. VOTING CLIENT SECURITIES Proxy Voting in each Program. D.A. Davidson votes securities on behalf of its clients in the MFP, Paragon and Paragon CWAM Programs, and for the D.A. Davidson Investment Management & Research portfolios offered under SAM Manager in accordance with the Advisory Agreement, consistent with applicable laws and regulations and the Firm’s policies and procedures related to the voting of proxies. Where D.A. Davidson is responsible for voting proxies, it also votes proxies relating to securities held in accounts subject to ERISA, unless the plan documents specifically reserve proxy-voting authority to the plan sponsor. D.A. Davidson does not vote securities on behalf of clients in the Choice Program, for any assets not custodied at D.A. Davidson or its affiliate, or for any mutual fund in which D.A. Davidson holds 5% or more of the outstanding shares on behalf of its clients. In these instances, clients retain the responsibility to vote proxies relating to securities in their accounts. D.A. Davidson directs Envestnet or a third-party investment manager or sub-manager to vote securities on behalf of clients in the SAM, RMS, and UMA Programs. Envestnet has implemented policies and procedures and other controls for voting these proxies. Further information on Envestnet’s proxy voting policy and procedures can be found in Envestnet’s Form ADV Part 2A Disclosure Brochure, which is provided to clients upon enrollment in each of these programs, available upon request or can be found online by searching for Envestnet Asset Management at adviserinfo.sec.gov. For accounts participating in SAM Manager, proxy voting is delegated to the investment managers or sub-managers (and not retained by Envestnet). In those instances, the investment manager is responsible for voting in connection with any proxy solicitation relating to a security in the client’s account. Information about the investment managers’ proxy voting policies and procedures can be found in each of their Form ADV Part 2A Disclosure Brochure, and/or Envestnet’s Form ADV Part 2A Disclosure Brochure available upon request or available online by searching for the investment manager at adviserinfo.sec.gov. Note, however, that for certain third-party investment managers or sub-managers clients would be responsible to vote their own proxies. Clients in the MAC Program may retain the responsibility to vote proxies relating to securities in their accounts, depending on the terms of the advisory agreement between the client and the investment manager. D.A. Davidson does not take any action to vote client securities in the MAC Program. In all Programs, clients may retain the right to vote proxies for their own accounts, or direct D.A. Davidson to vote a proxy in a particular manner, so long as the client timely notifies their Financial Advisor in writing (including by email). Proxy Voting Process When D.A. Davidson is Responsible for Voting Proxies. Proxy Advisor Firm and Voting Methodology. D.A. Davidson can elect to vote in favor, against or to abstain from voting on a corporate resolution. D.A. Davidson has engaged a third-party Proxy Service Vendor to provide proxy voting administrative duties and proxy voting recommendations from another third-party Proxy Advisory Firm (“Proxy Advisor”). The Proxy Advisor recommendations are pre-populated into the Proxy Service Vendor’s electronic voting platform, subject to the preapproval requirements identified below. Proxies that are not escalated for preapproval are automatically executed pursuant to the Proxy Advisor’s pre-populated voting recommendations. Proxies are generally voted in accordance with the Proxy Advisor recommendations, but D.A. Davidson reserves the right to exercise its own judgment on a case-by-case basis, to serve its clients’ best interests once it has determined that such a vote would not involve an identified firm-related conflict of interest. In these situations, D.A. Davidson will generally vote in favor 32  of proxy proposals that enhance the independence of board membership, against measures that promote anti-takeover defenses, and for incentive compensation that would align management interests with shareholder interests, including stock-based compensation and restricted stock award programs. Corporate governance issues, however, are diverse and continually evolving and these general policies may not be relevant in some circumstances. D.A. Davidson utilizes only those Proxy Advisor recommendations that are based on financial criteria and not on diversity, equity and inclusion criteria, where such distinction is available. Proxy Voting Committee. D.A. Davidson’s Investment Adviser Proxy Voting Committee (the “Proxy Committee”) includes senior personnel from D.A. Davidson and one or more of its affiliates. The Proxy Committee meets periodically to monitor D.A. Davidson’s overall adherence to and the effectiveness of the Firm’s proxy voting policies and procedures. The Proxy Committee also reviews the internal controls and independence of the third-party vendors on no less than an annual basis. In addition, the Proxy Committee preapproves any contested or controversial proxies, requests to deviate from the Proxy Advisor’s voting recommendations, and proxies that are not covered by D.A. Davidson’s proxy voting policies and procedures. Class Action Notices. D.A. Davidson will neither advise nor act on behalf of the client in legal proceedings involving companies whose securities are held in a client’s Program account(s), including in connection with the filing of "Proofs of Claim" in class action settlements. If desired, clients may direct D.A. Davidson to transmit a copy of any class action notices to the client or to a third-party. Upon such direction, D.A. Davidson will use commercially reasonable efforts to forward such notices to the person identified by the client in a timely manner. Conflicts of Interest. D.A. Davidson and its supervised persons have various conflicts in relation to voting client proxies, which may include personal investments, outside activities, personal relationships, and management of investment accounts for or on behalf of publicly traded companies. D.A. Davidson, as a dually registered brokerage firm, also provides underwriting services for public companies, makes a market in select securities, and uses the services of select public companies for core systems. D.A. Davidson believes, however, that its retention of the Proxy Service Vendor, use of the Proxy Advisor recommendations, its adherence to its proxy voting policies and procedures and oversight by the Proxy Committee help to ensure proxies are voted appropriately. Further information on how client proxies were voted and a copy of D.A. Davidson’s proxy voting policies and procedures may be requested, free of charge, by contacting your Financial Advisor or writing to: D.A. Davidson & Co. Attention: Compliance Department, 8 Third Street North, Great Falls, MT 59401. Item 7 Client Information Provided to Portfolio Managers As described in Item 4 above, Financial Advisors are responsible for gathering client’s Investment Profile (i.e., investment objectives, risk tolerance, time horizon, financial information, and other circumstances) as well as their liquidity needs and any reasonable restrictions the client wishes to impose upon the management of the account. The Financial Advisor will then use this information to recommend a Program for the client. Client information that is shared with the investment manager depends on the Program in which the client is enrolled, as follows: For MFP, Paragon, Paragon CWAM and Choice, the investment manager is D.A. Davidson or a D.A. Davidson Financial Advisor who has all of client’s information including personal and account information. For RMS, SAM Model, and SAM Manager, the investment manager does not receive any client information. Envestnet, as the platform provider, has access to client’s personal and account information. For MAC, where the client has a direct contractual relationship with the investment manager, all of the client’s information is shared with the investment manager including their personal and account information. For UMA, the information provided to the investment manager and Envestnet, as platform provider, depends on the Program sleeves selected. It is ultimately the client's responsibility to advise D.A. Davidson of any changes to the information previously provided that might impact their account. Neither D.A. Davidson nor any investment manager, nor Envestnet is responsible for independently verifying information or data provided by a client, or for any adverse consequence arising out of or in any way connected with the client’s failure to promptly communicate updated or new information to any of these persons. Item 8 Client Contact with Portfolio Managers Client’s contact with investment managers depends on the Program in which the client is enrolled. The MFP, RMS, SAM, MAC and UMA Programs employ investment managers as described in Item 4 above. D.A. Davidson does not restrict a client’s ability to contact or consult with any of the investment managers for these Programs. In MAC, the client has direct access to the investment manager in relation to the client’s account. However, client’s primary point of contact for all Program accounts is their Financial Advisor. The Financial Advisor serves as the communication conduit between the client and any of the investment managers in matters concerning MFP, RMS, 33  SAM, MAC and UMA Program accounts. The investment managers for the Paragon, Paragon CWAM and Choice are D.A. Davidson Financial Advisors and clients enrolled in these Programs have direct access to them. Item 9 Additional Information DISCIPLINARY INFORMATION The following is a summary of disciplinary events relating to D.A. Davidson, its management, and Affiliates that the Firm believes may be material to a prospective client's decision of whether to retain the Firm to provide investment advisory services. Further information regarding these settlements and other disciplinary matters relating to D.A. Davidson and its Affiliates is available on the SEC’s website at www.adviserinfo.sec.gov. Disciplinary Information Relating to D.A. Davidson’s Advisory Business The SEC issued an Order dated March 11, 2019 (SEC Administrative Proceeding File No. 3-19094) (the “SCSD Order”), relating to the resolution of a matter under the Division of Enforcement’s Share Class Selection Disclosure Initiative (the “SCSD Initiative”). The violations referred to in the SCSD Order were self-reported by D.A. Davidson. Pursuant to the SCSD Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson alleging that the Firm willfully violated Sections 206(2) and 207 of the Advisers Act in connection with its mutual fund share class selection practices and the fees it received pursuant to Rule 12b-1 under the Company Act. In connection with the SCSD Order, D.A. Davidson consented to: (a) cease and desist from committing or causing any violations and any future violation of sections 206(2) and 207 of the Advisers Act; (b) be censured; (c) pay disgorgement and prejudgment interest in the amount of $654,276.41; and (d) comply with certain undertakings. As noted in the SCSD Order, in determining the settlement offer the SEC considered that D.A. Davidson self-reported its conduct to the SEC pursuant to the SCSD Initiative. Disciplinary Information Relating to D.A. Davidson’s Broker-Dealer Business In October 2018, D.A. Davidson, without admitting or denying the allegations, consented to findings and sanctions by FINRA that it failed to apply available mutual fund share class sales charge waivers to eligible retirement and charitable organization Brokerage Accounts, and to implement proper supervisory system and training procedures (NASD Rule 3010 and FINRA Rule 3110 violations). The matter was previously self-reported to FINRA by D.A. Davidson in May 2016. As part of the settlement, D.A. Davidson paid $447,000 in restitution, including interest, to approximately 303 customer accounts. D.A. Davidson was not fined as a result of its self-reporting of the matter and its cooperation with FINRA. D.A. Davidson also updated its training, policies and procedures, and other controls intended to ensure that an appropriate mutual fund share class is selected for clients, and that mutual fund sales charge waivers are applied in commission-based account transactions. This matter did not involve any wrap fee advisory clients of D.A. Davidson. In February 2016, a regulatory action disclosure relating to the SEC’s Order dated February 2, 2016 (SEC Admin Releases 33-10019; 34-77021) (the “MCDC Order”) was issued. The SEC MCDC Order was issued under the Division of Enforcement's Municipalities Continuing Disclosure Cooperation Initiative, and the violations referred to therein were self-reported by D.A. Davidson. This included allegations of anti-fraud provision, due diligence, and continuing disclosure failures for the underwriting of certain municipal securities offerings, and the offering of municipal securities on the basis of materially misleading disclosure documents (SEC Rules 15c2-12 violations). During the relevant period the SEC found the official statements for six securities offerings, between the period of 2012 – 2014, failed to disclose that the municipal issuers had either failed to file annual audited financial statements, or to file notices of late filings. Pursuant to the MCDC Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson arising for willfully violating Section 17(a)(2) of the Securities Act (an antifraud provision of the federal securities laws) related to the underwriting of certain municipal securities offerings. In connection with the MCDC order, D.A. Davidson paid a $500,000 fine to the SEC. In addition, D.A. Davidson engaged an independent consultant to review and update the Firm’s policies, procedures, and other controls to help ensure compliance with the Firm’s regulatory requirements. OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS D.A. Davidson, a dually registered investment adviser and broker-dealer, is a wholly owned subsidiary of D.A. Davidson Companies, a financial services holding company. D.A. Davidson Companies' other subsidiaries, known as “Related Persons,” are D.A. Davidson Trust Services, Inc., a non-depository trust company, Davidson Investment Advisors, Inc., a federally registered investment adviser, and D.A. Davidson Trust Company, a federally chartered savings bank. Broker-Dealer Services. D.A. Davidson is registered as both a broker-dealer and investment adviser. Financial Advisors engaged in providing advisory services (including through one or more Programs) are registered as investment adviser representatives in each state where such registration is required. Many D.A. Davidson Financial 34  Advisors are also registered representatives of D.A. Davidson in its capacity as a broker-dealer. When acting as a broker-dealer, Financial Advisors provide brokerage and related services to clients, including in relation to the purchase and sale of individual stocks, fixed income securities, mutual funds, private investment funds, life insurance policies and annuities, and other products. These broker-dealer recommendations and any subsequent implementation are separate and distinct from the advisory services. See the D.A. Davidson Regulation Best Interest Disclosure at dadavidson.com/Disclosures for more information about D.A. Davidson’s brokerage services. D.A. Davidson Trust Services, Inc. ("DADTS"). DADTS is a non-depository trust company chartered in New Hampshire which acts as the custodian for D.A. Davidson client assets maintained in IRA and 403(b) accounts. D.A. Davidson provides DADTS with supporting administrative, recordkeeping and reporting services as the client’s broker- dealer. Davidson Investment Advisors (“DIA”). Financial Advisors may refer clients that meet certain minimum account size requirements to DIA in its capacity as an investment adviser. Financial Advisors may also recommend DIA as an investment manager in the SAM and UMA Programs. DIA also creates certain model portfolios for D.A. Davidson’s use in MFP Access. While DIA receives additional compensation for doing so, clients are not charged differently for these portfolios than others in the MFP Program. In addition, D.A. Davidson serves as the broker-dealer for some DIA clients. D.A. Davidson or its affiliate also serve as custodian for some DIA clients. Where clients make a non-discretionary decision for DIA to serve as the investment manager in the SAM or UMA Programs, the total management fee assessed to the client could be higher than the total fee a client would have paid had they engaged DIA directly to provide investment management services, when considering the fees to be paid to D.A. Davidson and to Envestnet. Further information regarding fees, including the fees charged in the MFP, SAM, and UMA Programs, is provided in Item 4 above under Fees. Where clients make a non-discretionary decision for DIA to serve as the investment manager in the SAM or UMA Programs the fees retained by the D.A. Davidson family of companies are higher than if a different investment manager was selected. Given this conflict, DIA is only permitted to be selected as a non-discretionary choice in the SAM Manager and UMA Select Programs. DIA is only available in UMA Discretion on an exception basis, except DIA is not available for retirement accounts in the UMA Discretion Program. The client must make the final decision to select DIA as the investment manager. When D.A. Davidson Financial Advisors refer clients to DIA to manage assets in its capacity as an independent investment adviser, a portion of the fees that clients pay to DIA (typically, 20%-60%, with the average being 43%) are taken into account when determining the Financial Advisor’s compensation. Clients do not pay more for our affiliate services as a result of the referral from client’s Financial Advisor. Davidson Mutual Funds. DIA is the investment adviser to Davidson Mutual Funds, an investment company registered under the Investment Company Act. U.S. Bank Global Fund Services acts as Davidson Mutual Funds’ administrator and provides fund accounting and transfer agency services. D.A. Davidson offers the funds to its brokerage and certain advisory clients as described below. See D.A. Davidson’s Regulation Best Interest Disclosures at dadavidson.com/Disclosures for information about recommending Davidson Mutual Funds as a broker-dealer. D.A. Davidson is permitted to purchase or recommend the purchase of Davidson Mutual Funds in Paragon, Paragon CWAM and Choice Program accounts (other than in retirement accounts). The client will not be charged a fee or load for initial or subsequent purchases of Davidson Mutual Funds, and any purchase will be made at Net Asset Value. When Davidson Mutual Funds are held in a Program account, the client will pay a fee based on the fair market value of the assets in the account, including the fair market value of Davidson Mutual Funds held in the account. New purchases of mutual funds in an account participating in a Program must be in Class I shares subject to no 12b-1 Fee. D.A. Davidson provides no financial or other incentive for the Firm or any Financial Advisor to favor Davidson Mutual Funds over another mutual fund managed by an investment adviser not affiliated with D.A. Davidson. DIA receives fees for advising the Davidson Mutual Funds. Those fees are based on the amount of assets held in the Davidson Mutual Funds, which increases with any new purchases of fund shares. The fees charged by DIA for managing the Davidson Mutual Funds are disclosed in the relevant fund’s prospectus. As mutual fund shareholders, investors indirectly pay a portion of the ongoing expenses of the fund. These expenses include the management fee charged by DIA, and all other ongoing fees and expenses incurred in the administration of the Davidson Mutual Funds. Purchasing or recommending the purchase of Davidson Mutual Funds in advisory accounts presents a conflict of interest by retaining more compensation in the D.A. Davidson family of companies. D.A. Davidson only allows D.A. Davidson affiliated funds in the Paragon, Paragon CWAM and Choice Program accounts that are not retirement accounts. In addition, the compensation Financial Advisors receive does not differ depending on whether D.A. Davidson affiliated funds are selected for the client’s account. 35  Further information regarding the Davidson Mutual Funds, including a copy of the Prospectus and Statement of Additional Information for the funds, is available at: davidsonmutualfunds.com. Prospective investors in the Davidson Mutual Funds should review these documents carefully before making any investment in a fund. Davidson Trust Company (“DTC”). Financial Advisors may also refer clients to DTC to provide professional trust administration services, including recordkeeping, income distribution, bill paying, and general account administration. For making the referral, a portion of the fees that clients pay to DTC (50%) are taken into account when determining the Financial Advisor’s compensation and those funds also generate payment at a 50% rate on their compensation grid, which may be higher than the rate for which they otherwise may have qualified. This fee sharing arrangement will not result in any increased charges to the client. Neither D.A. Davidson nor any Financial Advisor will provide trust support services for DTC as a result of the referral. In addition, DTC may elect to hire DIA or a D.A. Davidson Paragon Manager as the investment adviser for certain client accounts over which DTC has investment discretion. DTC shares a portion of its investment management fee with DIA for providing investment advisory services. D.A. Davidson Paragon Managers are paid at a 50% rate on their compensation grid as outlined above. This fee sharing arrangement creates a conflict of interest for D.A. Davidson, its Financial Advisors, DIA, and DTC because the total account administration and investment management fee is divided among DTC, the referring Financial Advisor, the investment adviser (i.e., D.A. Davidson or DIA), and D.A. Davidson Companies. However, when D.A. Davidson or DIA serve as the investment adviser for a DTC account, the total account fee for administrative and investment advisory services will be equal to or less than the total fees if the services were provided separately. DTC may also administer accounts over which it does not have investment discretion. In such instances, the client may independently choose to hire a D.A. Davidson-related Paragon Manager to provide investment advisory services to the account. In these arrangements, the total fee to the client will include separate charges by DTC for account administration and by D.A. Davidson for investment advisory services. Outside Business Activities. Some D.A. Davidson Financial Advisors have been approved to conduct business activities that compete for their time, outside the scope of their duties with D.A. Davidson. If a client’s Financial Advisor engages in any outside business activities, these activities can create an incentive for the Financial Advisor to spend more time on the outside business activity rather than on his or her relationships with clients. All employees are required to obtain approval from their supervisor prior to engaging in such activities to help ensure the activity does not conflict with their D.A. Davidson duties. In addition, any investment related activities or activities that provide a substantial source of the Financial Advisor’s income or involve a substantial amount of the Financial Advisor’s time must be disclosed in their Form ADV 2B Supplemental Brochure. CODE OF ETHICS AND PERSONAL TRADING Code of Ethics. D.A. Davidson has adopted a Code of Ethics (the “Code”), which sets forth the standards of business conduct required of its employees, including compliance with applicable federal securities laws. The Code applies to D.A. Davidson officers, directors and employees involved in the Firm’s investment advisory business (“supervised persons”) and employees providing, or supporting the provision of, investment advice to clients (“access persons”). Among other provisions, the Code outlines the Firm’s fiduciary responsibilities when interacting with clients, governs personal securities trading by supervised persons and designated access persons, and strictly prohibits insider trading and other forms of unethical business conduct. The Code is based upon the principle that D.A. Davidson owes fiduciary duties of loyalty and care to D.A. Davidson's advisory clients. These duties require the Firm, and its access persons, to: provide investment advice in the client’s best interest; seek to obtain best execution of securities transactions in client accounts; and have a reasonable, independent basis for investment recommendations. D.A. Davidson access persons must also conduct their affairs, including when purchasing and selling securities in their personal securities accounts, in such a manner as to avoid: (i) placing their own personal interests ahead of client interests; (ii) taking inappropriate advantage of their position with the Firm; and (iii) creating any potential or actual conflicts of interest, or otherwise abusing their position of trust and responsibility. The Code also prohibits Financial Advisors from placing personal transactions ahead of client transactions in the same security on the same day as he or she is placing a trade in a client’s account. An exception to this policy is permitted when the access person’s account is managed in the same manner as other client accounts and does not result in a more favorable price to the access person. Clients may request a copy of the Code of Ethics by calling D.A. Davidson’s Compliance Department at 406-727-4200 or 800-332-5915. PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS There are various ways that D.A. Davidson can be viewed as participating or having an interest in transactions to which a client is a party. These situations and any conflicts of interest that arise from such activities, including in relation to the manner in which D.A. Davidson or an Affiliate executes securities transactions for a Program account or other account, are discussed in this section and throughout this Brochure. 36  Principal Trading. Subject to the requirements of applicable laws and regulations, D.A. Davidson may act as principal by purchasing securities for itself from, or selling securities it owns to, an account participating in a Program, but only on a case-by-case basis with written authorization from the client, and when it is in the best interest of the client to do so. Principal transactions may include, but are not limited to, trades in securities D.A. Davidson holds in its inventory or for which D.A. Davidson is a member of an underwriting syndicate. Client will pay the public offering price for securities purchased from an underwriter or dealer, including D.A. Davidson, involved in a distribution. Principal trades and new issues are not permitted in ERISA or IRA accounts. In addition to the advisory fee paid by a client, D.A. Davidson may realize profits from principal transactions with a client based on the difference between the price D.A. Davidson paid for the security and the price at which D.A. Davidson sold the security to the client, which may include a mark-up or mark-down from the prevailing market price, an underwriting fee, selling concession, or other incentive to execute the transaction. In trading as principal with a client, D.A. Davidson will have a conflict of interest because it will seek to maximize the benefit for its own account, while also seeking to obtain the best outcome for the clients’ account. The profit potential referred to above creates an incentive for D.A. Davidson to recommend a transaction in which D.A. Davidson acts as principal. In addition, D.A. Davidson may have an incentive to sell securities to clients’ account because D.A. Davidson does not wish to hold the securities in its own inventory or because D.A. Davidson is part of an underwriting group and is compensated for distributing the security. Nonetheless, D.A. Davidson has a fiduciary duty to act in the best interest of clients and to seek to obtain best execution for its advisory clients. Furthermore, D.A. Davidson has adopted internal procedures intended to ensure that D.A. Davidson will not act in a principal capacity for any transaction in an advisory client’s account (including an account participating in a Program), unless the terms of the transaction have been disclosed to the client, including the material information regarding D.A. Davidson’s or the Financial Advisor’s financial interest in the transaction, and the client has authorized the transaction in writing or the transaction is otherwise allowed by applicable law. Agency Cross Transactions. An “agency cross” transaction is a transaction in which D.A. Davidson acts as broker for the parties on both sides of the transaction. For its brokerage services, D.A. Davidson may receive compensation from both sides of the transaction. In acting for both sides of the transaction, the Firm will have a conflict of interest because, while it will generally seek to maximize the benefit from the transaction for both sides, D.A. Davidson will be compensated regardless of whether this objective is achieved. In the case of an advisory account, the client would also be paying an asset management fee based on the value of the assets in their account. D.A. Davidson generally prohibits agency cross transactions for advisory clients, including for accounts participating in a Program. In rare instances, an exception may be made when D.A. Davidson determines that each respective transaction is consistent with the client’s best interest and may reduce transaction and market impact costs. In such instances, D.A. Davidson, acting as investment manager, may recommend the sale of securities from an advisory client’s account while at or about the same time recommending the purchase of the same securities for the account of another advisory client under certain conditions, including but not limited to the condition that D.A. Davidson would not receive any compensation from either side of the transaction and therefore not considered to be “acting as a broker” as defined in SEC Rule 206(3)-2 under the Advisers Act. Additionally, D.A. Davidson will seek to obtain the best execution of the transaction for each advisory client and will affect agency cross transactions only in accordance with the requirements of Rule 206(3)-2 under the Advisers Act, which also requires the client’s informed consent prior to the completion of such transaction. No agency cross transactions may be affected for or on behalf of retirement accounts. Fractional Shares Liquidations. Fractional interests in securities (“Fractional Shares”), representing a portion of a whole share for eligible securities, may be present in a client’s account as a result of several types of events: including, for example, dividend reinvestment, stock splits, or the division of a position (e.g. due to divorce). In certain circumstances, due to limitations with market and transfer infrastructure that does not support the sale or movement of Fractional Shares in exchange traded securities, a client’s account may hold a Fractional Share in an equity or ETF position without any whole shares for the company in question. This may occur as the result of three scenarios described below. In each of the scenarios, D.A. Davidson will place orders to liquidate the fractional share on a principal transaction basis in order to monetize fractional shares on behalf of the customer where appropriate (see Principal Trading above for further information). In addition, D.A. Davidson has implemented procedures pursuant to conditions that must be met when liquidating Fractional Shares on behalf of a client on a principal basis. This includes, among other things, procedures to process the Fractional Share liquidation at no additional cost to the client, and to report the transaction in the client’s trade confirm or monthly account statement. D.A. Davidson has implemented controls that would prevent the Firm from separately determining the timing of the principal transaction by automatically liquidating the fractional share once it accumulates into a whole share position for the underling company from other transactions. Further information on the Fractional Share liquidation procedures is also available upon request by contacting your Financial Advisor. 37  • Sell All Scenario. In the event an order is placed to sell all the shares of a position with Fractional Shares the Fractional Shares will be sold from the client’s account into D.A. Davidson’s principal account at the same price and as of the same trade date as the whole shares on the following business day. • Orphan Share Scenario. In the event fractional shares arrive in an account after the whole shares are sold or transferred out of the account due to an impending dividend reinvestment payment, the fractional shares will be sold from the client’s account into D.A. Davidson’s principal account at the share’s closing price as of the dividend payment date, on the following business day. • Account Transfer Scenario. In the event a position with fractional shares is transferred out of a client’s account, a Fractional Share position will remain due to the limitations in the transfer infrastructure. In this case, the Fractional Shares will be sold from the client’s account into D.A. Davidson’s principal account as of the review date’s previous business day’s closing price. BROKERAGE PRACTICES In its capacity as an investment adviser, D.A. Davidson has a fiduciary duty to act in the best interest of clients and seek to obtain best execution for its advisory clients. This goes beyond simply minimizing individual transaction costs and includes an evaluation of the overall quality of trade execution, in aggregate, to maximize the total value achieved for clients. The following describes the order execution process, the factors that D.A. Davidson considers in selecting or recommending broker-dealers for client transactions, including orders placed by an investment manager in connection to applicable Program accounts, and other related matters. Best Execution. D.A. Davidson typically provides trading and execution for Program accounts. However, investment managers can execute away from the Firm as described in this Item below under Transactions Executed Away. When selecting broker-dealers for the execution of a client transaction, D.A. Davidson evaluates the overall execution quality of client orders in aggregate to periodically assess which competing executing brokers offer the most favorable execution terms. Some of the factors considered by D.A. Davidson in determining where to direct an order are the execution speeds and costs, the opportunity to get a better price than what is currently quoted, execution capabilities, financial responsibility, the range and quality of services, and responsiveness to the adviser. In the case of fixed income securities, evaluations also could include among other things, a comparison of executions with publicly reported trade data under the prevailing market conditions, and based on the type of issue and transactions, access to quotations, accuracy of trade settlements, reporting, and communications. D.A. Davidson makes a market in certain equity securities in its capacity as a broker-dealer. As a result, D.A. Davidson has a conflict of interest when it executes trades through its own broker-dealer for Program accounts. To help eliminate any conflicts the Firm does not execute any orders for the purchase and sale of equities in Program accounts. Soft Dollar Benefits. Soft-dollar arrangements are the practice of paying brokerage firms for products and services such as research through directed trading and commission revenue. When engaging in soft dollar arrangements, investment advisers have a fiduciary obligation to make a good faith determination that any commissions paid by clients due to the directed trading are reasonable in relation to the value of the products and services received on behalf of the client. In addition, the investment adviser must ensure the soft dollar arrangements meet certain criteria under Section 28(e) of the Securities Exchange Act of 1934 and disclose any soft dollar arrangements to clients. D.A. Davidson does not have any formal or informal soft dollar arrangements. However, some investment managers that execute transactions away from D.A. Davidson’s trading platform have soft dollar arrangements with the broker-dealers orders are routed to. Please refer to the Transactions Executed Away section below for further information. Clients are also encouraged to carefully review the soft dollar and other related disclosures in the investment manager’s Form ADV Part 2A Disclosure Brochure, when applicable to the management of their Program account. Payment for Order Flow. Generally, the term “Payment for Order Flow” refers to payments that brokerage firms receive for routing clients’ buy and sell orders to other firms or market centers for execution. D.A. Davidson does not accept cash payments in return for directing client order flow to particular institutions or market centers. However, as a Firm we sometimes accept discounts, rebates, reductions of fees or credits, which are generally based on the overall volume of trading activity that results from sending orders to particular market centers or exchanges. Directed Brokerage. Some clients, when entering into an advisory relationship, may already have a relationship with a broker-dealer. In this circumstance, the client may instruct D.A. Davidson to execute all transactions through that broker-dealer. If the client directs D.A. Davidson to use a particular broker-dealer, the client understands, acknowledges, and agrees that D.A. Davidson will likely have no authority to negotiate commissions or to obtain volume discounts, and may be unable to achieve the most favorable execution terms for transactions made on behalf of the client’s Program account. This practice may therefore increase the cost of such transactions in comparison to orders executed by broker-dealers selected by D.A. Davidson in the order routing process described above. Order Aggregation. D.A. Davidson may, but is not required to, aggregate orders for the sale or purchase of the same security, placed on the same day for different client accounts managed under the same Program. This could include proprietary accounts managed under the same Program, such as the Firm’s own accounts, accounts of Affiliates, D.A. 38  Davidson employees (e.g., a Financial Advisor’s personal account) and/or other persons related to D.A. Davidson. However, D.A. Davidson has controls in place to help ensure client trade allocations are fair and equitable and to prevent an employee/proprietary account from receiving a more favorable allocation than a client’s account. Where order aggregation is employed, each account participating in an aggregated transaction will be charged or credited with the average price and, when applicable, its pro rata allocation of shares. For partial fills of orders in the Paragon Program or Paragon CWAM, Paragon Managers allocate shares to client accounts on a pro rata basis. As noted above, there can be no assurance a Financial Advisor will purchase or sell the same securities for all such accounts participating in the same Program at the same time, or that the Financial Advisor will aggregate the client’s orders with those of other clients. As a result, the client may receive different prices and executions for the same securities as compared to other clients making the same investment in that security. Orders for Choice Program accounts are not eligible for order aggregation because they are non-discretionary accounts where the Financial Advisor must obtain client’s consent before executing a transaction. Transactions Executed Away. Trading away or “step out” trading occurs when an investment manager (designated in the MAC, SAM, or UMA Programs) directs orders for and on behalf of a client’s Program account away from D.A. Davidson’s trading platform. Investment managers are required to seek to obtain best execution when placing trades for and on behalf of a client’s Program account. To fulfill their best execution obligations, some investment managers will, from time to time, direct order flow away from D.A. Davidson. Clients may benefit from “step out” trading, which could result in price improvement, increased liquidity, and speed of execution of the trade. The investment manager could also direct orders away from D.A. Davidson’s trading platform due to soft dollar arrangements (see “Soft Dollar Arrangements” above). There are additional transaction costs associated with “step out” trading that are in addition to, and not included in, the asset-based fees charged for the Programs, or the fees charged by the investment manager. The costs associated with “step out” trading are embedded within the execution price of the trade and, therefore, directly affect the value and performance of an investment portfolio. The impact of any additional transaction fees would also be compounded by the frequency of such transactions in a client’s account. When a step out trade occurs in a client’s account the client’s trade confirmation will disclose the trade was executed away from D.A. Davidson and the additional transaction costs. D.A. Davidson does not receive any compensation for trades executed on a “step out” basis, and the fees paid for the management of client assets in a Program account do not change as a result of these types of transactions. To meet its best execution obligation, D.A. Davidson requires investment managers that route orders outside of the Firm’s trading platform to certify their policy and procedures are reasonably designed to achieve compliance with the fiduciary duties and best execution requirements described above. Trade Errors. It is D.A. Davidson’s intention to effect transactions in Program accounts correctly, promptly, and in the best interests of clients. In the event an error occurs in the Firm’s handling of these transactions, D.A. Davidson seeks to identify and correct the error as promptly as possible without disadvantaging the client. In general, in instances where D.A. Davidson is responsible for effecting the transaction incorrectly, the Firm will reimburse the client for any losses directly resulting from the trade error. The Firm will also retain any gains directly resulting from the trade error. No Representations Regarding Unaffiliated or Unassociated Investment Managers. D.A. Davidson makes no representation regarding the future trading practices of any unaffiliated or unassociated investment manager in relation to its participation in any of the Programs. D.A. Davidson recommends that, before selecting any Program that relies wholly or partly on the investment advisory expertise and trade execution services of an unaffiliated or unassociated investment manager, the client carefully review that manager’s Form ADV Part 2A Disclosure Brochure, which includes additional information regarding that manager’s brokerage practices. REVIEW OF ACCOUNTS Client Account Review. Accounts of clients participating in a Program are monitored on a periodic basis by the client’s Financial Advisor and are subject to review by a designated supervisor. The client’s Financial Advisor, or an appropriately registered delegate, is responsible for reviewing the client’s account at least annually. This review requires the Financial Advisor to perform an individualized review and update, as necessary, the client's Investment Profile. In addition, this review generally covers client's investment portfolio, performance, market conditions, investment restrictions, if any, and any changes to their investment or financial information to help ensure the Firm's investment decisions and services continue to be appropriate for the client. However, the client should immediately notify the Financial Advisor regarding any material change in the client's personal and/or financial circumstances to determine whether any review of and/or revision to the Investment Profile is warranted. Examples of material changes include, but are not limited to changes in net worth, employment status, marital status, family size, occupation, residence, health or income level, investment objective or risk tolerance. Additionally, the designated supervisor reviews certain trading activity and account positions in Paragon, Paragon CWAM and Choice Program accounts relative to the client’s account Investment Profile and securities transaction parameters, as provided in Item 6 above. D.A. Davidson will address any reasonable restrictions in the manner described under each Program’s description in Item 4 above. 39  Performance and Account Reports. D.A. Davidson generally provides reports to clients on the performance of their Program accounts on a quarterly basis, subject to exceptions. For example, performance reporting may not be available for account assets, or available with the same frequency, if they are not custodied at D.A. Davidson or its affiliate. Client performance reports usually include a portfolio valuation and typically show the asset allocation of the client’s portfolio and account performance compared to market indices (such as the S&P 500® Index or the Barclays Aggregate Bond Index). Market indices are shown only for comparison purposes and may not be directly relevant to the client’s assessment of the performance of their Program account. Performance returns reflect transactions costs (including from “step out” trading in the account), the appreciation or depreciation of assets held in the account, and the reinvestment of capital gains, dividends, interest, and other income received in the account. Clients should discuss with their Financial Advisor whether a report is available to them. If D.A. Davidson or its affiliate provides custody services to a client participating in a Program, the client will receive a monthly D.A. Davidson account statement when activity occurs in the account during that month. At a minimum, a quarterly statement for the account is provided if there has not been any intervening monthly activity. If Program account assets are not custodied at D.A. Davidson or its affiliate, then the client will receive a periodic account statement directly from the retirement account custodian. D.A. Davidson is not responsible for the production of such third-party account statements and makes no representations regarding the accuracy or completeness of such statements. The third-party sourced statement is the official record of the Program account and the assets contained in it and should be reviewed carefully. The client should immediately notify their Financial Advisor if the client finds any discrepancies between the D.A. Davidson performance report and their custodian’s account statement. When preparing a client’s account statements and performance reports, D.A. Davidson relies on third parties, such as security price-quotation service providers and custodians, when determining the value of Program account assets. As noted elsewhere in this Brochure, D.A. Davidson believes the sources of this information to be reliable. However, D.A. Davidson does not review valuation information provided by third-party quotation service providers or custodians, nor does the Firm verify or guarantee the accuracy or completeness of such information, or that the preparation or presentation of such information complies with any particular legal or regulatory requirements. Moreover, the security prices obtained by D.A. Davidson from a particular third-party quotation service provider may differ from prices that could be obtained from other sources. If a client custodies Program account assets at a firm other than D.A. Davidson or its affiliate, the prices shown on a client’s account statement provided by that custodian may be different from the prices shown on statements and reports provided to the client by D.A. Davidson due to different valuation sources utilized by D.A. Davidson and the custodian. In the event of a discrepancy between an official account statement and other reports or statements for the holdings and transactions in a client’s Program account, the client’s official account statement shall prevail. CLIENT REFERRALS Client Referrals. D.A. Davidson pays referral fees to independent third parties and firms (each, a “Promoter,” and collectively, "Promoters") for introducing clients to D.A. Davidson. Whenever D.A. Davidson pays a referral fee, the Firm requires that the Promoter provide the prospective client with a copy of this Brochure and a separate disclosure statement at the time of solicitation that includes the following information: the Promoter's name and relationship with D.A. Davidson; the fact that the Promoter is being paid a referral fee; the amount of the referral fee; the conflict of interest created by the referral fee; and whether the Total Annual Fee paid to D.A. Davidson by the client will be increased above the firm’s previously agreed fees in order to compensate the Promoter. In practice, the Total Annual Fee paid to D.A. Davidson by clients referred by Promoters is not increased as a result of any referral. DTC also refers clients to D.A. Davidson. However, DTC is not compensated for such client referrals. Further information regarding the conflicts of interest associated with referrals and other business terms among D.A. Davidson and its Affiliates, and how D.A. Davidson addresses those conflicts, is included in the Other Financial Industry Activities and Affiliations section above. OTHER COMPENSATION Cash Management Program. When D.A. Davidson or its affiliate acts as custodian for assets in an account participating in any of the Programs, the Firm utilizes the D.A. Davidson Cash Management Program. Please review the Cash Management Program Disclosure Statement available on the D.A. Davidson website at dadavidson.com/Disclosures for more information about how the Cash Management Program works, including limitations, restrictions, how changes are implemented and additional discussion of conflicts of interest. Client’s may also request a copy of the disclosure document by contacting their Financial Advisor. Conflicts of Interest for use of the Cash Management Program in advisory accounts. With regard to client’s Program account, D.A. Davidson (and its affiliates) receives significant compensation and benefits from client use of our Bank Insured Deposit Program (“BIDP”). Clients should understand that we charge an asset-based Total Annual Fee on the entire account balance within a Program, including on the cash in the BIDP. The portion of interest revenue we keep from the Program Banks is an additional fee D.A. Davidson receives on top of the Total Annual Fee. This means that 40  we and/or our affiliates earn two levels of fees on the same cash balances in clients’ account. If we did not receive such additional compensation, the Total Annual Fee would generally be higher. For these reasons, D.A. Davidson has an incentive to utilize BIDP as the sweep option, and to encourage clients to use the BIDP, as it increases total revenue to our Firm, and usually increases our Firm’s revenue significantly more than other sweep programs. Likewise, D.A. Davidson has an incentive to maintain more cash in Program accounts, since doing so causes us to receive additional fees on top of the Total Annual Fee. However, Financial Advisors do not receive any portion of this compensation related to our cash sweep program and the cash sweep program option must be selected by the client on a fully disclosed basis. In addition, for portfolios where D.A. Davidson or its Financial Advisors act as an investment manager (i.e., the MFP, Paragon, Paragon CWAM, Choice, and D.A. Davidson Investment Management & Research portfolios under SAM Manager), no more than 5% of the account is permitted to be held in cash for more than 90 consecutive days. Given the conflicts discussed above, each client should consider the importance of BIDP to us when evaluating our total fees and compensation and deciding whether to enroll in the BIDP. For more information, clients should contact their D.A. Davidson Financial Advisor. Clients can terminate their participation in the Cash Management Program at any time by contacting their D.A. Davidson Financial Advisor. Revenue Sharing Arrangements. Some issuers and sponsors of investments recommended by D.A. Davidson share a portion of their revenue with us. These payments, sometimes called “revenue sharing” payments, are usually based on the total amount of sales we make of their investments or the total amount of client assets invested with them. However, for advisory accounts, there are account type and program exceptions. This may create a financial incentive for our Firm to feature and promote investments on our platform whose issuers or sponsors provide revenue-sharing arrangements, particularly those that offer higher levels of compensation. D.A. Davidson does not share these payments with our Financial Advisors, to reduce any financial incentive they might have to recommend revenue-sharing investments over others. A list of the investment product issuers and sponsors who provide D.A. Davidson with revenue sharing payments is included in the Exhibit of D.A. Davidson’s Regulation Best Interest Disclosures and is available upon request. Recordkeeping/Shareholder Servicing Fees. For some investment products, such as mutual funds and advisory variable annuities, D.A. Davidson receives ongoing fees for recordkeeping and other shareholder or administrative services. For example, D.A. Davidson receive fees in connection with mutual fund investments for sub-accounting and sub-transfer agent services in respect of our clients (but does not retain those fees for qualified advisory accounts). The Firm receives these fees for tracking fund ownership among our client accounts, distributing prospectuses, processing transactions on an omnibus basis and similar services. These fees create an incentive for D.A. Davidson to make available on our platform, and encourage the purchase of, investments who pay the Firm for such services, and pay the Firm more than others pay. As a percentage of client assets held in investment products for which D.A. Davidson receives these types of fees, the total such fees the Firm would receive in most years is 0.05-0.07%. Because D.A. Davidson generally provides these types of services on an omnibus (across-the-board) basis, the fee rates the Firm receives typically do not vary materially within categories of products (for example, from one mutual fund to another mutual fund). D.A. Davidson does not share these recordkeeping or other shareholder service fees with our Financial Advisors. Education and Marketing Support. Some investment product sponsors contribute to or reimburse D.A. Davidson for the cost of educational and marketing events. Invitations to educations events could include payment for costs associated with the event, including travel and lodging, for our Financial Advisors. Marketing events include client and/or employee events where some or all of the costs are covered by a product sponsor. Some of these events, which are hosted by D.A. Davidson, are offered in multiple tiers – this means that product sponsors pay different amounts and as a result receive differing levels of benefits. For example, these different benefits might include having their speaker at a main session versus a breakout session, a more prominent display in the materials used in connection with the event, etc. These payments provide an incentive for D.A. Davidson and our Financial Advisors to recommend investment products whose sponsors provide these additional support payments to us, and those who make higher support payments, than others. D.A. Davidson imposes an internal review and approval process to ensure that these payments are not unreasonable (or otherwise inappropriate) under the circumstances. Additionally, we do not permit payments for educational and marketing events to be made directly to our Financial Advisors. A list of the investment product sponsors who provide our Firm with payments and reimbursements in support of our education and marketing efforts is included in the Exhibit to the Regulation Best Interest Disclosures and is available upon request. Gifts from Sponsors. D.A. Davidson Financial Advisors sometimes receive additional non-cash compensation from investment product sponsors, including such items as gifts valued at less than $100 annually or an occasional dinner or ticket to a sporting or entertainment event. These gifts provide an incentive for our Financial Advisors to recommend investment products whose sponsors provide these forms of compensation. To mitigate these incentives, our Firm imposes an internal review and approval process for gifts received by our Financial Advisors. 41  Production/Compensation Grid. The single most important factor affecting a D.A. Davidson Financial Advisor’s cash compensation is the total amount of revenues they generate for the Firm, which is sometimes referred to as “production.” Specifically, the primary cash compensation paid to Financial Advisors (which is determined and paid monthly) is a percentage share of production, generally between 25% and 51%. For each Financial Advisor, the exact percentage received for a given month is determined primarily according to production over the previous six (6) month period and industry tenure with our Firm, as set forth in our base compensation grid. D.A. Davidson’s base compensation grid has thresholds or bands that enable the Financial Advisor to increase compensation through an incremental increase in production. Financial Advisors are incentivized to maximize their ongoing production. The higher their production over the previous six (6) month period, the greater the potential share they can earn for the current month. Stated simply, increasing production can lead to a larger percentage of a larger overall payout. This structure creates an incentive for Financial Advisors to recommend advisory programs—particularly those that generate higher revenues—because doing so can increase production-eligible revenue over time. D.A. Davidson has policies and procedures designed to help ensure the Firm and its Financial Advisors meet fiduciary obligations. Under our compensation grid, the percentage of production a Financial Advisor receives as cash compensation is determined monthly using a 6-month lookback period and includes several incremental rate steps. These features help manage the incremental compensation increases Financial Advisors can achieve for discrete sales, or for sales over a short period. Also, certain revenues we receive as a Firm do not count toward the Financial Advisor’s production, such as margin interest and other fees described in Item 4 above under Other Fees and Expenses, payments from third-party banks that participate in our cash management program, recordkeeping, sub-accounting and other administrative service fees from mutual funds, and certain revenue sharing payments. Other Bonuses and Awards. Financial Advisors can earn deferred performance awards of up to 5.5% of annual production, which are payable in cash or stock of D.A. Davidson’s parent company and are subject to five-year cliff vesting. Financial Advisors with over seven (7) years’ tenure with the Firm can also earn additional loyalty bonuses of up to 4.5% of annual production. These awards and bonuses are based largely on each Financial Advisor’s tenure with our Firm and production as of the end of a performance measurement period (typically September 30, the end of D.A. Davidson’s fiscal year). Typically, each Financial Advisor is eligible to receive bonuses and awards with respect to any single year that totals up to 10% of production. Based on production and other factors, Financial Advisors can also earn awards in the form of non-cash compensation (i.e., rewards trips), larger expense allowances (up to 1.5% of production) and additional “concierge” support services. Upon qualified retirement, Financial Advisors can receive compensation through the sharing of gross production generated from their transitioned book of business, generally over the course of four (4) years after the end of their employment. In addition, Financial Advisors can receive a gross production premium of 5.0% to 12.5%, depending on firm tenure, reoccurring revenue mix, and productivity. The conflicts created by these other bonuses and awards are particularly acute toward the end of a performance measurement period (typically September 30, the end of D.A. Davidson’s fiscal year). To mitigate this conflict, the Firm conducts specific surveillance of Financial Advisor activity levels during this period. Additionally, to earn certain bonuses and awards, Financial Advisors must be in good standing with the Firm’s policies and procedures. Team Formation. The Firm supports a team formation process with minimum production requirements that permit a Financial Advisor to earn compensation based on both their own production and that of their teammates. This creates the same conflicts of interest identified under Production/Compensation Grids and Other Bonuses and Awards. Recruitment Incentives. When some Financial Advisors join D.A. Davidson from another firm we grant them expense allowances and forgivable loans that can be repaid through bonus payments earned by remaining with our Firm over a set period (typically nine (9) years). In many cases, new Financial Advisors receive a fixed compensation grid for their first year, which may be higher than the standard grid. Additionally, some new Financial Advisors may be offered one of the following incentives: (i) an increased compensation grid on future advisory fees and commissions if certain production goals are met; (ii) additional forgivable loans if certain production goals are met; or (iii) additional forgivable loans if certain asset gathering goals are met. These incentives encourage new Financial Advisors to recommend that clients move additional assets to our Firm and, for (i) and (ii) above, to recommend advisory Programs generally and Programs that generate higher revenues. These additional forms of compensation are typically earned over several years and tied to performance over consecutive twelve (12) month periods, which helps reduce the incentive to achieve larger sales volumes over shorter periods. Clients who have an existing relationship with a Financial Advisor who joins our Firm will receive an educational 42  document explaining potential conflicts of interest related to transferring their account to our Firm. Also, while new Financial Advisors may receive expense allowances (as described above under “Other Bonuses and Awards”), they typically are not eligible for deferred performance awards or loyalty bonuses until they have reached four (4) or seven (7) years’ tenure, respectively. Certain Manager Incentives. The compensation of Branch Office Managers (“BOMs”) is tied to the overall production of the branch(es) they manage, which incentivizes them to focus on growing production more than on their supervisory responsibilities. Our Firm has other management and supervisory personnel who participate in the supervision and oversight of our branches, regions, and Firm generally, who are not compensated based on production levels. However, the BOMs have ultimate supervisory and oversight responsibility for their branches. Mutual Fund 12b-1 Fees. As noted above in the Additional Fee Information section of this Brochure, certain mutual fund share classes pay D.A. Davidson a 12b-1 Fee, which is an annual marketing and distribution fee. Purchases of mutual funds that pay a 12b-1 Fee are prohibited in advisory accounts. D.A. Davidson will also pass on and rebate to the client participating in a Program any 12b-1 Fee received by the Firm in connection with mutual fund shares held in that client’s account. Additionally, D.A. Davidson uses commercially reasonable efforts to convert any existing Program account mutual fund holdings in a 12b-1 Fee-paying share class to shares of a class that does not pay a 12b-1 Fee, when consistent with the client’s investment objectives, asset allocation, and other circumstances. FINANCIAL INFORMATION D.A. Davidson is required to disclose any financial condition that is reasonably likely to impair the Firm’s ability to meet its contractual obligations. D.A. Davidson has no such financial circumstance to report. Under no circumstances does D.A. Davidson require or solicit payment of fees in excess of $1,200 more than six months in advance of services rendered. 43 

Part 2A of Form ADV Firm Brochure D.A. Davidson & Co. 8 Third Street North Great Falls, MT 59401 800-332-5915 dadavidson.com December 19, 2025 This Firm brochure provides information about the qualifications and business practices of D.A. Davidson & Co. If clients have any questions about the contents of this brochure, please contact us at 406-727-4200 or 800-332-5915. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Registration as an investment adviser with the SEC does not imply a certain level of skill or training. Additional information about D.A. Davidson & Co. is available on the SEC’s website at adviserinfo.sec.gov.  Item 2 Material Changes A summary of the material changes made to the D.A. Davidson & Co. (“D.A. Davidson”) ADV Part 2A Firm Brochure (the “Brochure”) will be published in a separate document that will be distributed to clients who received the previous version of the Brochure and continue to receive the advisory services described in this brochure. 1  Item 3 Table of Contents Item 2 Material Changes ................................................................................................................................... 1 Item 3 Table of Contents ................................................................................................................................... 2 Item 4 Advisory Business ................................................................................................................................. 3 SCOPE OF SERVICES AND APPLICABLE STANDARDS OF CARE ............................................................... 3 DESCRIPTION OF SERVICES ........................................................................................................................... 5 Retirement Plan Services ................................................................................................................................ 5 Financial Planning Services ............................................................................................................................ 6 Davidson Private Wealth Services .................................................................................................................. 7 Assets Under Management ................................................................................................................................. 8 Retirement Plan Services ................................................................................................................................ 8 Financial Planning Services ............................................................................................................................ 8 Item 6 Performance-Based Fees and Side-By-Side Management ................................................................ 9 Item 7 Types of Clients ..................................................................................................................................... 9 Retirement Plan Services ................................................................................................................................ 9 Financial Planning Services ............................................................................................................................ 9 Davidson Private Wealth Services .................................................................................................................. 9 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss ........................................................ 9 RETIREMENT PLAN SERVICES ........................................................................................................................ 9 Methods of Analysis......................................................................................................................................... 9 Material Risks ................................................................................................................................................ 10 FINANCIAL PLANNING SERVICES AND DAVIDSON PRIVATE WEALTH SERVICES ................................. 11 Methods of Analysis....................................................................................................................................... 11 Material Risks ................................................................................................................................................ 12 Item 9 Disciplinary Information ...................................................................................................................... 12 Item 10 Other Financial Industry Activities and Affiliations ........................................................................ 13 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ............. 14 Code of Ethics and Personal Trading ............................................................................................................ 14 Item 12 Brokerage Practices ........................................................................................................................... 15 Retirement Plan Services .................................................................................................................................. 15 Financial Planning Services and Davidson Private Wealth ............................................................................... 15 Item 13 Review of Accounts ............................................................................................................................ 15 Item 14 Client Referrals and Other Compensation ....................................................................................... 15 Item 15 Custody ................................................................................................................................................ 18 Item 16 Investment Discretion ......................................................................................................................... 18 Item 17 Voting Client Securities ...................................................................................................................... 18 Item 18 Financial Information .......................................................................................................................... 18 2  Item 4 Advisory Business D.A. Davidson & Co. ("D.A. Davidson", the “Firm”, or “we”), established in 1935, is a dually registered investment adviser and broker-dealer with its principal place of business located in Great Falls, Montana. The firm is a wholly owned subsidiary of D.A. Davidson Companies, a financial services holding company. D.A. Davidson offers the following investment advisory services: • Wrap Fee Programs where we act as a portfolio manager and/or sponsors of several wrap fee programs and services. Details are available in D.A. Davidson’s Form ADV 2A Wrap Fee Program Brochure. • Equity Research Services where we offer equities-based research reports and other research-related communications to institutional clients. Details are available in D.A. Davidson’s Form ADV 2A Equity Research Services Brochure. The Wrap Fee Program Brochure or Equity Research Services Brochure are available upon request from your Financial Advisor or online at dadavidson.com/Disclosures. • Retirement Plan Services where we provide advice services to plan sponsors and participants, which are described further in this ADV 2A Firm Brochure (this “Brochure”). • Financial Planning Services where we provide financial plans both for a fee and for no additional cost, which are described further in this Brochure. • Davidson Private Wealth Services, where we provide financial plans and other related services for no additional cost to clients with more than $20 million in stated net worth, which are described further in this Brochure. The information contained in this Brochure concerns the fees, conflicts of interest and other information clients should consider about Financial Planning Services, Retirement Plan Services, and Davidson Private Wealth Services. It is current as of the cover date and is subject to change at D.A. Davidson’s discretion. Clients should retain this Brochure for their records. Clients are encouraged to carefully consider the differences between brokerage and investment advisory services including D.A. Davidson’s obligations, costs, and the clients need for the services provided. For additional information, please review the Firm’s Client Relationship Summary (“Form CRS”), which provides information about the differences between brokerage accounts and advisory accounts. Generally, the Firm and its Financial Advisors have an incentive to recommend investment advisory accounts over brokerage accounts because the Firm and its Financial Advisor receive higher fees for advisory accounts than brokerage accounts. Financial Advisors consider a number of factors when recommending an account type, or change in account type, including, but not limited to, the client’s Investment Profile (as defined below); whether client is tax-sensitive and needs professional tax-management solutions; client’s investment experience and/or engagement level (i.e., desire and availability to be involved and informed on investment decisions); and client’s anticipated frequency of trading. This is intended to help ensure that the Firm’s account type recommendations are reasonably expected to be cost-effective choices in light of client investment needs. Additionally, the Firm does not impose requirements on how many accounts a financial professional must have that are brokerage accounts or advisory accounts, nor incentivize the decision through its compensation. SCOPE OF SERVICES AND APPLICABLE STANDARDS OF CARE Advisers Act Fiduciary Duty. As a registered investment adviser, D.A. Davidson is subject to a fiduciary duty under the Investment Advisers Act of 1940 (the “Advisers Act”), which includes both a duty of care and a duty of loyalty (referred to in this Brochure as the “Advisers Act Fiduciary Duty”). This means D.A. Davidson and D.A. Davidson’s registered investment advisor representatives (each, a “Financial Advisor,” and collectively, “Financial Advisors”) are required to act in the client’s best interest when providing advisory services, including those described in this Brochure. The duty of care requires, among other things, D.A. Davidson and its Financial Advisors to seek best execution and to provide advice that is in the client’s best interest based on the client’s investment objectives, risk level, investment time horizon, financial information, and other circumstances (collectively, client’s “Investment Profile”) or mandate. The duty of loyalty requires D.A. Davidson to provide full and fair disclosure of, and obtain client’s consent to, conflicts of interest. The duties also require D.A. Davidson to monitor accounts when providing certain advisory services based on the terms of the agreement for that service between D.A. Davidson and a client. Special Rules for Retirement Accounts. For retirement and other qualified accounts, including employer- sponsored plans (“plans”), individual retirement accounts (“IRAs”), SEP IRAs, SIMPLE IRAs, Keogh plans, 3  Coverdell educational savings accounts, and other similar accounts (collectively, “retirement accounts”) D.A. Davidson is a “fiduciary” under Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and/or the Internal Revenue Code (the “Code”), when providing investment advice or managing a client’s account. ERISA and the Code limit the types of products and services D.A. Davidson can offer and provide with respect to retirement accounts. When making recommendations that clients open, roll over or transfer retirement account assets to an advisory account or change account types, the Firm relies on Prohibited Transaction Exemption (“PTE”) 2020-02, which allows D.A. Davidson, its Financial Advisors and affiliates to earn variable compensation for such recommendations subject to certain conditions. PTE 2020-02 requires D.A. Davidson to act in client’s best interest and not put their interest ahead of clients’ interests when providing these recommendations (“fiduciary acknowledgement”). Under PTE 2020-02, D.A. Davidson and its Financial Advisors must also: • Meet a professional standard of care (give prudent advice); • Not put the Firm’s financial interests ahead of client’s (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that the Firm and its Financial Advisors give advice that is in client’s best interest; • Charge no more than is reasonable for the Firm’s services; and • Give the client basic information about conflicts of interest. This fiduciary acknowledgment does not create or modify a contractual obligation, or fiduciary status or obligations under state law. This fiduciary acknowledgement does not apply to federal, state, local, non-US or other types of workplace employee benefit plans that are subject to laws other than ERISA or Section 4975 of the Code. The above acknowledgement applies solely with respect to the following recommendations (“Covered Recommendations”), as may be applicable: • Roll Out Recommendations. From time to time, the Firm in coordination with client’s Financial Advisor and a centralized review team will provide a written recommendation that client roll out assets from a plan to an IRA. • Account Type Recommendations at the Firm. From time to time, the Firm and the client’s Financial Advisor will recommend that a client open a brokerage or advisory retirement account transfer money between brokerage and advisory retirement accounts, or transfer money from one wrap fee program or portfolio to another within an advisory retirement account. Under the Firm’s wrap fee programs, the Financial Advisor may recommend a client engage the services of an investment manager for their advisory retirement account, which may include one of D.A. Davidson’s affiliates. The above acknowledgement does not apply to other suggestions, recommendations, and services the Firm and its Financial Advisors provide and that are governed exclusively by the terms of clients’ other agreements with, and disclosures from, the Firm, as may be applicable. D.A. Davidson refers to these as “Excluded Recommendations and Transactions.” Excluded Recommendations and Transactions refer to communications that are not reasonably intended to be viewed or construed as an individualized/personalized suggestion for a client to take a particular course of action with respect to their retirement accounts (“General Information and Education”) or that are otherwise not to be treated as Covered Recommendations under this disclosure, including, but not limited to: • General Information and Education about the financial markets, asset allocations, financial planning illustrations and the advantages and risks of particular investments; • General Information and Education materials about issues and alternatives that should be considered when deciding whether to roll out or transfer retirement account assets to the Firm; • General Information and Education about rollovers from a 529 account to a Roth IRA; • Transfers of retirement account assets held at a financial service company other than the Firm (including directly with an investment product sponsor); • Recommendations about investments in accounts that are not retirement accounts (i.e., taxable accounts) that clients maintain with D.A. Davidson or accounts held at other financial institutions; • Transactions clients enter into without a recommendation from D.A. Davidson or its financial professionals, or that are contrary to, or inconsistent with, their recommendation; 4  • Ongoing recommendations of securities or other transactions or discretionary investment advice through a wrap fee program (other than Account Type Recommendations), except as otherwise agreed to in writing in such wrap fee program’s applicable agreements or disclosures; • Recommendations or investment advice that the Firm provides to clients with respect to an account that they have at the Firm, which clients choose to implement in another account or at another financial services company; and • Recommendations that are not fiduciary “investment advice” as defined in Department of Labor regulation section 2510.3-21 (i.e., investment advice for a fee or other compensation rendered on a regular basis pursuant to a mutual understanding that such advice will serve as a primary basis for client’s investment decision, and that will be individualized to the particular needs of client’s retirement account) The Best Interest Standard and Reasonable Compensation. The best interest standard under both the Advisers Act Fiduciary Duty and PTE 2020-02 does not require that D.A. Davidson guarantee the performance of any investment or that client’s investment objectives will be achieved. In addition, D.A. Davidson and its Financial Advisors may provide recommendations and take actions in connection with the accounts of other clients that may differ from the recommendations and services provided to client. There may be times when D.A. Davidson is legally prohibited from making a recommendation that may be otherwise considered to be in client’s best interest, such as due to insider trading restrictions. Client understands any recommendations D.A. Davidson, or its Financial Advisors make will reflect the information client provides to the Firm about their Investment Profile and D.A. Davidson will not be responsible for any information client omits or fails to provide, including changes thereto. D.A. Davidson and its financial professional’s recommendations and advice will also reflect any reasonable limitations client imposes, including through applicable investment restrictions and guidelines. Clients are responsible for notifying D.A. Davidson and their Financial Advisors if their investment objectives, risk tolerance or financial circumstances change. D.A. Davidson and its Financial Advisors will not be responsible for clients’ decision to invest or transfer their retirement account assets in a manner that is different from, or inconsistent with, D.A. Davidson’s recommendations or other advice and guidance, and clients assume the risk of such decision, nor will D.A. Davidson or its Financial Advisors be responsible for clients’ delay in implementing a recommendation. Reasonable compensation under the retirement laws has generally been determined based on the compensation paid or received in an arm’s-length transaction considering the nature and extent of all services (including products, features and benefits) provided. This standard does not require D.A. Davidson to offer its services at the lowest cost, or for the least compensation, in the marketplace, nor that it offer its services to clients at the same or lower cost or compensation levels than it offers them to other clients, including similarly situated clients. Certain clients may have negotiated lower fees and compensation for their advisory services than others. By entering into an agreement with D.A. Davidson, clients agree that they believe the fees and other compensation payable for the Firm’s services are reasonable in light of the totality of the services provided. If clients decide not to use all or some of the services made available, clients agree the Firm has no obligation or responsibility to reduce or lower its fees and compensation during the period those services are available. If clients want to change the services the Firm makes available to them or has any concerns regarding the level of fees their retirement account pays or D.A. Davidson’s compensation, client should contact their Financial Advisor immediately. DESCRIPTION OF SERVICES Retirement Plan Services ERISA 3(21) and 3(38) Services to Plans. D.A. Davidson’s Financial Advisors provide services to employer sponsored retirement plans that can be held at a separate recordkeeper or Plan platform provider or, in limited circumstances, with D.A. Davidson. Retirement Plan Services are subject to the Employee Retirement Income Security Act (“ERISA”), (“ERISA covered plans” or “Plans”) and can include all or a subset of the following depending on the agreement between D.A. Davidson and the Plan sponsor or trustee (the “Plan Fiduciary”) or Adopting Employer: • Assist with preparing and monitoring investment policy statements (“IPS”) for compliance with ERISA requirements; • Assist with establishing procedures and preparing documentation for Plan operations; • Recommend plan investments, including a Qualified Default Investment Alternative (“QDIA”), in accordance with the Plan’s IPS, or investment mandate; • Conduct plan meetings to review the Plan; • Review quarterly/annual fund management and performance versus benchmarks; • Provide non-discretionary recommendations to participants about their Plan investments; • Provide education and/or non-discretionary advice to Plan participants; • Conduct Plan expense and comparative analysis to industry averages; and • Assist with vendor search including requests for proposal (“RFP”). 5  Services are typically provided pursuant to ERISA Rule 3(21) or from time to time pursuant to ERISA Rule 3(38) and are typically memorialized in a written agreement with the Plan Fiduciary. Investment recommendations made to the Plan Fiduciary are based on the investment options available with the recordkeeper or Plan platform provider and can include varying investments, such as stocks, bonds, open end mutual funds, exchange traded funds, and collective investment trusts. The Plan Fiduciary may also impose reasonable restrictions on certain types of investments or limit the number of investments available to Plan participants. As an ERISA 3(21) Investment Advisor, D.A. Davidson is a co-fiduciary to the Plan and provides non-discretionary investment recommendations to the Plan Fiduciary. The Plan Fiduciary, however, retains final decision-making authority for the investments and may accept or reject D.A. Davidson’s investment recommendations. As an ERISA 3(38) investment adviser, D.A. Davidson can provide all or a subset of these services (in addition to the services listed above): • Discretionary selection, removal, or replacement of investment alternatives in accordance with the Plan’s IPS; • Selection of a Plan’s QDIA; • On a limited basis, discretionary management of risk-based model portfolios. When providing 3(38) services, D.A. Davidson has discretionary authority and is responsible for the selection, monitoring and replacement of investment options. In this case, D.A. Davidson is authorized to implement and effect investment advice without the Plan Fiduciary’s prior authorization. When an ERISA 3(38) investment adviser is appointed, the Plan Fiduciary is relieved of its fiduciary responsibility for the investment decisions but retains the duty to monitor the ERISA 3(38) activities to assure D.A. Davidson is properly performing the agreed upon tasks using the agreed upon criteria. Self-Directed Brokerage and Advisory Accounts for Plan Participants. Brokerage and advisory accounts are offered to Plan participants that wish to add a brokerage or investment advisory option for their Plan accounts (when permitted by their Plan’s rules). Such accounts are provided to Plan participants in the same manner as other brokerage or advisory accounts at D.A. Davidson, pursuant to either D.A. Davidson’s Brokerage Agreement and D.A. Davidson’s Regulation Best Interest Disclosures for brokerage accounts or D.A. Davidson’s Single Advisory Agreement and this Brochure for advisory accounts, respectively. Financial Planning Services D.A. Davidson offers customized Financial Planning Services (specifically, the On Course Report and the Holistiplan Report described below) that are designed to help clients or prospective clients assess their financial situation and pursue their objectives. Financial Planning Services are meant to be a collaborative experience tailored to each client’s personal goals and customized to the complexity of their financial circumstances. The Financial Planning Services may be comprised of a modular plan, addressing targeted financial areas, or a comprehensive plan, based on the scope and complexity of the client’s planning needs. When D.A. Davidson clients with brokerage accounts (“brokerage clients”), investment advisory accounts (“advisory clients”) or prospective clients engage D.A. Davidson for Financial Planning Services at no additional cost, they enter into a verbal agreement to engage in the financial planning process, which terminates with the delivery of the financial plan or 90 days after the start of the financial planning relationship, whichever is earlier. These clients may also request and engage in a subsequent plan review or update, which is considered a new Financial Planning Services engagement subject to a new process and timeline. When brokerage clients, advisory clients or prospective clients engage D.A. Davidson for Financial Planning Services for a fee, they enter into a written service agreement (the “Agreement”), which outlines the services client will receive, the duration of the engagement (typically one year), and the applicable fees. On or about February 27, 2026, all brokerage clients and prospective clients, whether they engage D.A. Davidson for Financial Planning Services for a fee or at no additional cost, will enter into the Agreement, which will operate as described above. Brokerage clients may also request and engage in a subsequent plan review or update, and if such updates occur at least a year after the initial engagement, such reviews or updates will be considered a new Financial Planning Services engagement subject to a new process and timeline. Financial Planning Services will be available to all advisory clients at no additional cost and subject to the Single Advisory Agreement entered into by all advisory clients. As described in the D.A. Davidson Form ADV 2A Wrap Fee Program Brochure, available at dadavidson.com/Disclosure, and delivered to advisory clients upon enrollment in an advisory account, Financial Planning Services are separate and apart from the services provided with advisory clients’ accounts, are not monitored, and are not part of the asset-based fee advisory clients pay for advisory accounts. Advisory clients will not receive a subsequent plan review or update unless requested and deemed appropriate by their Financial Advisor. 6  The Financial Planning Services engagement will start with a discovery interview between clients or prospective clients and their Financial Advisor, where they will be asked to provide certain information and supporting documentation about their financial situation. The details requested will vary based on the complexity of the plan. The Financial Advisor will review the information provided by the client and prepare an analysis that, depending on the specific needs and circumstances of the client, and whether they have selected a modular or comprehensive plan, may integrate multiple financial planning topics. After this evaluation, clients will receive a financial plan (“On Course Report”), which will be created based upon the needs and requests of the client. The financial plan generally includes one or more of the following areas: Current Plan (a summary of current assets and their assignment to specific goals), Net Worth, Investment Profile, Asset Allocation Results, What If Comparison (a summary comparison of the Current Plan to an Alternative Plan), Plan Summary, Life Insurance Needs Analysis, Disability Needs Analysis, and Long Term Care Needs Analysis. The financial plan will then set forth recommendations intended to assist the client in reaching their financial goals, needs, and objectives as understood by D.A. Davidson during the particular point in time when it is prepared. Any recommendations made are general in nature and do not include any specific investments or insurance products. Clients can request as an additional Financial Planning Service a specific tax planning analysis (“Holistiplan Report”), which is based primarily upon client’s most recent tax return. This service is provided at no additional cost to the client. The analysis offers planning considerations and observations to the client based on their tax return information. Tax analysis should not be considered tax or legal advice, and clients are urged to consult their tax and legal professionals about the consequences of taking action on any of the considerations and observations. Davidson Private Wealth Services D.A. Davidson offers customized Davidson Private Wealth Services to D.A. Davidson brokerage clients, advisory clients or prospective clients with more than $20 million in stated net worth. These services are designed to help clients assess their financial situation and pursue their objective utilizing a collaborative experience tailored to each client’s personal goals and customized to the complexity of their financial circumstances. When clients engage D.A. Davidson for Davidson Private Wealth Services, the client enters into a written service agreement outlining the services client will receive, the ongoing nature of the engagement, and the scope and complexity of client’s planning needs (the “Engagement Letter”). Clients who engage D.A. Davidson for Davidson Private Wealth Services will start by engaging in a discovery interview with a member of the Wealth Planning Group (the “Planning Provider”), where they provide certain information about their financial situation, and supporting documentation. The Planning Provider will review the information provided by the client and prepare an analysis that, depending on the specific needs and circumstances of the client, may integrate multiple financial planning topics. After this evaluation, clients will typically receive a comprehensive financial plan designed for clients receiving Davidson Private Wealth Services (the “Wealth Plan”). The Wealth Plan will set forth recommendations intended to assist the client in reaching their financial goals, needs, and objectives as understood by D.A. Davidson during the particular point in time when it is prepared. Any recommendations made are general in nature and do not include any specific investments or insurance products. Estate and Tax analysis should not be considered tax or legal advice and clients are urged to consult their tax and legal professionals about the consequences of any specific strategy. D.A. Davidson may also provide referrals to lawyers, CPAs, or other providers. These referrals are ancillary to Davidson Private Wealth Services and are not a fiduciary service. The providers are minimally vetted based on certain pre-determined criteria. The Firm does not receive direct or indirect compensation as part of the referral. Scope and Limitations of Financial Planning Services and Davidson Private Wealth Services Financial Planning Services and Davidson Private Wealth Services do not include implementation of the financial plan, or initial or ongoing advice regarding specific securities or other investments or insurance products. Clients are not required to establish accounts at D.A. Davidson, purchase products that D.A. Davidson distributes, or otherwise transact business through D.A. Davidson or any of our affiliates in order to put into action any aspect of the financial plan. If client decides to separately engage D.A. Davidson for securities or investment products and services, the capacity in which D.A. Davidson is acting when helping client implement an investment strategy will depend on, and vary by, the nature of client’s account (i.e. brokerage or advisory) used for such implementation and is not impacted by the Financial Planning Services or Davidson Private Wealth Services provided. D.A. Davidson’s Financial Advisors, Planning Providers and its associates are not legal or tax experts and will not provide any legal or tax advice to a client as part of the Financial Planning Services or Davidson Private Wealth Services. While Financial Planning Services may include legal or tax information and/or analysis, such information 7  is not deemed to be legal or tax advice and should not be relied upon as such. Clients are urged to consult with their personal legal and accounting professionals before taking any action that may have legal or tax consequences. Assets Under Management As of September 30, 2025, D.A. Davidson has approximately $41,839,300,000 in regulatory assets under management for its wrap fee programs, approximately $38,297,500,000 of which was managed on a discretionary basis and $3,541,800,000 of which is managed on a non-discretionary basis. Further information concerning D.A. Davidson’s wrap fee programs is included in the Firm’s Wrap Fee Program Brochure and is available upon request. Item 5 Fees and Compensation Retirement Plan Services ERISA 3(21) and 3(38) Services to Plans. The fees for 3(21) and 3(38) services to Plans are negotiable, depending on the operational, investment-related and educational services selected by the Plan Fiduciary and are either equal to a percentage of the Plan assets or offered for a flat rate. Depending on the terms in the service agreement with the Plan Fiduciary, fees are billed on a monthly, quarterly or annual schedule, in advance or arrears. Fees are generally remitted by the recordkeeper out of Plan assets, although a Plan Fiduciary may elect for D.A. Davidson to invoice the employer directly. Fees for Plan services that commence or end during the middle of a billing period, and are calculated by D.A. Davidson, are prorated based on the number of days the Plan is serviced during the quarter. In instances where the recordkeeper is the custodian for plan assets, the recordkeeper calculates the fees and is responsible for prorating the fees in accordance with their terms of service. All fees paid to D.A. Davidson for the 3(21) and 3(38) services are separate and distinct from the transaction fees and other expenses charged by broker-dealers, custodians, investment companies, record-keepers, and other third-party vendors for products and services selected by the Plan Fiduciary. D.A. Davidson and its Financial Advisors primarily recommend investments and share classes (if applicable) designed for ERISA covered plans. Investments can include sales charges, management fees, and a 12b-1 fee or other marketing expenses. D.A. Davidson does not typically receive any of this additional compensation from the investment company or any other third party. For more information about different types of investments and their fees, please see D.A. Davidson’s Regulation Best Interest Disclosures. Any education or advice provided to the Plan participants under the 3(21) or 3(38) services to the Plan are provided at no additional cost to the Plan participants. Self-Directed Brokerage and Advisory Accounts for Plan Participants. As previously noted, D.A. Davidson can provide brokerage or advisory accounts to Plan participants that wish to add a brokerage or investment advisory option for their Plan accounts (when permitted by their Plan’s rules) either through a broker-dealer or wrap fee program agreement. The fees, expenses, and related conflicts of interest for brokerage and advisory accounts are further described in D.A. Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Brochure, respectively, which clients receive upon opening of these accounts. Financial Planning Services As described under Item 4 above, Financial Planning Services can be provided at no additional cost to D.A. Davidson clients and on or about February 27, 2026, Financial Planning Services are available to all advisory clients. If a fee is assessed for Financial Planning Services, such fee will be determined by a client’s Financial Advisor based on local market considerations and the complexity of the financial planning needs involved. Fees for Financial Planning Services are negotiable and generally range from $1,500 to $15,000 or more depending on the nature of the services and complexity of the client’s circumstances. The fees charged for Financial Planning Services are paid to D.A. Davidson, a portion of which is paid to the Financial Advisor providing the services. Financial professionals who do not meet licensing, tenure, or other requirements set forth in the fee for planning policy may still charge a fee for a financial plan prepared by D.A. Davidson’s Wealth Planning Group or another D.A. Davidson Financial Advisor with the necessary credentials and receive a portion of such fee in the form of a revenue sharing arrangement, depending on the Financial Advisor’s seniority and involvement in the planning process. All fees are agreed upon in writing and will be due upon entering into the Agreement. In certain circumstances, 50% of the fee will be payable upon entering into the Agreement with the remainder due upon completion of the agreed upon services and delivery of the financial plan. D.A. Davidson may waive and/or refund part or all fees for Financial Planning Services in its sole discretion. However, in the event the client cancels the services prior to 8  the completion of the plan, any portion of the fee paid in advance is not reimbursable. Davidson Private Wealth Services Davidson Private Wealth Services are available to clients with a stated net worth of $20 million at no additional cost. If clients decide to separately open accounts with D.A. Davidson, such accounts generate brokerage and advisory fees. Please see D.A. Davidson’s Form CRS for a description of our services overall, D.A. Davidson’s Wrap Fee Program Brochure for details about our advisory services, fees and conflicts of interest and Regulation Best Interest Disclosures for details about our brokerage services, fees, and conflicts of interest. Item 6 Performance-Based Fees and Side-By-Side Management D.A. Davidson does not charge performance-based fees (i.e., fees based on a share of capital gains or capital appreciation of the client's account assets) in any of the Wrap Fee Programs, Retirement Plan Services, Financial Planning Services, or Davidson Private Wealth Services. Item 7 Types of Clients Retirement Plan Services D.A. Davidson provides 3(21) and 3(38) Retirement Plan Services to ERISA and non-ERISA employer sponsored plans and their employees. ERISA and non-ERISA covered plans generally include defined benefit plans, such as employee pension plans, and defined contribution plans, such as 401(k), 403(b), profit sharing, and employee stock ownership plans, Keogh or non-qualified deferred compensation plans. Education and non-discretionary advice is also offered to individual Plan participants. There are no minimum asset requirements for Retirement Plan Services. Also, D.A. Davidson provides self-directed brokerage and advisory accounts to Plan participants. There may be minimum account size requirements based on the type of account chosen. See D.A Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Brochure, respectively, for information regarding the minimums and fees for these accounts. Financial Planning Services D.A. Davidson offers Financial Planning Services to current or prospective clients, including individuals, high net worth clients, trusts and estates, business owners, and corporate executives. There is no minimum account size, dollar value of assets held at D.A. Davidson, or other conditions required to receive these services. Davidson Private Wealth Services D.A. Davidson offers Davidson Private Wealth Services to current or prospective clients with over $20 million in stated net worth that are individuals, trusts and estates, business owners, and corporate executives. There is no minimum account size, dollar value of assets held at D.A. Davidson, or other conditions required to receive these services. Item 8 Methods of Analysis, Investment Strategies and Risk of Loss This section describes the methods of analysis and investment strategies utilized in formulating investment advice or managing assets for the programs and services covered in this Brochure. This includes important information concerning the material risks involved in each method. Clients should understand investing in any security, including mutual funds, involves a risk of loss of both income and principal. Risk is inherent in any investment and D.A. Davidson does not guarantee any level of return on a client’s investments. The methods of analysis, investment strategies and risks specific to D.A. Davidson’s wrap fee program are provided in the Wrap Fee Program Brochure. The Wrap Fee Program Brochure and specific product and transaction risks disclosures are also available under D.A. Davidson’s Important Disclosures page, located online at dadavidson.com/Disclosures, or upon request through a Financial Advisor. RETIREMENT PLAN SERVICES Methods of Analysis As noted under Item 4 – Description of Services, D.A. Davidson’s Retirement Plan Services include 3(21) and 3(38) services to Plans and self-directed brokerage and advisory accounts for Plan participants. When providing 3(21) and 3(38) services to Plans by recommending/determining and monitoring Plan investments, D.A. Davidson’s Financial Advisor does so in accordance with the Plan’s IPS, if available or investment mandate and utilizes third-party applications to assist with analysis. D.A. Davidson’s Financial Advisors 9  use both qualitative and quantitative analysis of investment vehicles for inclusion in a Plan’s investment options. This applies to both the initial recommendations and periodically to determine whether to add or replace investment vehicles available within the Plan. In general, a quantitative screening process includes statistical factors such average performance versus peers and benchmarks, volatility, fees and other expenses, and an investment vehicle’s portfolio composition (allocation of investments). Qualitative analysis generally includes an evaluation of an investment vehicle’s objective and strategy, as well as the portfolio manager’s investment philosophy, staffing, and investment process. When providing self-directed brokerage and advisory accounts for Plan participants by recommending investments available on D.A. Davidson’s brokerage and advisory platform, D.A. Davidson’s Financial Advisors do so as described in D.A. Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Disclosure Brochure. These accounts operate in the same manner as D.A. Davidson’s brokerage and advisory accounts. Material Risks The following describes the material risks in the methods of analysis for the 3(21) and 3(38) services to Plans. The material risks for self-directed brokerage and advisory accounts for Plan participants are described in D.A. Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Disclosure Brochure. Accuracy of Data. Securities analysis methods assume the companies whose securities trade in the markets, the rating agencies that review these securities, and other publicly available sources of information about these securities, are providing accurate and unbiased data. While we attempt to remain alert to indications that data may be incorrect, there is always a risk that D.A. Davidson’s analysis is compromised by inaccurate or misleading information. Mutual Fund, Collective Investment Trust (“CIT”), Exchange Traded Funds (“ETF”) and/or Exchange Traded Notes (“ETN”) Analysis. A common risk of the analysis for mutual funds, CITs, ETFs and ETNs is that, as with other securities investments, past performance does not guarantee future results. A manager who has been successful in identifying profitable opportunities among mutual funds may not be able to replicate that success in the future. In addition, as we do not control the underlying investments in these products, managers of different funds held by the client may purchase the same security, creating concentrated exposure for the client to that security and increasing the risk to the client if that security were to fall in value. There is also a risk of a manager deviating from the stated investment mandate or strategy of the product, which could make the holding(s) less suitable for the client’s portfolio. Stable Value Fund Risk. A stable value fund is a fixed income fund with a “wrap” contract issued by a bank or insurance company. While contracts may provide for a stabilized book value (i.e., principal plus accumulated interest minus any withdrawals or expenses) for participant-initiated events, the contract typically will not provide for the stabilized book value for certain employer-initiated events (e.g. plan terminations, change of recordkeepers, or employer merger/acquisition). Although designed to be low-risk investments, these funds fluctuate, and could be worth more or less than their original cost. Clients should consider investment objectives, risks and charges of stable value funds carefully before investing. This information is available in the fund prospectus. Interest Rate Risk. Fluctuations in interest rates cause the prices of securities to fluctuate. For example, bond market values have an inverse relationship to changes in interest rates. Generally, the longer a bond’s maturity, the greater the interest rate risk and the higher its yield. Similarly, equities may also suffer from rising interest rates. Market Risk. Market risk is the risk of investment losses due in a client’s account due to a variety of reasons outside of D.A. Davidson’s control, including, but not limited to, changes in the macroeconomic environment, unpredictable market sentiment, forecasted or unforeseen economic developments, interest rates, regulatory changes, and domestic or foreign political, demographic, epidemic, pandemic, or social events, independent of the intrinsic valuation of one or more securities in the client’s account. Inflation Risk. When any type of inflation is present, a dollar today will not buy as much as a dollar next year, because purchasing power is eroding at the rate of inflation. Inflation risk is therefore the risk of inflation exceeding the return of an investment in the client’s account. Reinvestment Risk. This is the risk that future proceeds from investments have to be reinvested at a potentially lower rate of return (e.g., due to reductions in interest rates). This risk primarily relates to client account investments in fixed income securities. Business Risk. These risks are associated with a particular industry or a particular company within an industry. For example, oil-drilling companies depend on cost-effectively finding oil, extracting it, and then refining it, a lengthy process, before they can generate a profit. They carry a higher risk of potential profitability than an electric company, which generates its income from a steady stream of customers who buy electricity regardless of the 10  prevailing macroeconomic environment. Liquidity Risk. Liquidity is the ability to readily convert a security into cash. Generally, securities in a client’s account are more liquid if many individuals are interested in buying or selling them. For example, Treasury Bills are highly liquid, while real estate properties are relatively illiquid. Liquidity risk is therefore the risk that a client will not be able to promptly sell a security due to a limited market for that instrument. Financial Risk. Excessive borrowing to finance a business’ operations may create a degree of stress on the firm to the point of jeopardizing its profitability and potentially triggering a default on one or more outstanding loans. Depending on the circumstances, such a development could lead to a declining value in the company’s securities, or even its bankruptcy. Insurance Carrier Risk (specific to variable annuity and insurance products). This is the risk associated with an insurance carrier’s financial strength in meeting current, ongoing, and senior financial obligations, which are obligations to policy/contract holders. An insurance carrier’s balance sheet strength, operating performance and financial profile are major factors that quantify an insurance carrier’s financial strength. Global Economic Risk. National and regional economies and financial markets are becoming increasingly interconnected, which increases the possibility that conditions in one country, region or market might adversely impact issuers in a different country, region, or market. Changes in legal, political, regulatory, tax and economic conditions may cause fluctuations in markets and securities prices around the world, which could negatively impact the value of an account’s investments. Major economic or political disruptions, particularly in large economies, may have global negative economic and market repercussions. Additionally, events such as war, terrorism, natural and environmental disasters and the spread of infectious illnesses or other public health emergencies may adversely affect the global economy and the markets and issuers in which an account invests. These events could reduce consumer demand or economic output, result in market closure, travel restrictions or quarantines, and generally have a significant impact on the economy. Such events could materially increase risks, including market and liquidity risk, and significantly reduce account values. Cybersecurity Risk. Client portfolios are susceptible to operational, information security and related risks. In general, cyber incidents can result from deliberate attacks or unintentional events that include, but are not limited to, gaining unauthorized access to digital systems, misappropriating assets or sensitive information, corrupting data, or causing operational disruption, including the denial-of-service attacks on websites. Cyber security failures or breaches by a third party service provider and the issuers of securities in which the portfolio invests, have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability to transact business, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs, including the cost to prevent cyber incidents. Technology Risk. The offerings are dependent upon various computer and telecommunication technologies, many of which are provided by or are dependent on third parties. The successful operation could be severely compromised by system or component failure, telecommunication failure, power loss, a software-related system crash, unauthorized system access or use (such as “hacking”), computer viruses and similar programs, fire or water damage, human errors in using or accessing relevant systems, or various other events or circumstances. It is not possible to provide comprehensive and foolproof protection against all such events, and no assurance can be given about the ability of applicable third parties to continue providing their services. Any event that interrupts such computer and/or telecommunication systems or operations could have a material adverse effect on the services. Such a material adverse effect may have a heightened impact on some of the services given the automated nature of the services provided. Specific Security Risks. In addition to the above risks, each security type has certain characteristics and is subject to a risk of loss that clients should be prepared to bear. For more information about risks associated with stocks, bonds, mutual funds (including alternative strategy mutual funds), ETFs, ETNs, options, alternatives, structured products, UITs (including buffered UITs), options, private equity, and advisory variable annuities speak with a Financial Advisor. For risks associated with mutual funds and ETFs in client’s account, see the fund’s current prospectus. FINANCIAL PLANNING SERVICES AND DAVIDSON PRIVATE WEALTH SERVICES Methods of Analysis D.A. Davidson’s Financial Advisors conduct an analysis of a client’s Investment Profile and wealth and financial planning needs through an informational gathering process, which could include discovery interviews, financial and other Investment Profile information, account statements and reports, and tax records. Third party financial 11  planning software applications are utilized to assist with analysis, the creation of the financial plan, and in recommending strategies to meet the client’s wealth or financial planning goals. This includes analysis tools that estimate the likelihood of the client reaching the financial goals if certain strategies are implemented or decisions are made. Although D.A. Davidson Financial Advisors use information and tools that D.A. Davidson deems reliable, D.A. Davidson does not independently verify or guarantee the accuracy of the information or tools used. Material Risks Accuracy of Client Information. In preparing a financial plan, D.A. Davidson relies on the accuracy and completeness of the information provided by the client, without independent verification. D.A. Davidson is not responsible for any inadequacies or errors contained in the financial plan resulting from a client’s failure to provide D.A. Davidson with accurate or complete information. Financial Planning Assumptions. Numerous assumptions are made during the financial planning process, which may turn out to be incorrect. As a result, the accuracy of any projections used for analysis and in turn any recommendations are limited. Clients should carefully review the assumptions, facts and related disclosures in any reports and presentations for accuracy and understanding. Clients are also encouraged to make appropriate adjustments to the assumptions used (e.g., “what if” scenarios”) as part of an interactive process to help assess the likelihood of reaching financial goals. Projected Performance Information. Projected valuations are based on indices assigned for various assets classes and their historical rates of return. The projected returns and valuations are hypothetical in nature and are based on past performance of the indices. Consequently, the accuracy of any projections are limited by the assumed rates of return. The projections, therefore, are utilized for illustrative purposes only, are not indicative of future results and should not be relied on as such. Monte Carlo Analysis. Financial plans that include Monte Carlo Analysis rely on a mathematical process to implement complex statistical methods that chart the probability of certain financial outcomes at certain times in the future. Analysis tools such as a Monte Carlo simulation will yield different results depending on the variables inputted, and the assumptions underlying the calculation. As with other projected performance figures, assumed rates of return are based on the historical rates of returns and standard deviations, for the indices comprising the asset classes that represent the client’s portfolio. Since past performance and market conditions may not be repeated in the future, the Monte Carlo Analysis is provided for illustrative purposes and is limited to the accuracy of the assumptions used in the analysis. In addition to the material risks described above, please review the assumptions and limitations provided in client’s financial plan. Item 9 Disciplinary Information The following is a summary of disciplinary events relating to D.A. Davidson, its management, and Affiliates that the Firm believes may be material to a prospective client's decision of whether to retain the Firm to provide investment advisory services. Further information regarding these settlements and other disciplinary matters relating to D.A. Davidson and its Affiliates is available on the SEC’s website at adviserinfo.sec.gov. Disciplinary Information Relating to D.A. Davidson’s Advisory Business The SEC issued an Order dated March 11, 2019 (SEC Administrative Proceeding File No. 3-19094) (the “SCSD Order”), relating to the resolution of a matter under the Division of Enforcement’s Share Class Selection Disclosure Initiative (the “SCSD Initiative”). The violations referred to in the SCSD Order were self-reported by D.A. Davidson. Pursuant to the SCSD Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson alleging that the Firm willfully violated Sections 206(2) and 207 of the Advisers Act in connection with its mutual fund share class selection practices and the fees it received pursuant to Rule 12b-1 under the Company Act. In connection with the SCSD Order, D.A. Davidson consented to: (a) cease and desist from committing or causing any violations and any future violation of sections 206(2) and 207 of the Advisers Act; (b) be censured; (c) pay disgorgement and prejudgment interest in the amount of $654,276.41; and (d) comply with certain undertakings. As noted in the SCSD Order, in determining the settlement offer the SEC considered that D.A. Davidson self-reported its conduct to the SEC pursuant to the SCSD Initiative. Disciplinary Information Relating to D.A. Davidson’s Broker-Dealer Business In October 2018, D.A. Davidson, without admitting or denying the allegations, consented to findings and sanctions by FINRA that it failed to apply available mutual fund share class sales charge waivers to eligible retirement and charitable organization Brokerage Accounts, and to implement proper supervisory system and training procedures 12  (NASD Rule 3010 and FINRA Rule 3110 violations). The matter was previously self-reported to FINRA by D.A. Davidson in May 2016. As part of the settlement, D.A. Davidson paid $447,000 in restitution, including interest, to approximately 303 customer accounts. D.A. Davidson was not fined as a result of its self-reporting of the matter and its cooperation with FINRA. D.A. Davidson also updated its training, policies and procedures, and other controls intended to ensure that an appropriate mutual fund share class is selected for clients, and that mutual fund sales charge waivers are applied in commission-based account transactions. In February 2016, a regulatory action disclosure relating to the SEC’s Order dated February 2, 2016 (SEC Admin Releases 33-10019; 34-77021) (the “MCDC Order”) was issued. The SEC MCDC Order was issued under the Division of Enforcement’s Municipalities Continuing Disclosure Cooperation Initiative, and the violations referred to therein were self-reported by D.A. Davidson. This included allegations of anti-fraud provision, due diligence, and continuing disclosure failures for the underwriting of certain municipal securities offerings, and the offering of municipal securities on the basis of materially misleading disclosure documents (SEC Rules 15c2-12 violations). During the relevant period, the SEC found the official statements for six securities offerings, between the period of 2012 – 2014, failed to disclose that the municipal issuers had either failed to file annual audited financial statements, or to file notices of late filings. Pursuant to the MCDC Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson, arising for willfully violating Section 17(a)(2) of the Securities Act (an antifraud provision of the federal securities laws) related to the underwriting of certain municipal securities offerings. In connection with the MCDC order, D.A. Davidson paid a $500,000 fine to the SEC. In addition, D.A. Davidson engaged an independent consultant to review and update the Firm’s policies, procedures, and other controls to help ensure compliance with the Firm’s regulatory requirements. Item 10 Other Financial Industry Activities and Affiliations D.A. Davidson, a dually registered investment adviser and broker-dealer, is a wholly owned subsidiary of D.A. Davidson Companies, a financial services holding company. D.A. Davidson Companies’ other subsidiaries, known as “Related Persons,” are D.A. Davidson Trust Services, Inc., a non-depository trust company, Davidson Investment Advisors, Inc., a federally registered investment adviser, and D.A. Davidson Trust Company, a federally chartered savings association. Broker-Dealer Services. D.A. Davidson is registered as both a broker-dealer and investment adviser. Financial Advisors engaged in providing advisory services are registered as investment adviser representatives in each state where such registration is required. Many D.A. Davidson Financial Advisors are also registered representatives of D.A. Davidson in its capacity as a broker-dealer. When acting as a broker-dealer, Financial Advisors provide brokerage and related services to clients, including in relation to the purchase and sale of individual stocks, fixed income securities, mutual funds, private investment funds, life insurance policies and annuities, and other products. These broker-dealer recommendations and any subsequent implementation are separate and distinct from the advisory services. See the D.A. Davidson Regulation Best Interest Disclosures at dadavidson.com/Disclosures for more information about D.A. Davidson’s brokerage services. D.A. Davidson Trust Services, Inc. ("DADTS"). DADTS is a non-depository trust company chartered in New Hampshire which acts as the custodian for D.A. Davidson client assets maintained in IRA and 403(b) accounts. D.A. Davidson provides DADTS with supporting administrative, recordkeeping and reporting services as the client’s broker-dealer. Davidson Investment Advisors (“DIA”). Financial Advisors may refer clients that meet certain minimum account size requirements to DIA in its capacity as an investment adviser. When D.A. Davidson Financial Advisors refer clients to DIA to manage assets in its capacity as an independent investment adviser, a portion of the fees that clients pay to DIA (typically, 20%-60%, with the average being 43%) are taken into account when determining the Financial Advisor’s compensation. Clients do not pay more for our affiliates’ services as a result of the referral from client’s Financial Advisor. Financial Advisors may also recommend DIA as an investment manager in certain wrap fee programs, as described in the D.A. Davidson Wrap Fee Brochure. DIA also creates certain model portfolios for D.A. Davidson’s use in certain wrap fee programs, as described in the D.A. Davidson Wrap Fee Brochure In addition, D.A. Davidson serves as the broker-dealer for some DIA clients. D.A. Davidson or its affiliate also serve as custodian for some DIA clients. Davidson Mutual Funds. DIA is the investment adviser to Davidson Mutual Funds, an investment company registered under the Investment Company Act. U.S. Bank Global Fund Services acts as Davidson Mutual Funds’ administrator and provides fund accounting and transfer agency services. D.A. Davidson offers the funds to its 13  brokerage and certain advisory clients, however, Financial Advisors may not recommend the purchase of Davidson Mutual Funds in retirement accounts. See D.A. Davidson’s Regulation Best Interest Disclosures at dadavidson.com/Disclosures for conflict of interest information when recommending Davidson Mutual Funds as a broker-dealer. See D.A. Davidson’s Wrap Program Brochure at dadavidson.com/Disclosures for conflict of interest information when recommending Davidson Mutual Funds in a wrap fee program. DIA receives fees for advising the Davidson Mutual Funds. Those fees are based on the amount of assets held in the Davidson Mutual Funds, which increases with any new purchases of fund shares. The fees charged by DIA for managing the Davidson Mutual Funds are disclosed in the relevant fund’s prospectus. As mutual fund shareholders, investors indirectly pay a portion of the ongoing expenses of the fund. These expenses include the management fee charged by DIA, and all other ongoing fees and expenses incurred in the administration of the Davidson Mutual Funds. Further information regarding the Davidson Mutual Funds, including a copy of the Prospectus and Statement of Additional Information for the funds, is available at: davidsonmutualfunds.com/. Prospective investors in the Davidson Mutual Funds should review these documents carefully before making any investment in a fund. Davidson Trust Company (“DTC”). Financial Advisors may also refer clients to DTC to provide professional trust administration services, including recordkeeping, income distribution, bill paying, and general account administration. For making the referral, a portion of the fees that clients pay to DTC (50%) are taken into account when determining the Financial Advisor’s compensation and those funds also generate payment at a 50% rate on their compensation grid, which may be higher than the rate for which they otherwise may have qualified. This fee sharing arrangement will not result in any increased charges to the client. Neither D.A. Davidson nor any Financial Advisor will provide trust support services for DTC as a result of the referral. In addition, DTC may elect to hire DIA or a D.A. Davidson Financial Advisor as the investment adviser for certain client accounts over which DTC has investment discretion. DTC shares a portion of its investment management fee with DIA for providing investment advisory services. D.A. Davidson Paragon Managers are paid at a 50% rate on their compensation grid as outlined above. This fee sharing arrangement creates a conflict of interest for D.A. Davidson, its Financial Advisors, and DTC because the total account administration and investment management fee is divided among DTC, the referring Financial Advisor, the investment adviser (i.e., D.A. Davidson or DIA), and D.A. Davidson Companies. However, when D.A. Davidson or DIA serve as the investment adviser for a DTC account, the total account fee for administrative and investment advisory services will be equal to or less than the total fees if the services were provided separately. DTC may also administer accounts over which it does not have investment discretion. In such instances, the client may independently choose to hire a D.A. Davidson-related Paragon Manager to provide investment advisory services to the account. In these arrangements, the total fee to the client will include separate charges by DTC for account administration and by D.A. Davidson for investment advisory services. Outside Business Activities. Some D.A. Davidson Financial Advisors have been approved to conduct business activities that compete for their time, outside the scope of their duties with D.A. Davidson. If a client’s Financial Advisor engages in any outside business activities, these activities can create an incentive for the Financial Advisor to spend more time on the outside business activity rather than on their relationships with clients. All employees are required to obtain approval from their supervisor prior to engaging in such activities to help ensure the activity does not conflict with their D.A. Davidson duties. In addition, any investment related activities or activities that provide a substantial source of the Financial Advisor’s income or involve a substantial amount of the Financial Advisor’s time must be disclosed in their Form ADV 2B Supplemental Brochure. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics and Personal Trading Code of Ethics. D.A. Davidson has adopted a Code of Ethics (the “Code”), which sets forth the standards of business conduct required of its employees, including compliance with applicable federal securities laws. The Code applies to D.A. Davidson officers, directors and employees involved in the Firm’s investment advisory business (“supervised persons”) and employees providing, or supporting the provision of, investment advice to clients (“access persons”.) Among other provisions, the Code outlines the Firm’s fiduciary responsibilities when interacting with clients, governs personal securities trading by supervised persons and designated access persons, and strictly prohibits insider trading and other forms of unethical business conduct. The Code is based upon the principle that D.A. Davidson owes fiduciary duties of loyalty and care to D.A. Davidson’s advisory clients. These duties require the Firm, and certain of its supervised persons (“access 14  persons”), to: provide investment advice in the client’s best interest; seek to obtain best execution of securities transactions in client accounts; and have a reasonable, independent basis for investment recommendations. D.A. Davidson access persons must also conduct their affairs, including when purchasing and selling securities in their personal securities accounts, in such a manner as to avoid: (i) placing their own personal interests ahead of client interests; (ii) taking inappropriate advantage of their position with the Firm; and (iii) creating any potential or actual conflicts of interest, or otherwise abusing their position of trust and responsibility. The Code prohibits Financial Advisors from placing personal transactions ahead of client transactions in the same security on the same day as they are placing a trade in a client’s account. An exception to this policy is permitted when the access person’s account is managed in the same manner as other client accounts and does not result in a more favorable price to the access person. Clients may request a copy of the Code of Ethics by calling D.A. Davidson’s Compliance Department at 406-727- 4200 or 800-332-5915. Item 12 Brokerage Practices Retirement Plan Services D.A. Davidson and its Financial Advisors generally do not offer Brokerage Services to plans custodied outside of D.A. Davidson. Brokerage services to SIMPLE IRA, SEPS, and Keogh Plans may be held at custodians other than D.A. Davidson. When providing self-directed brokerage and advisory accounts for Plans or plan participants they are D.A. Davidson’s brokerage and advisory accounts. As a result, the brokerage and advisory practices are as described in D.A. Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Disclosure Brochure, respectively. Financial Planning Services and Davidson Private Wealth As previously noted, the scope of the Financial Planning Services and Davidson Private Wealth Services described in this Brochure includes recommendations that are general in nature and does not include any specific securities or broker-dealer recommendations to implement a financial plan. Clients have the option but are not required to transact business through D.A. Davidson to implement the financial plan. Please see D.A. Davidson’s Regulation Best Interest Disclosures and the Wrap Fee Program Brochure, for further information regarding the broker-dealer and wrap fee programs offered by D.A. Davidson and the related brokerage practices. Item 13 Review of Accounts Retirement Plan Services. When providing 3(21) and 3(38) services to Plans, the Financial Advisor reviews the Plan in the manner and frequency specified by the written agreement between D.A. Davidson and the Plan Fiduciary and or Adopting Employer. Additionally, the Financial Advisor provides reporting to monitor the independent managers’ performance relative to the IPS, if provided, in the manner and frequency specified by the written agreement between D.A. Davidson and the Plan Fiduciary and or Adopting Employer. When providing self-directed brokerage and advisory accounts for Plan participants, the brokerage and advisory review and reporting practices are as described in D.A. Davidson’s Regulation Best Interest Disclosures and Wrap Fee Program Disclosure Brochure, respectively. There is no monitoring of brokerage accounts. Financial Planning Services. The Financial Planning Services are episodic in nature and do not include ongoing financial planning advice. As such, D.A. Davidson does not have an ongoing obligation to monitor client’s financial circumstances or to periodically evaluate whether the advice set forth in the financial plan continues to be appropriate nor to provide review or reporting. Davidson Private Wealth Services. Davidson Private Wealth Services include ongoing financial planning advice and, as such, D.A. Davidson has an ongoing obligation to monitor client’s financial circumstances and to periodically evaluate whether the advice set forth in the financial plan continues to be appropriate. This is done through calls and meetings between the Financial Advisor and clients who receive Davidson Private Wealth Services, which are conducted at least annually. Clients do not receive any regular written report in connection with this service, besides a financial plan that is periodically updated. Item 14 Client Referrals and Other Compensation Client Referrals. D.A. Davidson pays referral fees to independent third parties and firms (each, a “Promoter,” and collectively, "Promoters") for introducing clients to D.A. Davidson for the wrap fee programs. See D.A. Davidson’s Wrap Fee Program Brochure for more information. 15  Davidson Trust also refers clients to D.A. Davidson. However, Davidson Trust is not compensated for such client referrals. Further information regarding the conflicts of interest associated with referrals and other business terms among D.A. Davidson and its Affiliates, and how D.A. Davidson addresses those conflicts, is included in the Other Financial Industry Activities and Affiliations section above. Revenue Sharing Arrangements. Some issuers and sponsors of investments recommended by D.A. Davidson share a portion of their revenue. These payments, sometimes called “revenue sharing” payments, are usually based on the total amount of sales we make of their investments, or the total amount of client assets invested with them. This may create a financial incentive for our Firm to feature and promote investments on our platform whose issuers or sponsors provide revenue-sharing arrangements, particularly those that offer higher levels of compensation. D.A. Davidson does not share these payments with our Financial Advisors, to reduce any financial incentive they might have to recommend revenue-sharing investments over others. A list of the investment product issuers and sponsors who provide D.A. Davidson with revenue sharing payments is included in the Exhibit of D.A. Davidson’s Regulation Best Interest Disclosures and is available upon request. Recordkeeping/Shareholder Servicing Fees. For some investment products, such as mutual funds, alternative investments, and advisory variable annuities, D.A. Davidson receives ongoing fees for recordkeeping and other shareholder or administrative services. For example, D.A. Davidson receive fees in connection with mutual fund investments for sub-accounting and sub-transfer agent services in respect of our clients (but does not retain those fees for qualified advisory accounts). The Firm receives these fees for tracking fund ownership among our client accounts, distributing prospectuses, processing transactions on an omnibus basis and similar services. These fees create an incentive for D.A. Davidson to make available on our platform, and encourage the purchase of, investments who pay the Firm for such services, and pay the Firm more than others. As a percentage of client assets held in investment products for which D.A. Davidson receives these types of fees, the total such fees the Firm would receive in most years is approximately 0.05-0.07%. Because D.A. Davidson generally provides these types of services on an omnibus (across-the-board) basis, the fee rates the Firm receives typically do not vary materially within categories of products (for example, from one mutual fund to another mutual fund). D.A. Davidson does not share these recordkeeping or other shareholder service fees with our Financial Advisors. Education and Marketing Support. Some investment product sponsors contribute to or reimburse D.A. Davidson for the cost of educational and marketing events. Invitations to educational events could include payment for costs associated with the event, including travel and lodging for our Financial Advisors. Marketing events include client and/or employee events where some or all of the costs are covered by a product sponsor. Some of these events, which are hosted by D.A. Davidson, are offered in multiple tiers – this means that product sponsors pay different amounts and as a result receive different levels of benefits. For example, these different benefits might include having their speaker at a main session versus a breakout session, a more prominent display in the materials used in connection with the event, etc. These payments provide an incentive for D.A. Davidson and our Financial Advisors to recommend investment products whose sponsors provide these additional support payments to us, and those who make higher support payments, than others. D.A. Davidson imposes an internal review and approval process to ensure that these payments are not unreasonable (or otherwise inappropriate) under the circumstances. Additionally, we do not permit payments for educational and marketing events to be made directly to our Financial Advisors. A list of the investment product sponsors who provide our Firm with payments and reimbursements in support of our education and marketing efforts is included in the Exhibit to the Regulation Best Interest Disclosures and is available upon request. Gifts from Sponsors. D.A. Davidson Financial Advisors sometimes receive additional non-cash compensation from investment product sponsors including such items as gifts valued at less than $100 annually or an occasional dinner or ticket to a sporting or entertainment event. These gifts provide an incentive for our Financial Advisors to recommend investment products whose sponsors provide these forms of compensation. To mitigate these incentives, our Firm imposes an internal review process for gifts received by our Financial Advisors. Production/Compensation Grid. The single most important factor affecting a D.A. Davidson Financial Advisor’s cash compensation is the total amount of revenue they generate for the Firm, which is sometimes referred to as their “production.” Specifically, the primary cash compensation paid to Financial Advisors (which is determined and paid monthly) is a percentage share of production, generally between 25% and 51%. For each Financial Advisor, the exact percentage received for a given month is determined primarily according to production over the previous six (6) month period, and industry tenure, as set forth in our base compensation grid. D.A. Davidson’s compensation grid has thresholds or bands that enable the Financial Advisor to increase compensation through an incremental increase in production. 16  Financial Advisors are incentivized to maximize their ongoing production. The higher their production over the previous six (6) month period, the greater the potential share they can earn for the current month. Stated simply, increasing production can lead to a larger percentage and a larger overall payout. This structure creates an incentive for Financial Advisors to recommend advisory programs – particularly those that generate higher revenues – because doing so can increase production-eligible revenue over time. D.A. Davidson has policies and procedures designed to help ensure the Firm and its Financial Advisors meet fiduciary obligations. Under our compensation grid, the percentage of production a Financial Advisor receives as cash compensation is determined monthly using a 6-month lookback period, and includes several incremental rate steps. These features help manage the incremental compensation increases Financial Advisors can achieve for discrete sales or for sales over a short period. Also, certain revenues we receive as a Firm do not count toward the Financial Advisors’ production, such as margin interest and payments from third-party banks that participate in our cash management program, recordkeeping, sub-accounting and other administrative service fees from mutual funds, and certain revenue sharing payments. Other Bonuses and Awards. Financial Advisors can earn deferred performance awards of up to 5.5% of annual production, which are payable in cash or stock of D.A. Davidson’s parent company and are subject to five-year cliff vesting. Financial Advisors with over seven (7) years’ tenure with the Firm can also earn additional loyalty bonuses of up to 4.5% of annual production. These awards and bonuses are based largely on each Financial Advisor’s tenure with our Firm and production as of the end of a performance measurement period (typically September 30, the end of D.A. Davidson’s fiscal year). Typically, each Financial Advisor is eligible to receive bonuses and awards with respect to any single year that totals up to 10% of production. Based on production and other factors, Financial Advisors can also earn awards in the form of non-cash compensation (i.e., rewards trips), larger expense allowances (up to 1.5% of production) and additional “concierge” support services. Upon qualified retirement, Financial Advisors can receive compensation through the sharing of gross production generated from their transitioned book of business, generally over the course of four years after the end of their employment. In addition, Financial Advisors can get an additional gross production premium of 5.0% to 12.5%, depending on firm tenure, reoccurring revenue mix, and productivity. The conflicts created by these other bonuses and awards are particularly acute toward the end of a performance measurement period (typically September 30, the end of D.A. Davidson’s fiscal year). To mitigate this conflict, the Firm conducts specific surveillance of Financial Advisor activity levels during this period. Additionally, to earn certain bonuses and awards, Financial Advisors must be in good standing with the Firm’s policies and procedures. Team Formation. The Firm supports a team formation process with minimum production requirements that permit a Financial Advisor to earn compensation based on both their own production and that of their teammates. This creates the same conflicts of interest identified under Production/Compensation Grids and Other Bonuses and Awards. Recruitment Incentives. When some Financial Advisors join D.A. Davidson from another firm, we grant them expense allowances and forgivable loans that can be repaid through bonus payments earned by remaining with our Firm over a set period (typically nine (9) years). In many cases, new Financial Advisors receive a fixed compensation grid for their first year, which may be higher than the standard grid. Additionally, some new Financial Advisors may be offered one of the following incentives: (i) an increased compensation grid on future advisory fees and commissions if certain production goals are met; (ii) additional forgivable loans if certain production goals are met; or (iii) additional forgivable loans if certain asset gathering goals are met. These incentives encourage new Financial Advisors to recommend that clients move additional assets to our Firm and, for (i) and (ii) above, to recommend accounts that generate higher revenues. These additional forms of compensation are typically earned over several years and tied to performance over consecutive twelve (12) month periods, which helps reduce the incentive to achieve larger sales volumes over shorter periods. Clients who have an existing relationship with a financial professional who joins our Firm receive an educational document explaining potential conflicts of interest related to transferring their account to our Firm. Also, while new Financial Advisors may receive expense allowances (as described above under “Other Bonuses and Awards”), they typically are not eligible for deferred performance awards or loyalty bonuses until they have reached Four (4) or seven (7) years’ tenure, respectively. 17  Certain Manager Incentives. The compensation of Branch Office Managers (“BOMs”) is tied to the overall production of the branch(es) they manage, which incentivizes them to focus on growing production more than on their supervisory responsibilities. Our Firm has other management and supervisory personnel who participate in the supervision and oversight of our branches, regions, and Firm generally, who are not compensated based on production levels. However, the BOMs have ultimate supervisory and oversight responsibility for their branches. Mutual Fund 12b-1 Fees. Certain mutual fund share classes pay D.A. Davidson a 12b-1 Fee, which is an annual marketing and distribution fee. The purchase of mutual funds that pay a 12b-1 Fee are prohibited in advisory accounts. D.A. Davidson will also rebate to the client participating in a wrap fee program any 12b-1 Fee received by the Firm in connection with mutual fund shares held in that client’s account. Additionally, D.A. Davidson uses commercially reasonable efforts to convert any existing wrap fee program account mutual fund holdings in a 12b- 1 Fee-paying share class to shares of a class that does not pay a 12b-1 Fee, when consistent with the client’s investment objectives, asset allocation, and other circumstances. Item 15 Custody Retirement Plan Services. For the 3(38) and 3(21) services to Plans, D.A. Davidson does not typically custody the assets. In that case, the qualified custodian will provide account statements directly to clients and clients should carefully review those statements. When D.A. Davidson or its affiliate does custody the assets, clients will receive statements from D.A. Davidson and should carefully review those statements. When providing self-directed brokerage and advisory accounts for Plan participants D.A. Davidson or its affiliate has custody over those assets. Clients will receive statements from D.A. Davidson and should carefully review those statements. Financial Planning Services and Davidson Private Wealth Services. The Financial Planning Services and Davidson Private Wealth Services described in this Brochure are separate and distinct from the asset management and other investment advisory services described in D.A. Davidson’s Wrap Fee Program Brochure and does not include the custody of assets. Item 16 Investment Discretion Retirement Plan Services. When providing 3(21) services to a Plan, D.A. Davidson does not have discretionary authority with regard to any Plan assets. When providing 3(38) services to a Plan, D.A. Davidson has discretionary authority pursuant to a written agreement with the Plan Fiduciary to act as an ERISA 3(38) investment adviser. In that case, a Financial Advisor is responsible for the selection, monitoring and replacement of investment options. Additionally, D.A. Davidson is authorized to implement and effect investment advice without the Plan Fiduciary’s prior authorization. When providing self-directed brokerage and advisory accounts for Plan participants, D.A. Davidson has discretionary authority only for certain discretionary wrap fee programs as described in the D.A. Davidson Wrap Fee Program Brochure. D.A. Davidson does not have discretion over brokerage accounts. Financial Planning Services and Davidson Private Wealth Services. Services include recommendations on general asset allocations but do not include the recommendation of specific securities or products, or execution of transactions. The scope of Financial Planning Services and Davidson Private Wealth Services does not include the execution of transactions, on a discretionary or non-discretionary basis. Item 17 Voting Client Securities D.A. Davidson does not vote client securities in relation to Retirement Plan Services, Financial Planning Services, or Davidson Private Wealth Services. Please see D.A. Davidson’s Wrap Fee Program Brochure for a description of how D.A. Davidson votes securities for its Wrap Fee Programs. Item 18 Financial Information D.A. Davidson is required to disclose any financial condition that is reasonably likely to impair the Firm’s ability to meet its contractual obligations. D.A. Davidson has no such financial circumstance to report. Under no circumstances does D.A. Davidson require or solicit payment of fees in excess of $1,200 more than six (6) months in advance of services rendered. 18 

Part 2A of Form ADV Equity Research Services D.A. Davidson & Co. 8 Third Street North Great Falls, MT 59401 800-332-5915 dadavidson.com December 18, 2025 This brochure (the “Equity Research Services Brochure”) provides information about the qualifications and business practices of D.A. Davidson & Co. (“D.A. Davidson,” the “Firm,” “we,” or “us”) and its Institutional Research department’s equity research services. If you have any questions about the contents of this Equity Research Services Brochure, please contact us at 406-727-4200 or 800-332-5915. The information in this Equity Research Services Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Registration as an investment adviser with the SEC does not imply a certain level of skill or training. Additional information about D.A. Davidson is available on the SEC’s website at adviserinfo.sec.gov. You can search this website by D.A. Davidson’s CRD number, which is 199.  Item 2 Material Changes This Equity Research Services Brochure is the annual filing by D.A. Davidson related to the equity research services provided to institutional clients by the Firm’s Institutional Research department. There have been no material changes to this brochure since D.A. Davidson’s last filing with the SEC on July 1, 2025. We may at any time update this Equity Research Services Brochure and will either send you a copy or offer to send you a copy (either electronically or in hard copy) as may be necessary or required. If you would like another copy of this Equity Research Services Brochure, you may download it from the SEC’s website at www.adviserinfo.sec.gov, or you may contact us at 406-727-4200 or 800-332-5915 to obtain a copy of it. 1  Item 3 Table of Contents Item 2 Material Changes .................................................................................................................................... 1 Item 3 Table of Contents ................................................................................................................................... 2 Item 4 Advisory Business ................................................................................................................................. 3 ASSETS UNDER MANAGEMENT ....................................................................................................................... 3 DESCRIPTION OF SERVICES ............................................................................................................................ 3 Item 5 Fees and Compensation ........................................................................................................................ 5 Item 6 Performance-Based Fees and Side-By-Side Management ................................................................. 6 Item 7 Types of Clients ...................................................................................................................................... 6 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss ......................................................... 6 Item 9 Disciplinary Information ......................................................................................................................... 8 Item 10 Other Financial Industry Activities and Affiliations ........................................................................ 9 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .......... 10 Item 12 Brokerage Practices ......................................................................................................................... 12 Item 13 Review of Accounts ......................................................................................................................... 12 Item 14 Client Referrals and Other Compensation ..................................................................................... 12 Item 15 Custody ............................................................................................................................................. 12 Item 16 Investment Discretion ...................................................................................................................... 12 Item 17 Voting Client Securities ................................................................................................................... 12 Item 18 Financial Information ....................................................................................................................... 12 2  Item 4 Advisory Business D.A. Davidson & Co., a wholly owned subsidiary of D.A. Davidson Companies, a financial services holding company, is a dually registered investment adviser and broker-dealer with its principal place of business located in Great Falls, Montana. This Equity Research Services Brochure describes the Equity Research Services (defined below) offered to institutional clients of D.A. Davidson (individually, a “Client,” and collectively, “Clients”) through its Institutional Research department. Among other things, this Equity Research Services Brochure includes important information concerning the fees, conflicts of interest, and other information Clients should consider at or prior to entering into an agreement with D.A. Davidson for such equity research services. The information contained in this Equity Research Services Brochure is current as of the cover date and is subject to change at D.A. Davidson’s discretion. Please retain this Equity Research Services Brochure for your records. You may obtain a copy of this Equity Research Services Brochure by mailing your request to 8 Third Street North, Great Falls, MT 59401, Attn: Compliance Department, or by calling 406-727-4200 or 800-332-5915. You may also obtain a copy of this Equity Research Services Brochure and other important disclosures online at dadavidson.com/Disclosures. Through its Wealth Management department, D.A. Davidson offers a variety of investment advisory services to retail and institutional clients, including services not described in this Equity Research Services Brochure, including, for example, discretionary and nondiscretionary investment advice with respect to a client’s investment portfolio and management of portfolio assets, and portfolio management services provided through one or more wrap fee programs (collectively, “D.A. Davidson Investment Management Services”). D.A. Davidson receives a portion of the wrap fee paid by clients for providing portfolio management services under such wrap fee programs. Further, D.A. Davidson offers clients execution of brokerage transactions and administrative services, including, without limitation, custodying client account assets. Clients may also negotiate to receive other services from D.A. Davidson. For more information regarding D.A. Davidson Investment Management Services, including a written description of the services provided and applicable fees (including, without limitation, applicable wrap fees) associated with such other programs, please see D.A. Davidson’s Form ADV Part 2A (the “Firm Brochure”) and Form ADV Part 2A, Appendix 1 (the “Wrap Program Brochure”), respectively, which can be found at https://dadavidson.com/disclosures. To the extent that there is any apparent or actual conflict between discussions in this document and similar or related discussions regarding D.A. Davidson Investment Management Services in the Firm Brochure or the Wrap Program Brochure, then the Firm Brochure or Wrap Program Brochure, as relevant, shall govern and control. ASSETS UNDER MANAGEMENT The Equity Research Services described in this Equity Research Services Brochure do not involve or require the management of Clients’ assets. Accordingly, no assets of Clients receiving Equity Research Services are included in calculating D.A. Davidson’s regulatory assets under management. As of September 30, 2025, D.A. Davidson had approximately $41,839,300,000 in regulatory assets under management, approximately $38,297,500,000 of which was managed on a discretionary basis, and approximately $3,541,800,000 of which was managed on a non-discretionary basis. DESCRIPTION OF SERVICES Equity Research Services D.A. Davidson offers the equity research services described in this Equity Research Services Brochure (collectively, the “Equity Research Services”) to Clients through its Institutional Research department. The Equity Research Services made available to Clients include (but are not limited to) the following: • equities-based research reports containing discussion and analysis of companies, industries, sectors, markets, and macro-economic developments, in each case produced by research analysts in D.A. Davidson’s Institutional Research department; • other research-related communications and materials from research analysts relating to published research reports and companies covered by research analysts and the securities of such companies, including financial models and other analysis; • access to research analysts in connection with industry conferences and calls and meetings with Clients; and • access to investor meetings, D.A. Davidson firm events, roadshows, and company management presentations. In select circumstances, D.A. Davidson may provide customized Equity Research Services as requested by a Client and agreed upon by D.A. Davidson. Any such customized Equity Research Services provided to a particular Client can be expected to vary based upon the Client’s needs, and may be described in a separate agreement 3  between D.A. Davidson and such Client, if applicable. All references to the agreement for Equity Research Services included in this Equity Research Services Brochure, including, without limitation, to the scope and nature of services provided under such agreement, if applicable, and the Research Fees to be paid for such services (as described in Item 5), are qualified in their entirety by reference to the terms of each executed agreement, if applicable, governing the relationship between D.A. Davidson and each Client that is a party to such agreement. Research analysts within D.A. Davidson’s Institutional Research department provide Equity Research Services relating to several hundred companies, across four sectors: consumer; financial services; diversified industrial infrastructure; and technology. The scope, nature, and timing of any investment advisory relationship relating to the provision of Equity Research Services is strictly limited to the content of the specific Equity Research Services provided to a Client for which D.A. Davidson receives a Research Fee (as described in Item 5). Please note that Equity Research Services do not include any services or communications provided by D.A. Davidson’s Institutional Equities department, which in addition to the Equity Research Services offers Institutional Sales, Institutional Trading and Davidson Engage (formerly referred to as The DEN). Equity Research Services are solely impersonal investment advice, are intended for general use by a Client, and do not include customized, Client-specific investment advice from or recommendations by D.A. Davidson. Further, while the Equity Research Services provided to a particular Client may vary from the Equity Research Services provided to a different Client, in no instance will D.A. Davidson customize such services to the individual needs of a specific Client. In particular, Equity Research Services are not customized to meet, and do not consider, the specific investment objectives, goals, strategies, financial needs, or risk profile of any Client who receives the Equity Research Services (nor any underlying customers of such Client). Clients must independently evaluate the suitability of the Equity Research Services and the recommendations contained therein to their specific objectives (and to those of any of their underlying Clients), and of the risks and merits of any investment decisions by the Client (for itself or for its underlying customers) that are based on Equity Research Services. The Equity Research Services are not meant to be the primary or sole basis for any investment decision made by a Client (for itself or for its underlying Clients). D.A. Davidson does not undertake to monitor accounts of or investments by Clients in connection with the Equity Research Services. D.A. Davidson gives investment advice, makes investment recommendations, and otherwise makes investment decisions in the performance of its duties to retail and institutional clients that conflict with or are contrary to the content of the Equity Research Services provided to Clients. Moreover, D.A. Davidson is not obligated to recommend to a Client for purchase or sale any security or other investment that D.A. Davidson purchases or sells for its own account, or for the account of one or more other clients (including, without limitation, to one or more retail clients), or that it has recommended to one or more clients (including, without limitation, one or more retail clients) for purchase or sale by such persons. D.A. Davidson provides Equity Research Services to some Clients that reach conclusions or express views and opinions that are inconsistent with, and which reach different conclusions from, content of Equity Research Services provided to other Clients. Differing opinions and conclusions in the content of Equity Research Services generally reflect the different time frames, assumptions, views, and analytical methods of the various Institutional Research department staff preparing such information, as well as the nature of the request for such Equity Research Services by a particular Client. D.A. Davidson may also favor some Clients over other Clients in various ways, including, without limitation, by favoring Clients that pay higher aggregate fees to D.A. Davidson for Equity Research Services and / or for services in addition to Equity Research Services. For example, Institutional Research department personnel may distribute newly published research, market developments, or information included in other Equity Research Services to one or more Clients before distributing such information to other Clients, and D.A. Davidson may provide certain Clients with preferred or more extensive access to equity research analysts than is provided to other Clients. Such circumstances may result, for example, in a Client being able to take action in response to the content of one or more Equity Research Services before another Client is able to act, which may adversely impact the value of the latter Client’s investments or access to investment opportunities, including, without limitation, by causing the latter Client to receive (or that Client’s underlying Client to receive) execution prices that are less favorable than prices obtained by D.A. Davidson and its other Clients. Equity Research Services include perspectives, opinions, analyses, insights, commentaries and outlooks of D.A. Davidson and its analysts within the Institutional Research department, all of which are inherently uncertain and may or may not prove to be correct. To the greatest extent permitted by applicable law, D.A. Davidson and its employees and partners (including, but not limited to, analysts in the Institutional Research department) shall not be liable for any losses, costs, liabilities, or expenses suffered by a Client (or by its underlying customers) which may arise directly or indirectly from a Client’s use of the Equity Research Services, or any information or data provided therein or otherwise obtained or derived therefrom. This limitation is not meant to constitute a waiver or limitation of any rights accorded to a Client under the applicable securities laws to the extent D.A. Davidson is 4  deemed an investment adviser when providing the Equity Research Services. A Client is neither required to act on any of the information provided through Equity Research Services nor required to transact business with D.A. Davidson if such Client chooses to utilize any Equity Research Services or implement any strategies, recommendations or other ideas contained within the Equity Research Services. D.A. Davidson is not responsible for the redistribution of information contained within the Equity Research Services and a person’s receipt of such information shall not, by itself, be deemed to create an investment adviser-Client relationship between D.A. Davidson and any such person. D.A. Davidson’s investment advisory relationship with a Client receiving Equity Research Services is strictly limited to the content of the Equity Research Services actually provided to the Client in exchange for payment of the Research Fee. To the extent that a Client receives research or other advice incidental to brokerage services (such as, for example, in consideration of commissions or other trading-related compensation), the Client should note that such research or advice is not an investment advisory service. See “Additional Service Information – Brokerage and Other Services” below for more information. D.A. Davidson’s investment advisory relationship does not extend to non-securities research, economic research, analytics not constituting investment advice, market or other data, corporate access (even if D.A. Davidson receives a fee in exchange for arranging such corporate access), any other communications or content that does not constitute investment advice, including, without limitation, through D.A. Davidson’s Institutional Equities department personnel. Any relationship that D.A. Davidson has with a Client as an investment adviser because the Firm has provided Equity Research Services to such Client on payment of the Research Fee is limited to that Client and does not extend to any of such Client’s officers, directors, or employees, or to its underlying customers. D.A. Davidson will not be or become a fiduciary to a Client or to a Client’s underlying customers for purposes of the Employee Retirement Income Security Act of 1974, as amended, or Section 4975 of the Internal Revenue Code of 1986, as amended, except to the extent that D.A. Davidson expressly agrees to do so in a separate written agreement. In addition, the delivery of Equity Research Services does not include trade execution, trading, or brokerage services provided to Clients. Any trades, transactions or orders that may be executed, routed, or otherwise processed through D.A. Davidson on behalf of Clients (or to underlying customers of such Clients) will be handled solely in D.A. Davidson’s capacity as a broker-dealer. If a Client engages in securities transactions with D.A. Davidson, we will not be acting as an investment adviser with respect to such securities transactions unless the Client has executed a separate, written agreement in form and substance satisfactory to D.A. Davidson governing such D.A. Davidson Investment Management Services. To the extent that a Client receives research or other advice incidental to brokerage services (including, for example, market color, analysis, perspectives, opinions, commentaries, or ideas provided by the Institutional Research department or the Institutional Equities department) that is in consideration of commissions or other trading-related compensation), then such research or advice is NOT an investment advisory service. Please further note that brokerage services are regulated under different standards than those that apply to investment advisory services and differ, among other things, in terms of the types of investment assistance provided, fees charged, and the rights and obligations of the parties involved. Item 5 Fees and Compensation Fees for Equity Research Services Fees for Equity Research Services are negotiable and vary among Clients based upon the nature of the Equity Research Services provided and other factors (individually, a “Research Fee,” and collectively, “Research Fees”). The amount of the Research Fee and the terms on which it is payable are generally agreed upon by D.A. Davidson and the Client and are typically paid in arrears. A Client may request that D.A. Davidson provide an invoice relating to payment for Equity Research Services, but we may also send an invoice to the Client relating to such services as and when the Firm deems the use of such invoice necessary. D.A. Davidson generally does not solicit or accept pre-paid Research Fees for providing Equity Research Services. Other Fees and Expenses The Research Fees paid to D.A. Davidson by the Client relate only to the Equity Research Services requested by such Client and provided by D.A. Davidson, and are not offset by a Client’s payment to D.A. Davidson of any other compensation paid to the Firm by such Client, including, without limitation, the payment by such Client of commissions, mark-ups, mark-downs, advisory fees charged under other D.A. Davidson advisory programs, and other forms of direct or indirect compensation to the Firm relating to trades executed by D.A. Davidson on such Client’s behalf. Equity Research Services are limited in duration, commencing on delivery of such services to the Client and terminating on receipt of the Research Fee by D.A. Davidson relating to such services. Clients may, but are not required to, utilize D.A. Davidson’s brokerage services or D.A. Davidson Investment Management Services. If a Client hires D.A. Davidson or an affiliate under a separate, written agreement for the provision of D.A. Davidson Investment Management Services, that Client will pay an investment advisory fee, exclusive of and in addition to any Research Fees payable for the provision of Equity Research Services, and 5  such investment advisory fee typically will be deducted from its assets under management with D.A. Davidson. Should a Client decide to execute trades based on Equity Research Services, and if such Client utilizes D.A. Davidson to execute such trades, then such Client will incur transaction costs (including, without limitation, commissions and mark-ups or mark-downs) and D.A. Davidson will be acting solely as a broker-dealer in connection with such trades. Such transaction fees and costs are exclusive of and in addition to any Research Fees that the Client may owe to the Firm. D.A. Davidson may also receive compensation, exclusive of and in addition to the Research Fees, for providing access to a company's management. The receipt of additional compensation beyond the Research Fees creates a conflict of interest that gives D.A. Davidson and its representatives an incentive to recommend D.A. Davidson Investment Management Services and D.A. Davidson’s brokerage services (in other words, through increasing the aggregate compensation received by the individual making the recommendation, by the Firm (or one or more of its affiliates), or both), rather than basing the recommendation solely on the Client’s needs. We address this conflict of interest through disclosure in this Equity Research Services Brochure. In addition, while Institutional Research personnel are not directly compensated derived from the purchase or sale of securities based on content of a particular Equity Research Service or on any revenue generated by D.A. Davidson Investment Management Services, the broader compensation pool for the Institutional Research department is funded in part by D.A. Davidson’s overall revenue. Consequently, Institutional Research department personnel are indirectly compensated from the sale of securities referenced in individual or other Equity Research Services. Finally, Clients receiving Equity Research Services have the option to obtain brokerage services and other investment advisory services through broker-dealers and investment advisers not affiliated with D.A. Davidson. Item 6 Performance-Based Fees and Side-By-Side Management D.A. Davidson does not charge or maintain other arrangements involving the payment of performance-based fees in connection with providing Equity Research Services. The recommendations made in connection with the Equity Research Services do not create conflicts of interest associated with side-by-side management of Client accounts (for example, conflicts based on simultaneous management of fee-based and commission-based accounts). However, other D.A. Davidson departments advise or manage other institutional and retail client accounts that are subject to fee arrangements, which pose such conflicts of interest. Item 7 Types of Clients D.A. Davidson provides Equity Research Services to Clients who represent that they have the sophistication, expertise and investment knowledge independent of the assistance of the Firm to evaluate and utilize the Equity Research Services, including, for example, to understand the investment risks associated with making decisions to purchase or sell securities on the basis of the content of such Equity Research Services. Such Clients have generally included, without limitation, mutual funds, investment advisory firms, banks, pension funds, insurance companies, and money managers across North America and Europe. As discussed above, in order to receive Equity Research Services, Clients are not required to open or maintain a brokerage account with D.A. Davidson or any of its affiliates. Item 8 Methods of Analysis, Investment Strategies and Risk of Loss This Item describes the methods of analysis utilized to produce the content of the Research Services referred to in this Equity Research Services Brochure. This Item includes a non-exhaustive description of the material risks associated with a Client’s review and use of Equity Research Services to make investment decisions on its own behalf and on behalf of its underlying customers. Clients should understand that investing in any security involves a risk of loss of both income and principal. Risk is inherent in any investment and D.A. Davidson does not guarantee any level of return. Rating Information The Equity Research Services consist of impersonal, non-customized investment advisory services that analyze a broad range of securities and companies. When analyzing a specific company, written research reports provided as part of the Equity Research Services will generally contain one of the three investment ratings summarized below with respect to the subject company: • BUY. A “BUY” rating means, in the research analyst’s opinion, the subject company is expected to produce a total return of over 15% on a risk adjusted basis over the next 12-18 months. • NEUTRAL. A “NEUTRAL” rating means, in the research analyst’s opinion, the subject company is expected to produce a total return of -15% to +15% on a risk adjusted basis over the next 12-18 months. • UNDERPERFORM. A “UNDERPERFORM” rating means, in the research analyst’s opinion, the subject company is expected to lose value of over 15% on a risk adjusted basis over the next 12-18 months. 6  Target Prices Target prices are based on the Institutional Research department’s evaluation of price potential over the next 12- 18 months, based upon the Institutional Research department’s assessment of future earnings and cash flow, comparable company valuations, growth prospects and other financial criteria. Certain risks may impede achievement of these price targets including, but not limited to, broader market and macroeconomic fluctuations and unforeseen changes in the subject company’s fundamentals or business trends. Inherent in each target price are the risks of fluctuating prices and the uncertainties of dividends, rates of return and yield. Material Risks All investments in securities involve a risk of loss of all or a portion of the investment, and Clients should be prepared to accept such risks when subscribing for Equity Research Services. Local, regional, or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions or other events could each have a significant impact on the valuation of securities. Securities may also decline in value due to factors affecting securities markets in general or industries represented in the securities markets. The value of a security may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. The value of a security may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in securities markets, including, without limitation, those unrelated to financial markets (such as a global pandemic), multiple asset classes may decline in value simultaneously. The securities of small- to mid-sized companies can present higher risks than do securities of larger-capitalization companies, including, for example, more erratic earning patterns, more limited earnings history, reliance on one or a limited number of products, and less liquidity. Investments in non-U.S. securities involve not only the risks associated with equity investments but additional risks including, without limitation, government intervention and market disruption; market volatility due to adverse political, regulatory, market or economic developments internationally; exposure to material changes in interest rates, fluctuations in currency exchange rates; and economic and political risks (all of which are magnified in emerging markets). In addition to the risks summarized above, the following describes the material risks associated with or limitations on the reliability of the methods of analysis described in this Equity Research Services Brochure. Accuracy of Data. The securities analysis methods utilized by the Institutional Research department assume that the companies whose securities trade in the markets and the rating agencies that review these securities communicate and utilize accurate and unbiased data, and that other publicly available sources of information on which the Institutional Research department bases its analytical conclusions are accurate and unbiased. While we attempt to remain alert to indications that these sources of data may be incorrect, there is always a risk that D.A. Davidson’s analysis is compromised by inaccurate or misleading information. Quantitative Analysis. Quantitative analysis uses complex mathematical models and statistics to analyze past events to formulate investment analyses and opinions about security performance (or larger market movements) in the future. There are numerous risks associated with the use of quantitative analysis to produce such analyses and opinions, including, without limitation, that the models used are based on assumptions that prove to be incorrect, and that the underlying sets of historical data utilized by the manager to produce such analyses and opinions are incomplete. Qualitative Analysis. Qualitative analysis involves the analysis of unquantifiable information, including, without limitation, decisions by a subject company’s board and management, to evaluate investment opportunities in that company’s securities. A risk in using qualitative analysis is that the Institutional Research department’s subjective analysis of the information is proven to be incorrect. Technical Analysis. The Institutional Research department generally incorporates technical analysis factors (i.e., the analysis of historical and current market data) into its institutional research. Technical analysis is subject to numerous risks, including, without limitation, that unexpected fundamental factors or other factors may dominate the market during certain periods, or that the premise that past market conditions are indicative of future market prices proves to be inaccurate. The influx of different market participants, structural changes in the markets, the introduction of new financial products, and other developments could materially adversely affect the profitability of investments made based upon technical analysis. Market Risk. Market risk is the risk of investment losses due in a Client’s account due to a variety of reasons outside of D.A. Davidson’s control, including, but not limited to, changes in the macroeconomic environment, unpredictable market sentiment, forecasted or unforeseen economic developments, interest rates, regulatory changes, and domestic or foreign political, demographic, epidemic, pandemic, or social events, including those independent of the intrinsic valuation of one or more securities in the Client’s account. 7  Equity Securities Risks. Equity securities may experience sudden, unpredictable drops in value or long periods of decline in value. This may occur because of factors that affect the securities markets in general, including, without limitation, adverse changes in economic conditions, the general outlook for corporate earnings, interest rates or investor sentiment. Equity securities may also lose value because of factors affecting an entire industry or sector, such as, for example, increases in production costs, or factors directly related to a specific company (e.g., decisions made by its management). Common Stock-Specific Risks. Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value as market confidence in and perceptions of issuers change. These investor perceptions are based on various and unpredictable factors including, without limitation, expectations regarding government, economic, monetary and fiscal policies; inflation and interest rates; economic expansion or contraction; and global or regional political events, such as, for example, economic and banking crises. In addition, holders of common stocks are generally subject to greater risk than holders of preferred stocks and debt obligations of the same issuer because common stockholders generally have inferior rights to receive payments from issuers in comparison with the rights of preferred stockholders, bondholders, and other creditors. Industry/Sector Risks. An investment in one or more securities operating in an individual industry or sector is subject to industry-specific risks. Any factors detrimental to the performance of such industries as a whole will disproportionately impact investment returns of these securities. Investments focused on a particular industry are subject to greater risk and are more impacted by volatility than less concentrated investments. Equity Research Services Risks; Risk of Loss D.A. Davidson believes that the sources of information used by the Firm to produce the content of the Equity Research Services referred to in this Equity Research Services Brochure are reliable, but D.A. Davidson does not guaranty the accuracy, reliability, completeness, timeliness or fitness for any particular purpose of such underlying information, any of the information included in any Equity Research Services, or of any of the Equity Research Services. The information, conclusions and opinions in any such Equity Research Services may be inaccurate or incorrect. Moreover, any opinions expressed in any of the Equity Research Services are based on D.A. Davidson’s interpretation of data available to the Firm at the time of the original publication of each such Equity Research Service. These opinions are subject to change at any time without notice. Clients should also understand that inherent in investments are the risks of materially fluctuating prices and the uncertainties of dividends, rates of return and yield, and other risks summarized in this Equity Research Services Brochure. Clients should be prepared to accept such risks when basing an investment decision on information, opinions, or conclusions included in the Equity Research Services, including, without limitation, the risk that an investment will lose all or substantially all of its value. Clients should further understand that the past performance of an investment is not necessarily an indicator of the future performance of that investment, and D.A. Davidson makes no guarantee, express or implied, as to any such future performance. Item 9 Disciplinary Information The following is a summary of disciplinary events relating to D.A. Davidson, its management, and affiliates that the Firm believes may be material to a prospective Client's decision regarding whether to subscribe for Research Services. Further information regarding these settlements and other disciplinary matters relating to D.A. Davidson and its affiliates is available on the SEC’s website at adviserinfo.sec.gov. As mentioned elsewhere in this Equity Research Services Brochure, a Client may search that website using D.A. Davidson’s CRD number, which is 199. Disciplinary Information Relating to D.A. Davidson’s Advisory Business The SEC issued an Order dated March 11, 2019 (SEC Administrative Proceeding File No. 3-19094) (the “SCSD Order”), relating to the resolution of a matter under the Division of Enforcement’s Share Class Selection Disclosure Initiative (the “SCSD Initiative”). The violations referred to in the SCSD Order were self-reported by D.A. Davidson. Pursuant to the SCSD Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson alleging that the Firm willfully violated Sections 206(2) and 207 of the Investment Advisers Act of 1940 (the “Advisers Act”) in connection with its mutual fund share class selection practices and the fees it received pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Company Act”). In connection with the SCSD Order, D.A. Davidson consented to: (a) cease and desist from committing or causing any violations and any future violation of Sections 206(2) and 207 of the Advisers Act; (b) be censured; (c) pay disgorgement and prejudgment interest in the amount of $654,276.41; and (d) comply with certain undertakings. As noted in the SCSD Order, in determining the settlement offer the SEC considered that D.A. Davidson self-reported its conduct to the SEC pursuant to the SCSD Initiative. Disciplinary Information Relating to D.A. Davidson’s Broker-Dealer Business In October 2018, D.A. Davidson, without admitting or denying the allegations, consented to findings and sanctions 8  by the Financial Industry Regulatory Authority (“FINRA”) that it failed to apply available mutual fund share class sales charge waivers to eligible brokerage accounts of retirement and charitable organizations, and to implement proper supervisory system and training procedures (NASD Rule 3010 and FINRA Rule 3110 violations). The matter was previously self-reported to FINRA by D.A. Davidson in May 2016. As part of the settlement, D.A. Davidson paid $447,000 in restitution, including interest, to approximately 303 customer accounts. D.A. Davidson was not fined as a result of its self-reporting of the matter and its cooperation with FINRA. D.A. Davidson also updated its training, policies and procedures, and other controls intended to ensure that an appropriate mutual fund share class is selected for Clients, and that mutual fund sales charge waivers are applied in commission- based account transactions. In February 2016, a regulatory action disclosure relating to the SEC’s Order dated February 2, 2016 (SEC Admin Releases 33-10019; 34-77021) (the “MCDC Order”) was issued. The SEC MCDC Order was issued under the Division of Enforcement’s Municipalities Continuing Disclosure Cooperation Initiative, and the violations referred to therein were self-reported by D.A. Davidson. This included allegations of anti-fraud provision, due diligence, and continuing disclosure failures for the underwriting of certain municipal securities offerings, and the offering of municipal securities on the basis of materially misleading disclosure documents (Securities Exchange Act Rule 15c2-12 violations). During the relevant period, the SEC found the official statements for six securities offerings, between the period of 2012 – 2014, failed to disclose that the municipal issuers had either failed to file annual audited financial statements, or to file notices of late filings. Pursuant to the MCDC Order, the SEC deemed it appropriate and in the public interest that public administrative and cease-and-desist proceedings be instituted against D.A. Davidson, arising for willfully violating Section 17(a)(2) of the Securities Act (an antifraud provision of the federal securities laws) related to the underwriting of certain municipal securities offerings. In connection with the MCDC order, D.A. Davidson paid a $500,000 fine to the SEC. In addition, D.A. Davidson engaged an independent consultant to review and update the Firm’s policies, procedures, and other controls to help ensure compliance with the Firm’s regulatory requirements. Item 10 Other Financial Industry Activities and Affiliations D.A. Davidson, a dually-registered investment adviser and broker-dealer, is a wholly owned subsidiary of D.A. Davidson Companies, a financial services holding company. D.A. Davidson Companies’ other subsidiaries, known as “Related Persons,” are D.A. Davidson Trust Services, Inc., a non-depository trust company, Davidson Investment Advisors, Inc., a federally registered investment adviser, and D.A. Davidson Trust Company (“Davidson Trust”), a federally chartered savings bank. Broker-Dealer Services. D.A. Davidson is registered as both a broker-dealer and investment adviser. Financial Advisors engaged in providing advisory services are registered as investment adviser representatives in each state where such registration is required. Many D.A. Davidson Financial Advisors are also registered representatives of D.A. Davidson in its capacity as a broker-dealer. When acting as a broker-dealer, Financial Advisors provide brokerage and related services to retail and institutional clients, including in relation to the purchase and sale of individual stocks, fixed income securities, mutual funds, private investment funds, life insurance policies and annuities, and other products. These broker-dealer recommendations and any subsequent implementation are separate and distinct from the Research Services summarized in this Equity Research Services Brochure. See the D.A. Davidson Regulation Best Interest Disclosure at dadavidson.com/Disclosures for more information about D.A. Davidson brokerage services. D.A. Davidson Trust Services, Inc. (“DADTS”). DADTS is a non-depository trust company chartered in New Hampshire which acts as the custodian for D.A. Davidson client assets maintained in IRA and 403(b) accounts. D.A. Davidson provides DADTS with supporting administrative, recordkeeping and reporting services as the client’s broker-dealer. Davidson Investment Advisors (“DIA”). Financial Advisors may refer clients that meet certain minimum account size requirements to DIA in its capacity as an investment adviser. When D.A. Davidson Financial Advisors refer clients to DIA to manage assets in its capacity as an independent investment adviser, a portion of the fees that clients pay to DIA (typically, 20%-60%, with the average being 43%) are taken into account when determining the Financial Advisor’s compensation. Clients do not pay more for our affiliates’ services as a result of the referral from client’s Financial Advisor. Financial Advisors may also recommend DIA as an investment manager in certain wrap fee programs, as described in the D.A. Davidson Wrap Fee Brochure. DIA also creates certain model portfolios for D.A. Davidson’s use in certain wrap fee programs, as described in the D.A. Davidson Wrap Fee Brochure In addition, D.A. Davidson serves as the broker-dealer for some DIA clients. D.A. Davidson or its affiliate also serve as custodian for some DIA clients. 9  Davidson Trust Company (“DTC”). Financial Advisors may also refer clients to DTC to provide professional trust administration services, including recordkeeping, income distribution, bill paying, and general account administration. For making the referral, a portion of the fees that clients pay to DTC (50%) are taken into account when determining the Financial Advisor’s compensation and those funds also generate payment at a 50% rate on their compensation grid, which may be higher than the rate for which they otherwise may have qualified. This fee sharing arrangement will not result in any increased charges to the client. Neither D.A. Davidson nor any Financial Advisor will provide trust support services for DTC as a result of the referral. In addition, DTC may elect to hire DIA or a D.A. Davidson Financial Advisor as the investment adviser for certain client accounts over which DTC has investment discretion. DTC shares a portion of its investment management fee with DIA for providing investment advisory services. D.A. Davidson Paragon Managers are paid at a 50% rate on their compensation grid as outlined above. This fee sharing arrangement creates a conflict of interest for D.A. Davidson, its Financial Advisors, and DTC because the total account administration and investment management fee is divided among DTC, the referring Financial Advisor, the investment adviser (i.e., D.A. Davidson or DIA), and D.A. Davidson Companies. However, when D.A. Davidson or DIA serve as the investment adviser for a DTC account, the total account fee for administrative and investment advisory services will be equal to or less than the total fees if the services were provided separately. DTC may also administer accounts over which it does not have investment discretion. In such instances, the client may independently choose to hire a D.A. Davidson-related Paragon Manager to provide investment advisory services to the account. In these arrangements, the total fee to the client will include separate charges by DTC for account administration and by D.A. Davidson for investment advisory services. Outside Business Activities. Some D.A. Davidson Financial Advisors have been approved to conduct business activities that compete for their time, outside the scope of their duties with D.A. Davidson. If a client’s Financial Advisor engages in any outside business activities, these activities can create an incentive for the Financial Advisor to spend more time on the outside business activity rather than on their relationships with clients. All employees are required to obtain approval from their supervisor prior to engaging in such activities to help ensure the activity does not conflict with their D.A. Davidson duties. In addition, any investment related activities or activities that provide a substantial source of the Financial Advisor’s income or involve a substantial amount of the Financial Advisor’s time must be disclosed in their Form ADV 2B Supplemental Brochure. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Other Conflicts of Interest D.A. Davidson is a diversified financial services company that directly or through affiliates provides a wide variety of investment banking, securities, wealth management and other investment-related services to a broad array of clients. These relationships could give rise to potential conflicts of interest. Potential conflicts of interest for the Equity Research Program can include, but are not limited to the following: • when a research analyst or a member of the research analyst’s household has a financial interest in the debt or equity securities of the subject company (including, without limitation, whether it consists of any option, right, warrant, future, long or short position); • when D.A. Davidson or its affiliates beneficially own any class of common equity securities of the subject company; • when D.A. Davidson or any of its officers own options, rights or warrants to purchase any of the securities of the subject company, unless the extent of such ownership is nominal; • when a research analyst received compensation that is based upon (among other factors) D.A. Davidson’s investment banking revenues; or from the subject company in the past 12 months (D.A. Davidson does not compensate research analysts based on specific investment banking transaction); • when D.A. Davidson or its affiliates: o managed or co-managed a public offering of securities for the subject company in the past 12 months; received compensation for investment banking services from the subject company unless such o disclosure would reveal material non-public information regarding specific future potential investment banking transactions of the subject company; or o expects to receive or intends to seek compensation for investment banking services from the subject company unless such disclosure would reveal material non-public information regarding specific future potential investment banking transactions of the subject company; • when, as of the end of the month immediately preceding the date of publication of a research report (or the end of the second most recent month if the publication date is less than 30 calendar days after the end of the most recent month), or to the extent the research analyst or an employee of the firm with the ability to influence 10  the substance of the Research Report knows: o D.A. Davidson received any compensation for products or services other than investment banking services from the subject company in the past 12 months; or o The subject company currently is, or during the 12-month period preceding the date of distribution of the research report was, a client of D.A. Davidson. In such cases, the research report must disclose whether the types of services provided to the subject company were investment banking services, non-investment banking securities-related services, or non-securities services. This disclosure need not be made if such disclosure would reveal material non-public information regarding specific future potential investment banking transactions of the subject company; • when, to the extent the research analyst or an employee of the firm with the ability to influence the substance of a research report knows or has reason to know, an affiliate of D.A. Davidson, received any compensation for products or services other than investment banking services from the subject company in the past 12 months. In such cases, the research analyst or employee shall report that knowledge to the Legal Department or Compliance Department. No further research reports shall be issued until adequate disclosures are included with the research report. For purposes of this potential risk factor, the “knows or has reason to know” language is intended to require disclosure of those material conflicts of interest of which the research analyst has actual knowledge, as well as those conflicts that should be reasonably discovered in the ordinary course of business. It does not impose a duty on a research analyst to inquire concerning confidential, non-public material information protected by D.A. Davidson’s information barrier procedures; • when the research analyst or member of a research analyst’s household serves as an officer, director or advisory board member of the subject company, or if an officer or director of D.A. Davidson is a director of a corporation whose security is being recommended; • when D.A. Davidson was making a market in the subject company’s securities at the time that the research report was published; and • any other actual, material conflict of interest of the research analyst or D.A. Davidson of which the research analyst knows or has reason to know at the time of publication of the research report or at the time of the public appearance. As noted elsewhere in this Equity Research Services Brochure, D.A. Davidson offers to institutional and retail clients other investment products and services, including, without limitation, investment management and other products and services that are investment advisory in nature, and which are not described in this document. These investment products and services are sources of additional compensation to the Firm. However, it is not a condition or a requirement for Clients subscribing for Equity Research Services to accept such services from D.A. Davidson or from any affiliate of D.A. Davidson. Trading Restrictions; Material Non-Public Information D.A. Davidson and its affiliates, by reason of its and their respective broker-dealer and investment management activities, may from time to time acquire information deemed confidential, material and nonpublic, about companies or other entities and their securities. Under these circumstances, D.A. Davidson (and one or more of its affiliates) will be prohibited by applicable law or agreements from disclosing such information to Clients or acting upon such information. In this sense, these other broker-dealer and investment management activities present a potential conflict of interest because such activities may limit D.A. Davidson’s ability to provide the Equity Research Services. Code of Ethics and Personal Trading D.A. Davidson has adopted a Code of Ethics (the “Code”), which sets forth the standards of business conduct required of its employees, including compliance with applicable federal securities laws. The Code applies to D.A. Davidson officers, directors and employees involved in the Firm’s investment advisory business (“supervised persons”) and employees providing, or supporting the provision of, investment advice to clients (“access persons”). Among other provisions, the Code outlines the Firm’s fiduciary responsibilities when interacting with clients, governs personal securities trading by supervised persons and designated access persons, and strictly prohibits insider trading and other forms of unethical business conduct. The Code is based upon the principle that D.A. Davidson owes fiduciary duties of loyalty and care to D.A. Davidson’s advisory clients. These duties require the Firm, and certain of its supervised persons (“access persons”), to: provide investment advice in the client’s best interest; seek to obtain best execution of securities transactions in client accounts; and have a reasonable, independent basis for investment recommendations. D.A. Davidson access persons must also conduct their affairs, including when purchasing and selling securities in their personal securities accounts, in such a manner as to avoid: (i) placing their own personal interests ahead of client interests; (ii) taking inappropriate advantage of their position with the Firm; and (iii) creating any potential or actual conflicts of interest, or otherwise abusing their position of trust and responsibility. The Code prohibits Financial Advisors from placing personal transactions ahead of client transactions in the same security on the same day as they are placing a trade in a client’s account. An exception to this policy is permitted when the access person’s 11  account is managed in the same manner as other client accounts and does not result in a more favorable price to the access person. Clients may request a copy of the Code of Ethics by calling D.A. Davidson at 406-727-4200 or 800-332-5915. D.A. Davidson has also implemented certain policies and procedures relating to D.A. Davidson’s and its associates’ trading activities that are designed to prevent them from improperly benefiting from the Equity Research Services. In addition, D.A. Davidson’s Compliance Department monitors the personal trading activities of all the Firm’s associates providing the Equity Research Services. Item 12 Brokerage Practices Providing Equity Research Services to a Client does not require that D.A. Davidson make investment decisions for, or execute securities transactions on behalf of, such Client’s account. Item 13 Review of Accounts A Client is not required to open an account with D.A. Davidson to subscribe for and receive Equity Research Services. In addition, providing Equity Research Services to a Client does not require that D.A. Davidson execute securities transactions for or on behalf of such Client, manage such Client’s account(s), or provide personalized investment advice customized to or based on such Client’s financial profile, investment objective(s) or existing portfolio(s). Accordingly, providing Equity Research Services to a Client does not require that D.A. Davidson at any point review such Client’s account. Item 14 Client Referrals and Other Compensation D.A. Davidson does not compensate any person for referring a Client that subscribes for Equity Research Services. As discussed above, the broader compensation pool for the Institutional Research department is funded in part by the Firm’s receipt of Research Fees, revenue from activities conducted and overseen by D.A. Davidson’s Equity Capital Markets department, and D.A. Davidson’s overall revenue, including, without limitation, brokerage commissions. Clients receiving Equity Research Services have the option to obtain brokerage services and other investment advisory services through broker-dealers and investment advisers not affiliated with D.A. Davidson. Item 15 Custody D.A. Davidson does not have custody of client funds or securities in connection with providing Equity Research Services. Item 16 Investment Discretion D.A. Davidson does not have or exercise discretionary authority to buy or sell securities for such Client’s account when providing Equity Research Services. Item 17 Voting Client Securities Providing Equity Research Services to a Client does not authorize D.A. Davidson to vote proxies in connection with any securities owned by such Client. Item 18 Financial Information D.A. Davidson is not aware of any financial condition that is reasonably likely to impair the Firm’s ability to meet its contractual obligations to its Clients, nor has it been the subject of a bankruptcy petition at any time during the past ten years. 12