Evercore Wealth Management, LLC

EvERCORE Wealth Management THE NEW STANDARD IN WEALTH MANAGEMENT Part 2A of Form ADV: Firm Brochure Part 2A of Form ADV: Firm Brochure 55 East 52 nd Street, 23 rd Floor 55 East 52 nd Street, 23 rd Floor New York, NY 10055 New York, NY 10055 Tel: (212) 822-7620 Tel: (212) 822 -7620 www.evercorewealthandtrust.com www.evercorewealthandtrust.com March 2026 March 2026 of this brochure, please contact us at Registration as an investment adviser This brochure provides information about the qualifications and business practices of This brochure provides information about the qualifications and business practices of Evercore Wealth Management, LLC ("Evercore Wealth" or the "Firm'1- If you have any Evercore Wealth Management, LLC (“Evercore Wealth ” or the “Firm ”). If you have any questions about the contents of this brochure, please contact us at (212) 822-7620 questions about the contents (212) 822 -7620 and/or at wealthmanagement@evercore.com . The information in this brochure has not and/or at wealthmanagement@evercore.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission 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 (the “SEC”) or by any state securities authority. does not imply a certain level of skill or training. does not imply a certain level of skill or training. the Firm is also available on the SEC ’s website at Additional information about the Firm is also available on the SEC's website at: Additional information about : www.adviserinfo.sec.gov. www.adviserinfo.sec.gov . 1  Item 2: Item 2: Material Changes Material Changes Evercore Wealth Management, LLC's ("Evercore Wealth" or the "Firm") most recent Evercore Wealth Management, LLC’s (“ Evercore Wealth ” or the “ Firm ”) most recent update to its brochure was made in March 2025. Evercore Wealth's business activities update to its brochure was made in March 2025. Evercore Wealth ’s business activities have not changed materially since the time of that update. . have not changed materially since the time of that update language and updated metrics, the following In addition to non-material clarifying Language and updated metrics, the following In addition to non -mate rial clarifying updates were made to this version of the brochure: : updates were made to this version of the brochure • Update d to reflect that Evercore Wealth is the investment advisor to the Updated to reflect that Evercore Wealth is the investment advisor to the Evercore Wealth Management Private Equity Access, I, LP., (the "EWM Private Evercore Wealth Management Private Equity Access, I, L.P., (the “EWM Private Fund") a private equity fund sponsored by Capital Integration Systems LLC Fund”) a private equity fund sponsored by Capital Integration Systems LLC ("CAIS") and to discuss the fee arrangements, describe how the EWM Private Fund (“CAIS”) and to discuss the fee arrangements , describ e how the EWM Private Fund may invest it's assets, and explain that Evercore Wealth employees may invest in may invest it ’s assets , and explain that Evercore Wealth empl oyees may invest in the EWM Private Fund. (Items 4, 5, 7, 10 and 11) the EWM Private Fund. (Items 4, 5 , 7, 10 and 11) • Updated to reflect how Evercore Wealth compensates its affiliates for certain through Commission Sharing Arrangements whereby soft -party broker -dealers are used to pay for Updated to reflect how Evercore Wealth compensates its affiliates for certain services, including through Commission Sharing Arrangements whereby soft services , including dollars generated by unaffiliated third-party broker-dealers are used to pay for dollars generated by unaffiliated third an affiliated broker-dealer's research reports. (Items 5, 11 and 12). an affiliated broker . (Items 5, 11 and 12). -dealer’s research reports Item 3: Item 3: Table of Contents Table of Contents ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ ................................ Item 2: Material Changes ........................................................................................................................ 2 Material Changes ................................ Item 2: ........................ 2 Table of Contents ........................................................................................................................ 2 Item 3: Table of Contents ................................ Item 3: ........................ 2 Advisory and Wealth Management Business ............................................................... 3 Item 4: Item 4: 3 ............................... Advisory and Wealth Management Business Fees and Compensation .......................................................................................................... 4 Item 5: Fees and Compensation ................................ Item 5: .......... 4 Performance-Based Fees and Side-By-Side Management .................................... 7 Item 6: Performance -Based Fees and Side -By-Side Management ................................ Item 6: .... 7 Types of Clients ............................................................................................................................ 8 Item 7: Item 7: ............................ 8 Types of Clients ................................ Methods of Analysis, Investment Strategies, and Risk of Loss ............................ 8 Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss Item 8: 8 ............................ Disciplinary lnformation ....................................................................................................... 11 Item 9: Disciplinary Information ................................ Item 9: ....... 11 Other Financial Industry Activities and Affiliations ............................................... 12 Item 10: Item 10: Other Financial Industry Activities and Affiliations ............... 12 Code of Ethics, Participation or Interest in Client Transactions, and Item 11: Code of Ethics, Participation or Interest in Client Transactions, and Item 11: Personal Trading .................................................................................................................................................. 13 Personal Trading ................................ ................................ .................. 13 ................................ Brokerage Practices ................................................................................................................ 15 Item 12: Brokerage Practices ................................ Item 12: ................ 15 ................................ Review of Accounts ................................................................................................................. 21 Item 13: ................. 21 ................................ Review of Accounts ................................ Item 13: Client Referrals and Other Compensation ................................................................. 21 Item 14: Client Referrals and Other Compensation Item 14: ................................ . 21 Custody .......................................................................................................................................... 21 Item 15: Custody ................................ Item 15: .......... 21 ................................ Investment Discretion ............................................................................................................ 22 Item 16: ............ 22 Investment Discretion ................................ Item 16: Voting Client Securities ......................................................................................................... 22 Item 17: Voting Client Securities Item 17: ......... 22 Financial Information ............................................................................................................. 23 Item 18: ............. 23 Financial Information ................................ Item 18: ................................ ................................ 2  Item 4: Item 4: Advisory and Wealth Management Business Advisory and Wealth Management Business and financial significance to boards of directors, management , including mergers and acquisitions, strategic shareholder , equity sales and agency trading investors through Evercore Wealth and Evercore Evercore Wealth was founded in September 2008 and is majority owned by Evercore Evercore Wealth was founded in September 2008 and is majority owned by Evercore Partners Services East LLC. an indirect subsidiary of Evercore Inc. ("Evercore"). Evercore Partners Services East LLC, an indirect subsidiary of Evercore Inc. (“Evercore”). Evercore is a publicly-traded investment banking advisory firm (NYSE:EVR) which provides advice is a publicly -traded investment banking advisory firm (NYSE:EVR) which provides advice on matters of strategic and financial significance to boards of directors, management on matters of strategic teams and shareholders, including mergers and acquisitions, strategic shareholder teams and shareholders advisory, restructurings and capital structure. Evercore also assists clients in raising advisory, restructurings and capital structure. Evercore also assists clients in raisi ng public and private capital, delivers equity research, equity sales and agency trading public and private capital , delivers equity research execution, in addition to providing wealth and investment management services to execution , in addition to providing wealth and investment management services to high-net-worth and institutional investors through Evercore Wealth and Evercore high -net-worth and institutional Wealth's affiliates. Wealth’s affiliates. and other private clients, financial planning, investment consulting Evercore Wealth serves high net worth multi-generational families, executives, business Evercore Wealth serves high net worth multi -generational families, executives, business owners, foundations, endowments, and other private clients, delivering customized owners, foundations, endowments, delivering customized strategic wealth planning, investment management, and, through its affiliate Evercore strategic wealth planning, investment management, and , through its affiliate Evercore Trust Company, N.A., trust and custody services. Evercore Wealth provides discretionary Trust Company, N.A., trust and custody services. Evercore Wealth provides discretionary and non-discretionary investment advisory services to individuals and institutional and non -discretionary investment advisory services to individuals and institutional clients and also provides financial planning, investment consulting and educational clients and also provides and educational services with respect to asset allocation, portfolio diversification, portfolio risk, and services with respect to asset allocation, portfolio diversification, portfolio risk, and other general economic and financial topics. other general economic and financial topics. In addition to the services provided to high net worth clients, Evercore Wealth also In addition to the services provided to high net worth clients, Evercore Wealth also provides investment advisory services to a registered investment company, the Evercore to a registered investment company , the Evercore provides investment advisory services Equity Fund ("EWMCX"), a private equity fund, the Evercore Wealth Management Private Equity Fund (“EWMCX”) , a private equity fund, the Evercore Wealth Management Private Equity Access I, LP., (the "EWM Private Fund") sponsored by Capital Integration Systems, Equity Access I, L.P., (the “EWM Private Fund ”) sponsored b y Capital Integrati on Systems, LLC or CAIS, and investment sub-advisory services to an insurance dedicated fund, the LLC or CAIS , and investment sub -advisory services to an insurance dedicated fund, the SALi Multi-Series Fund, L.P. SALI Multi -Series Fund, L.P. equity portfolio to another financial institution . The model provided to this institution uses the Evercore Wealth provides a model equity portfolio to another financial institution, Evercore Wealth provides a model , which is a registered investment advisor. The model provided to this institution uses the which is a registered investment advisor same strategy used for the EWM Partner Investments LLC account, which is described in same strateg y used for the EWM Partner Investments LLC account , which is described in Item 6 of this brochure. The financial institution that uses the model equity portfolio equity portfolio Item 6 of this brochure . The financial institution that uses the model does so at their own discretion; Evercore Wealth does not execute or facilitate any does so at their own discretion; Evercore Wealth does not execute or facilitate any trading in relation to providing the model or for the financial institution's underlying trading in relation to providing the model or for the financial institution’s underlying accounts, nor does Evercore Wealth have any knowledge about the other financial accounts, nor does Evercore Wealth have any knowledge about the other financial institution's clients. institution’s clients. in equities and fixed income third-party Evercore Wealth's client accounts are invested primarily in equities and fixed income Evercore Wealth’s c lient accounts are invested primarily securities managed by Evercore Wealth, mutual funds managed by Evercore Wealth securities managed by Evercore Wealth, mutual funds managed by Evercore Wealth funds, alternative investment managers, and exchange-traded and and third -party investment managers, and exchange -traded funds, alternative investments, cash-equivalent instruments, and strategies and investment portfolios investments, cash -equivalent instruments , and strategies and investment portfolios managed by third-party investment managers. . managed by third -party investment managers 3  Investment advisory services are guided by the objectives and restrictions outlined in the objectives and restrictions outlined in Investment advisory services are guided by each client's Investment Management Agreement (the "Agreement") and/ or Investment each client ’s Investment Management Agreement (the “Agreement”) and / or Investment Policy Statement. Clients have the ability to restrict investment in certain securities or Policy Statement. Clients have the ability to restrict investment in certain securities or types of securities in their account, as well as to provide guidance and direction with types of securities in their account, as well as to provide guidance and direction with respect to the securities maintained, purchased and sold in their account. respect to the securities maintained, purchased and sold in their account. , Evercore Wealth may recommend pooled investment , private equity funds, . Third -party investment managers recommended to the assets held in that portion of the client ’s account or otherwise exercise trading reserves the authority to hire or terminate For certain client accounts, Evercore Wealth may recommend pooled investment For certain client accounts vehicles, such as hedge funds, private equity funds, limited partnerships, or one or more vehicles, such as hedge funds limited partnerships, or one or m ore third-party investment managers. Third-party investment managers recommended to third -party investment managers clients will have full investment discretion and trading authority over that portion of a clients will have full investment discretion and trading authority over that portion of a client's account and shall have sole responsibility for the implementation of the third the third - client’s account and shall have sole responsibility for the implementation of party strategy's investment objectives. With respect to the assets held in portfolios party strategy’s investment objectives . With respect to portfolios managed by third-party investment managers, Evercore Wealth will not place orders managed by third -party investment managers , Evercore Wealth will not place orders for transactions in that portion of the client's account or otherwise exercise trading for transactions in authority over the third-party account. However, Evercore Wealth periodically monitors authority over the third -party account. However, Evercore Wealth periodically monitors the third-party investment managers and reserves the authority to hire or terminate the third -party investment managers and such managers. such managers. investment management . Such s ervices include , but are not limited to, divorce planning, college planning, provided as a stand -alone service or as Evercore Wealth also provides an array of general personal financial planning services Evercore Wealth also provides a n array of general personal financial planning services in addition to investment management. Such services include, but are not limited to, in addition to retirement planning, financial planning, personal tax and cash flow planning, estate retirement planning, financial planning, personal tax and cash flow planning, estate planning, insurance planning, marriage and divorce planning, college planning, planning, insurance planning, marriage and compensation and benefits planning, and the preparation of financial analyses and compensation and benefits planning, and the preparation of financial analyses and personal financial statements reflecting net worth, cash flow, and income tax personal financial statements reflecting net worth, cash flow, and income tax projections. Financial planning services may be provided as a stand-alone service or as projections. Financial planning services may be part of the Firm's investment advisory services. part of the Firm ’s investment advisory services. As of December 31, 2025, Evercore Wealth managed a total of approximately $15.52 As of December 31, 2025, Evercore Wealth managed a total of approximately $15.52 billion, of which approximately $15.42 billion was managed on a discretionary basis and billion, of which approximately $15.42 billion was managed on a discretionary basis and approximately $91.02 million on a non-discretionary basis. approximately $91.02 million o n a non -discretionary basis. Item 5: Item 5: Fees and Compensation Fees and Compensation it provides , Evercore Wealth is compensated based The terms of each client’s fee schedule in the following month . However, some client s may have For the investment advisory services it provides, Evercore Wealth is compensated based For the investment advisory services on a percentage of assets under management. The terms of each client's fee schedule on a percentage of assets under management. are outlined in their Agreement. Fees are generally charged monthly in arrears based are outlined in their Agreement. Fees are generally charged monthly in arrears based on the prior month-end market value and are generally deducted directly from the on the prior month -end market value and are generally deducted directly from the client's custodial account in the following month. However, some clients may have client ’s custodial account other arrangements. For example, they may be billed for the fees incurred, charged fees other arrangements . For example, they may be billed for the fees incurred, charged fee s less frequently than monthly, in some cases may pay fees in advance, and in other cases less frequently than monthly , in some cases may pay fees in advance , and in other cases may be charged a flat or set fee. may be charged a flat or set fee . Investment advisory services begin with the effective date of the Agreement, which is Investment advisory services begin with the effective date of the Agreement, which is the date the client signs the Agreement. The first fee will be charged on a pro-rata basis The first fee will be charged on a pro -rata basis the date the client signs the Agreement. beginning on the date that the account is determined to be substantially funded. If that beginning on the date that the account is determined to be substantially funded. If that 4  Fees are charged according in the following month. negotiated as determined on a case -by-case basis type of assets under management, the date falls on the last two business days of the month, the first fee is generally charged generally charged date falls on the last two business days of the month, the first fee is as part of the regular billing cycle in the following month. Fees are charged according as part of the regular billing cycle to a tiered schedule and may be negotiated as determined on a case-by-case basis to a tiered schedule and may be based upon a number of factors, including the type of assets under management, the based upon a number of factors, including the services provided, and any restrictions on particular assets, or asset classes. services provided, and any restrictions on particular assets, or asset classes. standard investment management fee schedule Evercore Wealth's standard investment management fee schedule for separately Evercore Wealth’s for separately managed accounts is outlined below. managed account s is outlined below. Asset Value and Composition Asset Value and Composition Annual Fee Annual Fee For relationships up to $10,000,000 For relationships up to $10,000,000 1.00% 1.00% For relationships over $10,000,000, or for those relationships For relationships over $10,000,000, or for those relationships with at least $5 million of fixed income assets, a split fee with at least $5 million of fixed income assets, a split fee schedule applies schedule applies Fixed Income Assets: Fixed Income Assets: 0.35% on the first $10 million 0.35% on the first $10 million 0.25% on the balance 0.25% on the balance Growth Assets: Growth Assets: 1.00% on the first $10 million 1.00% on the first $10 million 0.75% on the next $10 million 0.75% on the next $10 million 0.60% on the balance 0.60% on the balance For example, accounts for which Evercore Wealth provides Fees may be negotiated with clients in Evercore Wealth's sole discretion. The agreed Fees may be negotiated with clients in Evercore Wealth’s sole discretion. The agreed upon investment management fee for any account may be higher or lower than the fees upon investment management fee for any account may be higher or lower than the fees reflected in the table above. For example, accounts for which Evercore Wealth provides reflected in the table above. investment advisory services as the result of a prior acquisition generally retain the fee investment advisory services as the result of a prior acquisition generally retain the fee schedule associated with their account at the time of the acquisition. schedule associated with their account at the time of the acquisition. Fees are calculated and paid in accordance with the fee schedule in effect for the Fees are calculated and paid in accordance with the fee schedule in effect for the account at the time of payment, as may be amended from time to time. Evercore Wealth account at the time of payment, as may be amended from time to time. Evercore Wealth may charge a minimum annual fee for services provided on any account. provided on any account . may charge a minimum annual fee for services and terminates the agreement Either Evercore Wealth or the client may terminate the Agreement at any time upon Either Evercore Wealth or the client may terminate the Agreement at any time upon written notice to the other party, subject to the terms of the Agreement. Clients are written notice to the other party, subject to the terms of the Agreement. Clients are responsible for paying for services rendered until the effective termination of the responsible for paying for services rendered until the effective termination of the Agreement. If the client has paid fees in advance and terminates the agreement, , Agreement. If the client has paid fees in advance Evercore Wealth will provide a pro -rated refund. Evercore Wealth will provide a pro-rated refund. . Evercore Wealth has As the investment adviser to EWMCX , Evercore Wealth receives a n annual investment As the investment adviser to EWMCX, Evercore Wealth receives an annual investment advisory fee of 0.75% of EWMCX’s assets under management advisory fee of 0.75% of EWMCX's assets under management. Evercore Wealth has contractually agreed with EWMCX to waive Evercore Wealth’s fees and/ or reimburse contractually agreed with EWMCX to waive Evercore Wealth's fees and/ or reimburse EWMCX for any expenses (excluding taxes, interest, brokerage fees, and extraordinary EWMCX for any expenses (excluding taxes, interest, brokerage fees, and extraordinary expenses) to the extent necessary to ensure that EWMCX's Total Annual Fund Operating expenses) to the extent necessary to ensure that EWMCX’s Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement do not exceed 1.00% of EW MCX’s Expenses After Fee Waiver/Expense Reimbursement do not exceed 1.00% of EWMCX's average daily net assets. This expense limitation agreement will continue in effect until average daily net assets. This expense limitation agreement will continue in effect until April 30, 20 27, with successive renewal terms of one year unless terminated by the April 30, 2027, with successive renewal terms of one year unless terminated by the EWMCX Board of Trustees prior to any such renewal. For fee reductions and/or expense EWMCX Board of Trustees prior to any such renewal. For fee reductions and/or expense 5  payments made in the prior three fiscal years, Evercore Wealth has the right to receive payments made in the prior three fiscal years, Evercore Wealth has the right to receive reimbursement provided that after giving effect to such reimbursement, Total Annual reimbursement provided that after giving effect to such reimbursement, Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement do not exceed Fund Operating Expenses After Fee Waiver/Expense Reimbursement do not exceed 1.00% of EWMCX's average daily net assets in the year of reimbursement. Clients should 1.00% o f EWMCX’s average daily net assets in the year of reimbursement. Clients should refer to the EWMCX prospectus for a complete description of all fees and expenses refer to the EWMCX prospectus for a complete description of all fees and expenses charged by EWMCX. charged by EWMCX. EWMCX , Evercore Wealth excludes the value of the Evercore Wealth’s investment management fee , it is possible that certain Evercore Wealth fees described on the standard investment management fee For Evercore Wealth client discretionary accounts that have all or a portion of their For Evercore Wealth client discretionary accounts that have all or a portion of their assets invested in EWMCX, Evercore Wealth excludes the value of the EWMCX assets invested in EWMCX investment from the calculation of Evercore Wealth's investment management fee. investment from the calculation of . However, because Evercore Wealth is unable to adjust the fee charged by EWMCX and CX and However, because Evercore Wealth is unable to adjust the fee charged by EWM paid by clients invested in EWMCX, it is possible that certain Evercore Wealth paid by clients invested in EWMCX relationships that hold EWMCX may pay higher or lower fees to EWMCX, an Evercore relationships that hold EWMCX may pay higher or lower fees to EWMCX , an Evercore Wealth affiliate, than those fees described on the standard investment management fee Wealth affiliate, than those schedule or otherwise negotiated by clients. schedule or otherwise negotiated by clients. the investment adviser to the EWM Private Fund invested on behalf of Evercore Wealth’s the calculation of Evercore Wealth’s Evercore Wealth does not receive a fee as the investment adviser to the EWM Private Evercore Wealth does not receive a fee as Fund for the portion of the EWM Private Fund invested on behalf of Evercore Wealth's Fund for the portion of the EWM Private clients. For the portion invested on behalf of former Evercore Wealth clients, Evercore clients. For the portion invested on behalf of former Evercore Wealth clients, Evercore Wealth receives an annual investment advisory fee of 1.00%. For Evercore Wealth client Wealth receives an annual investment advisory fee of 1.00%. For Evercore Wealth client accounts that have all or a portion of their assets invested in the EWM Private Fund, the the EWM Private Fund , the accounts that have all or a portion of their assets invested in value of the EWM Private Fund will be included in the calculation of Evercore Wealth's value of the EWM Private Fund will be included in investment management fee. investment management fee. Evercore Wealth , clients may be responsible for and fees and expenses charged by fees charged by -party managers . Account assets invested investment vehicles will be included in calculating the value of the fee Evercore Wealth charges for the In addition to the fees charged by Evercore Wealth, clients may be responsible for In addition to the fees charged by additional expenses, such as brokerage fees, commissions, mark-ups and mark-downs, additional expenses, such as brokerage fees, commissions, mark -ups and mark -downs, custody fees, tax preparation fees and fees and expenses charged by unaffiliated unaffiliated tax preparation fees custody fees, custodians, as well as investment management fees charged by third-party mutual custodians, as well as investment management third -party mutual funds, pooled investment vehicles, and third-party managers. Account assets invested funds, pooled investment vehicles, and third in these types of investment vehicles will be included in calculating the value of the in these types of account for purposes of computing the fee Evercore Wealth charges for the investment investment account for purposes of computing the advisory services it provides, and the same assets will also be subject to additional fees advisory services it provides, and the same assets will also be subject to additional fees and expenses, as set forth in the offering documents of those investment vehicles, and expenses, as set forth in the offering documents of those investment vehicles , including, for example, performance fees, if applicable. . including, for example, performance fees, if applicable -to-value assets, current price. Similarly, Evercore Wealth is lower than the current The current valuation of certain assets, such as unique and hard-to-value assets, The current valuation of certain assets, such as unique and hard alternative assets and certain pooled vehicles may be received by Evercore Wealth on alternative assets and certain pooled vehicles may be received by Evercore Wealth on a delayed basis, after the Firm calculates its investment advisory fee. In these cases, the a delayed basis, after the Firm calculates its investment advisory fee. In these cases, t he last available price or assigned value of the asset as reflected on Evercore Wealth's last available price or assigned value of the asset as reflected on Evercore Wealth’s systems at the time the fee is calculated will be used to calculate the market value for systems at the time the fee is calculated will be used to calculate the market value for fee purposes. In such cases, the valuation may fluctuate up or down between billing fee purposes. In such cases, the valuation may fluctuate up or down between bi lling periods and Evercore Wealth may benefit from the use of the last available price or periods and Evercore Wealth may benefit from the use of the last available price or assigned value when it is higher than the current price. Similarly, Evercore Wealth is assigned value when it is higher than the is disadvantaged when the last available price or assigned value is lower than the current disadvantaged when the last available price or assigned value price. price. 6  in client accounts. to an advisory board for a Limited Partnership fund that Evercore Evercore Wealth and its employees do not receive any compensation or consideration Evercore Wealth and its employees do not receive any compensation or consideration from third-party or non-proprietary investment managers related to recommending or from third -party or non -proprietary investment managers related to recommending or employing their services in client accounts. Employees may occasionally be appointed employing their services Employees may occasionally be appointed on a volunteer basis to an advisory board for a Limited Partnership fund that Evercore on a volunteer basis Wealth recommends for clients and in which Evercore Wealth clients are invested. In Wealth recommends for clients and in which Evercore Wealth clients are invested. In those cases, the Limited Partnership fund may pay certain incidental expenses to or on those cases, the Limited Partnership fund may pay certain incidental expenses to or on behalf of the employee that are related to the employee's service on the advisory board. behalf of the employee that are related to the employee’s service on the advisory board. Financial planning services are generally included in the investment advisory services Financial planning services are generally included in the investment advisory services provided to clients. However, in cases where financial planning services are being provided to clients. However, in cases where financial planning services are being provided on a stand-alone basis, such fees are negotiated on a case-by-case basis and provided on a stand -alone basis, such fees are negotiat ed on a case -by-case basis and shall be mutually agreed upon by the client and Evercore Wealth. shall be mutually agreed upon by the client and Evercore Wealth . Employees of Evercore Wealth and its affiliates who maintain accounts with Evercore Employees of Evercore Wealth and its affiliates who maintain accounts with Evercore Wealth for investment advisory services are offered discounted fees, and in some cases Wealth for investment advisory services are offered discounted fees , and in some cases are not charged a fee. are not charged a fee . its affiliates for certain services (e.g. infrastructure arrangements, trust services) , or through Commission Sharing Arrangements unaffiliated third -party broker -dealers are used to -dealer’s research report s. Additional information about through an Evercore Wealth compensates Evercore Wealth compensates its affiliates for certain services through an intercompany arrangement (e.g. infrastructure arrangements, trust services), by direct intercompany arrangement , by direct payment (e.g., for research reports), or through Commission Sharing Arrangements payment (e.g., for research reports) whereby soft dollars generated by unaffiliated third-party broker-dealers are used to whereby soft dollars generated by pay for an affiliated broker-dealer's research reports. Additional information about pay for an affiliated broker intercompany arrangements may be found in Item 10 of this brochure. intercompany arrangements may be found in Item 10 of this brochure. Additional information about brokerage practices may be found in Item 12 of this Additional information about brokerage practices may be found in Item 12 of this brochure. brochure. Item 6: Item 6: Performance-Based Fees and Side-By-Side Management Performance -Based Fees and Side -By-Side Management Evercore Wealth does not charge performance-based fees. Evercore Wealth does not charge performance -based fees. partners through EWM Partner Investments LLC for which no has serve d as the representative performance of the Firm’s Core Equity Evercore Wealth maintains a discretionary investment advisory account for certain of Evercore Wealth maintains a discretionary investment advisory account for certain of Evercore Wealth's partners through EWM Partner Investments LLC for which no Evercore Wealth’s investment management fee is charged. This account has served as the representative investment management fee is charged. This account account used for advertising and marketing the performance of the Firm's Core Equity account used for advertising and marketing the Strategy since its inception on February 3, 2009. . Strategy since its inception on February 3, 2009 and non -discretionary for which either no investment management Evercore Wealth maintains discretionary and non-discretionary investment advisory Evercore Wealth maintains discretionary investment advisory accounts for its affiliates Evercore Partners Services East, LLC, Evercore Group, LLC and accounts for its affiliates Evercore Partners Services East, LLC , Evercore Group, LLC and Evercore Trust Company, N.A. for which either no investment management fee is fee is Evercore Trust Company, N.A. charged, or a discounted fee applies. charged , or a discounted fee applies. Evercore Wealth provides investment advisory services for employees of Evercore Evercore Wealth provides investment advisory services for employees of Evercore Wealth and their families and/or employees of its affiliates and their families for which for which Wealth and their families and/or employees of its affiliates and their families a discounted fee may apply. Certain employees may, in their capacity as portfolio a discounted fee may apply. Certain employees may, in their capacity as portfolio 7  Evercore Wealth employee accounts , or accounts for including those for other Evercore Wealth In some cases, Evercore Wealth employees securities, funds, pooled investment vehicles, and investment strategies that are also manager, manage other Evercore Wealth employee accounts, or accounts for manager, manage other employees of Evercore Wealth's affiliates, including those for other Evercore Wealth employees of Evercore Wealth’s affiliates, portfolio managers on a discretionary basis. In some cases, Evercore Wealth employees portfolio managers on a discretionary basis. may invest in or maintain an interest in securities, funds, pooled investment vehicles, may invest in or maintain an interest in limited partnerships or limited offerings and investment strategies that are also limited partnerships or limited offerings selected and recommended to clients. selected and recommended to clients. in, on a client’s behalf , pooled investment rtnerships or limited offerings which may be subject to a third -party investment adviser , which is in Evercore Wealth may recommend or invest in, on a client's behalf, pooled investment Evercore Wealth may recommend or invest limited partnerships or limited offerings which may be subject to vehicles, vehicles, limited pa performance-based fees payable to a third-party investment adviser, which is in performance –based fees payable to addition to Evercore Wealth's investment management fee. If applicable, any such fees addition to Evercore Wealth’s investment management fee . If applicable , any such fees and expenses are set forth in the offering documents of those investment vehicles. and expenses are set forth in the offering documents of those investment vehicles . Item 7: Item 7: Types of Clients Types of Clients -discretionary , insurance companies, trust companies, and other legal Evercore Wealth serves as the Evercore Wealth provides discretionary and non-discretionary investment advisory, Evercore Wealth provides discretionary and non investment advisory , financial planning and investment consulting services to high-net-worth individuals and financial planning and investment consulting services to high -net-worth individuals and associated trusts, estates, pension and profit-sharing plans, endowments, foundations, associated trusts, estates, pension and profit -sharing plans, endowments, foundations, charitable organizations, insurance companies, trust companies, and other legal charitable organizations entities, including affiliated entities. In addition, Evercore Wealth serves as the . In addition, entities , including affiliated entities investment adviser to a registered investment company, EWMCX, a private equity fund, investment adviser to a registered investment compan y, EWMCX , a private equity fund, the EWM Private Fund, and provides investment sub-advisory services to an insurance the EWM Private Fund , and provides investment sub -advisory services to an insurance dedicated fund, the SALi Multi-Series Fund, LP. as described in Item 4 of this brochure. -Series Fund, L.P. as described in Item 4 of this brochure. dedicated fund, the SALI Multi of this brochure . The financial As described in Item 4 above, Evercore Wealth also provides a model equity portfolio As described in Item 4 above, Evercore Wealth also provides a model equity portfolio for another financial institution, which is a registered investment advisor. The model for another financia l institution, which is a registered investment advisor. The model provided to this institution uses the same strategy used for the EWM Partner provided to this institution uses the same strategy used for the EWM Partner Investments LLC account, which is described in Item 6 of this brochure. The financial Investments LLC account, which is described in Item 6 institution that uses the model equity portfolio does so at their own discretion; Evercore institution that uses the model equity portfolio does so at their own discretion; Evercore Wealth does not execute or facilitate any trading in relation to providing the model or providing the model or Wealth does not execute or facilitate any trading in relation to for the underlying accounts, nor does Evercore Wealth have any knowledge about the for the underlying accounts, nor does Evercore Wealth have any knowledge about the other financial institution's clients. other financial institution’s clients. ERISA ”) and the Internal When EWM provides investment advice regarding retirement plan accounts or s or When EWM provides investment advice regarding retirement plan account Individual Retirement Accounts, EWM is a fiduciary within the meaning of Title I of the Individual Retirement Accounts , EWM is a fiduciary with in the meaning of Title I of the Employee Retirement Income Security Act as amended ("ERISA") and the Internal Employee Retirement Income Security Act as amended (“ Revenue Code as applicable, which are laws governing retirement accounts. Revenue Code as applicable, which are laws governing retirement accounts. Item 8: Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss Methods of Analysis, Investment Strategies, and Risk of Loss Evercore Wealth's investment approach starts with an understanding of each client's Evercore Wealth ’s investment approach starts with an understanding of each client ’s investment objectives, goals and constraints within the context of the client's family, investment objectives , goals and constraints within the context of the client’s family , lifestyle, business, and philanthropic commitments, as applicable. From there, Evercore , as applicable . From there, Evercore lifestyle, business, and philanthropic commitments Wealth seeks to build customized and diversified portfolios. In doing so, client assets Wealth seeks to build customized and diversified portfolios. In doing so, client assets are allocated among various proprietary and non-proprietary fixed income, equity and proprietary and non -proprietary fixed income, equity and are allocated among various 8  -party exchange -traded funds, alternative investments, balanced strategies, as well as various investment vehicles, such as proprietary and non - balanced strategies , as well as various investment vehicles, such as proprietary and non proprietary mutual funds, third-party exchange-traded funds, alternative investments, proprietary mutual funds, third cash-equivalent instruments, investment strategies and investment portfolios. cash -equivalent instruments, investment strategies and investment portfolios. Clients have the ability to restrict investment in certain securities or types of securities Clients have the ability to restrict investment in certain securities or types of securities in their account, as well as to provide guidance and direction with respect to the in their account, as well as to provide guidance and direction with respect to th e securities maintained, purchased and sold in their account. securities maintained, purchased and sold in their account. fixed income portfolio s with a focus on tax Evercore Wealth's fixed income investment team seeks to provide clients with a steady Evercore Wealth’s fixed income investment team seeks to provide clients with a steady income stream while preserving principal. Evercore Wealth seeks to maximize portfolio Evercore Wealth seeks to maximize portfolio income stream while preserving principal. returns by creating fixed income portfolios with a focus on tax-considerations and -considerations and returns by creating specific client objectives. The approach is backed by fundamental economic and specific client objectives. The approach is backed by fundamental economic and technical market analysis, as well as specific security analysis. technical market analysis, as well as specific security analysis. Evercore Wealth emphasizes a team approach For equity investment management, Evercore Wealth emphasizes a team approach For equity investment management, drawing on the experience of its investment professionals. Evercore Wealth seeks to drawing on the experience o Evercore Wealth seeks to f its investment professionals. generate long-term returns and capital appreciation by investing in the large, small and , small and generate long -term returns and capital appreciation by investing in the large mid-capitalization stocks of domestic, foreign, and global businesses. mid -capitalization stocks of domestic, foreign, and global businesses. recommended for client accounts and e Evercore Wealth conducts fundamental analysis on the securities, investment vehicles Evercore Wealth conducts fundamental analysis on the securities , investment vehicles and third-party investment managers recommended for client accounts and each such ach such and third -party investment managers potential holding is analyzed to understand the business fundamentals and expected potential holding is analyzed to understand the business fundamentals and expected value drivers, while also considering the macroeconomic environment. value drivers, while also considering the macroeconomic environment. -party investment client assets in any investment advisory services and specific needs, objectives, investment guidelines . In some cases, there may be From time to time, Evercore Wealth may evaluate certain third-party investment From time to time, Evercore Wealth may evaluate certain third opportunities for its clients that are sourced through its affiliate, Evercore Group, L.L.C. opportunities for its clients that are sourced through its affiliate, Evercore Group, L.L.C. ("EVR") or through clients. Should Evercore Wealth decide to invest client assets in any (“EVR”) or through clients . Should Evercore Wealth decide to invest such opportunity where EVR or the referring client may receive a benefit, Evercore such opportunit y where EVR or the referring client may receive a benefit , Evercore Wealth will notify affected clients of any conflicts of interest inherent in the transaction. Wealth will notify affected clients of any conflicts of interest inherent in the transaction. Evercore Wealth seeks to provide customized investment advisory services based on Evercore Wealth seeks to provide customized based on each client's individual and specific needs, objectives, investment guidelines and and each client’s individual restrictions, which may be adjusted to market or client circumstances. Evercore Wealth restrictions , which may be adjusted to market or client circumstances . Evercore Wealth may make investment decisions for its clients that are different from or inconsistent may make investment decisions for its clients that are different from or inconsistent with decisions made for other similarly situated clients. In some cases, there may be with decisions made for other similarly situated clients concentrations of investments. concentrations of investments. Depending on conditions and trends There are limitations inherent in describing any investment strategy due to its There are limitations inherent in describing any investment strategy due to its complexity, confidentiality and indefinite nature. Depending on conditions and trends complexity, confidentiality and indefinite nature. in securities markets, changes in relevant economic, Legal and political circumstances in securities markets , changes in relevant economic, legal and political circumstances and in the economy generally, Evercore Wealth may pursue any objective or use any Evercore Wealth may pursue any objective or use any and in the economy generally, technique that it considers appropriate and in the clients' interests. technique that it considers appropriate and in the clients’ interests. ould be prepared to bear. In Investing in securities addition, investment Evercore Wealth does not guarantee investment performance. Investing in securities Evercore Wealth does not guarantee investment performance. involves risk of loss, which clients should be prepared to bear. In addition, investment involves risk of loss, which clients sh performance could be hurt by a number of different market risks, including, but not performance could be hurt by a number of different market risks, including, but not limited to, those outlined below. Clients should refer to any disclosures or risk factors limited to , those outlined below. Clients should refer to any disclosures or risk factors 9  contained in offering documents or materials or other disclosure statements provided contained in offering documents or materials or other disclosure statements provided to such clients in addition to the risks described below. to such clients in addition to the risks described below . The following are potential risks to Client portfolios. They represent some, but not all The following are potential risks to Client portfolios. They represent some, but not all of the potential risks inherent in investing with us. of the potential risks inherent in investing with us. – The risk that Evercore Wealth may fail to implement 1. Management Risk - The risk that Evercore Wealth may fail to implement a 1. Management Risk a client's investment objective or goal, or that the securities selected, and client’s investment objective or goal, or that the securities selected, and strategies employed by Evercore Wealth may fail to produce the intended strategies employed by Evercore Wealth may fail to produce the intended results. results. overall will decline. Stock 2. Stock Market Risk - The chance that stock prices overall will decline. Stock 2. Stock Market R isk – The chance that stock prices markets tend to move in cycles, with periods of rising prices and periods of falling markets tend to move in cycles, with periods of rising prices and periods of falling prices. prices. 3. Sector Risk - The chance that significant problems will affect a particular sector, 3. Sector R isk – The chance that significant problems will affect a particular sector, or that returns from that sector will trail returns from the overall stock market. or that returns from that sector will trail returns from the overall stock market. Daily fluctuations in specific market sectors are often more extreme than Daily fluctuations in specific market sectors are often more extreme than fluctuations in the overall market. rket. fluctuations in the overall ma r or the competitive In some cases, unanticipated events can have a Issuer Risk- The value of an individual security or particular type of security can 4. 4. Issuer Risk – The value of an individual security or particular type of security can be more volatile than the market as a whole and can perform differently from be more volatile than the market as a whole and can perform differently from the value of the market as a whole. The value of an issuer's securities may decline the value of the market as a whole. The value of an issuer’s securities may decline because of a variety of factors, including management performance, factors, including management performance, because of a variety of disappointing earnings reports by the issuer, unsuccessful products or services, disappointing earnings reports by the issuer, unsuccessful products or services, loss of major customers, major litigation against the issuer, market rumors or loss of major customers, major litigation against the issuer, market rumors or changes in government regulations affecting the issuer or the competitive changes in government regulations affecting the issue environment. A change in the financial condition of a single issuer may affect environment. A change in the financial condition of a single issuer may affect securities markets as a whole. In some cases, unanticipated events can have a securities markets as a whole. dramatic adverse effect on the value of an issuer's securities. dramatic adverse effect on the value of an issuer’s securities. 5. Foreign Securities Risk - 5. Foreign Securities Risk , including sancti ons imposed by governments Investments in foreign companies, including ADRs, – Investments in foreign companies, including ADRs, involve certain risks not generally associated with investments in the securities involve certain risks not generally associated with investments in the securities of U.S. companies, including changes in currency exchange rates, unstable of U.S. companies, including changes in currency exchange rates, unstable political, social and economic conditions, a lack of adequate or accurate political, social and ec onomic conditions, a lack of adequate or accurate company information, differences in the way securities markets operate, less company information, differences in the way securities markets operate, less secure international banks or securities depositories than those in the U.S. and secure international banks or securities depositories than those in the U.S. and foreign controls on investment, including sanctions imposed by governments. foreign controls on investment . These risks may also apply to U.S. companies that have substantial foreign These risks may also apply to U.S. companies that have substantial foreign operations. operations. and cannot be liquidated easily 6. Liquidity Risk - Investments may from time to time be illiquid. As a result, such 6. Liquidity Risk – Investments ma y from time to time be illiquid . As a result, such investments may be required to be held for a significant period of time in order investments may be required to be held for a significant period of time in order to realize a return on invested capital and cannot be liquidated easily, even in , even in to realize a return on invested capital times of financial hardship. times of financial hardship . 10  7. 7. Interest Rate Risk – An investment’s value, typically investments in Interest Rate Risk-An investment's value, typically investments in fixed income fixed income securities, may fluctuate due to a change in interest rates. For example, as securities , may fluctuate due to a change in interest rates. For example, as interest rates increase, the value of the security may decrease and vice-versa. interest rates increase, the value of the security may decrease and vice -versa. Longer-term bonds may be more sensitive to interest rate changes. Longer -term bonds may be more sensitive to interest rate changes. may lose value if the issuer does not make 8. Credit Risk - Fixed income securities may lose value if the issuer does not make 8. Credit Risk – Fixed income securities payments as promised, or securities may decline in value because of changes in payments as promised , or securities may decline in value because of changes in the issuer's financial condition. the issuer’s financial condition. bsites (i.e., efforts to make network Cybersecurity failures or breaches by the exchanges on which they are traded, have the ability 9. Cybersecurity Risk - The use of technologies to conduct business increases 9. Cybers ecurity Risk – The use of technologies to conduct business increase s operational, information security and related risks. Cyber incidents can result operational, information security and related risks. Cyber incidents can result from deliberate attacks or unintentional events and include, but are not limited from deliberate attacks or unintentional events and include, but are not limited to, gaining unauthorized access to digital systems (e.g., through "hacking" or to, gaining unauthorized access to digital systems (e.g., through “hacking” or malicious software coding) for purposes of misappropriating assets or sensitive malicious softw are coding) for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption, or for purposes information, corrupting data, or causing operational disruption , or for purposes of causing denial-of-service attacks on websites (i.e., efforts to make network of causing denial -of-service attacks on we services unavailable to intended users). Cybersecurity failures or breaches by services u navailable to intended users). issuers of securities or the exchanges on which they are traded, have the ability issuers of securities or to cause disruptions and impact business operations, potentially resulting in to cause disruptions and impact business operations, potentially resulting in financial losses, interference with or impediments to trading, the inability to financial losses, interference with or impediments to trading, the inability to transact business, data loss, violations of applicable privacy and other laws, transact business, data loss, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs. com pensation costs, or additional compliance costs. – An epidemic outbreak or other -term or last for an extended period of 10. Pandemic/ Health/ Natural Disaster Risk - An epidemic outbreak or other 10. Pandemic/ Health/ Natural Disaster Risk natural disaster and reactions to such an event could cause uncertainty in natural disaster and reactions to such an event could cause uncertainty in markets and businesses, including Evercore Wealth's business, and may markets and businesses, including Evercore Wealth’s business, and may adversely affect the performance of the global economy, including causing adversely affect the performance of the global economy, including causing market volatility, market and business uncertainty and closures, supply chain market volatility, market and business uncertainty and closures, supply chain and travel interruptions, the need for employees and vendors to work at external and travel interruptions, the need for employees and vendors to work at external locations, and extensive medical absences. Evercore Wealth has policies and Evercore Wealth has policies and locations, and extensive medical absences. procedures to address known situations, but because a large epidemic or other procedures to address known situations, but because a large epidemic or other natural disaster may create significant market and business uncertainties and natural disaster may create significant market and business uncertainties and disruptions and its effects may be short-term or last for an extended period of disruptions and its effects may be short time, not all events that could affect Evercore Wealth's business and/ or the time , not all events that could affect Evercore Wealth’s business and/ or the markets can be determined and addressed in advance. markets can be determined and addressed in advance. Additional information about Evercore Wealth's investment strategies and advisory Additional information about Evercore Wealth’s investment strategies and advisory business may be found in Item 4 of this brochure. business may be found in Item 4 of this brochure. Item 9: Item 9: Disciplinary Information Disciplinary Information years that would be material to a client Neither Evercore Wealth nor its management personnel have been involved in any legal Neither Evercore Wealth nor its management personnel have been involved in any legal or disciplinary events in the past ten years that would be material to a client's ’s or di sciplinary events in the past ten evaluation of the Firm, its personnel, or the integrity of the Firm. evaluation of the Firm , its personnel , or the integrity of the Firm . 11  Item 10: Other Financial Industry Activities and Affiliations Item 10: Other Financial Industry Activities and Affiliations Evercore Wealth is affiliated with other registered investment advisers and broker Evercore Wealth is affiliated with other registered investment advisers and broker - dealers through common ownership. The entities owned by Evercore may share certain dealers through common ownership. The entities owned by Evercore may share certain resources, such as human resources and technology support systems. Evercore Wealth resources, such as human resources and technology support systems. Evercore Wealth has implemented policies and procedures to help ensure that adequate information has implemented policies and procedures to help ensure that adequate information barriers exist between Evercore Wealth and its affiliates and that Evercore Wealth Evercore Wealth Evercore Wealth and its affiliates and that barriers exist between operates independently of Evercore and its affiliates. operates independently of Evercore and its affiliates. in investment products or strategies, including -party managers that are clients of the EWM Private Fund ) or who may invest, on a EVR , including EVR has acted as an adviser EVR may receive a With the exception of EWMCX and the EWM Private Fund, Evercore Wealth does not With the exception of EWMCX and the EWM Private Fund , Evercore Wealth does not market or invest, on a discretionary basis, in investment products or strategies, including market or invest , on a discretionary basis, registered and unregistered investment companies, managed or issued by its affiliates. registered and unregistered investment companies, managed or issued by its affiliates . However, Evercore Wealth may recommend third-party managers that are clients of However, Evercore Wealth may recommend third Evercore or EVR (including for the EWM Private Fund) or who may invest, on a Evercore or EVR (including for discretionary basis, in investment products or strategies sponsored by EVR, including discretionary basis, in investment products or strategies sponsored by Evercore's common stock or financial products for which EVR has acted as an adviser Evercore’s common stock or financial products for which or underwriter for its clients, such as an Initial Public Offering or IPO, or a Special or underwriter for its clients, such as an Initial Public Offering or IPO, or a Special Purpose Acquisition Company or SPAC. In such cases, EVR may receive an indirect Purpose Acquisition Company or n indirect SPAC . In such cases, benefit. benefit. that may hold Evercore ’s common stock, -party manager’s Evercore Wealth’s clients . All transactions the ordinary course of Evercore Wealth currently recommends the use of investment products sponsored by Evercore Wealth currently recommends the use of investment products sponsored by various third-party managers that may hold Evercore's common stock, as investments various third -party managers as investments in client accounts. For example, BlackRock and Vanguard have disclosed that they are in client accounts . For example , BlackRock and Vanguard have disclosed that they are each the beneficial owner of over 5% of Evercore's outstanding common stock, some of Evercore’s outstanding common stock , some of each the beneficial owner of over 5% of which may be held in the BlackRock, Vanguard, or other third-party manager's funds which may be held in the BlackRock, Vanguard, or other third funds and investment products recommended to Evercore Wealth's clients. All transactions and investment products recommended to with these third-party investment managers, including BlackRock and Vanguard, and and with these third -party investment managers , including BlackRock and Vanguard, their affiliates, are arms-length transactions entered into in the ordinary course of their affiliates , are arms -length transactions entered into in business, with management and other fees based on the prevailing rates for non-related business, with management and other fees based on the prevailing rates for non -related persons. persons . with Evercore Trust Evercore Wealth is also affiliated, through common ownership, with Evercore Trust Evercore Wealth is also affiliated , through common ownership, Company, N.A. ("ETC') a national trust bank regulated and supervised by the Office of Company, N.A. ( “ETC ”) a national trust bank regulated and supervised by the Office of the Comptroller of the Currency. ETC provides trustee and executor services and serves the Comptroller of the Currency . ETC provide s trustee and executor services and serve s as trustee for certain clients of Evercore Wealth. ETC and Evercore Wealth advertise and as trustee for certain clients of Evercore Wealth. ETC and Evercore Wealth advertise and market their services together using a combined logo and a shared website. logo and a shared website . market their service s together using a combined Evercore Wealth’s investment advisory client (if applicable) but is compensated by Evercore Similarly, Evercore ETC provides custodial services and serves as custodian for certain clients of Evercore ETC provides custodial services and serves as custodian for certain clients of Evercore Wealth. ETC generally does not charge Evercore Wealth's investment advisory client Wealth . ETC generally does not charge accounts for custody or trustee fees (if applicable) but is compensated by Evercore accounts for custody or trustee fees Wealth for such services through an intercompany arrangement. Similarly, Evercore Wealth for such services through an intercompany arrangement. Wealth provides investment advisory services to certain clients of ETC for which Wealth provide s investment advisory services to certain clients of ETC for which Evercore Wealth is compensated by ETC through an intercompany arrangement. Evercore Wealth is compensated by ETC through an intercompany arrangement. Certain Evercore Wealth personnel are also employees of ETC. Certain Evercore Wealth personnel are also employees of ETC. 12  . In addition, Evercore Wealth serves as the desire for unique investment opportunities. receive an investment management fee As discussed above, Evercore Wealth serves as the investment adviser to EWMCX. EWMCX . As discussed above, Evercore Wealth serves as the investment adviser to Evercore Wealth invests client assets in EWMCX in certain circumstances, such as when Evercore Wealth invest s client assets in EWMCX in certain circumstances, such as when there is a goal for equity diversification. In addition, Evercore Wealth serves as the there is a goal for equity diversification investment adviser to a private equity fund, the EWM Private Fund. Evercore Wealth a private equity fund, the EWM Private Fund . Evercore Wealth investment adviser to invests certain qualified clients' assets in the EWM Private Fund when there is a longer invests certain q ualified client s’ assets in the EWM Private Fund when there is a long er- term investment horizon or desire for unique investment opportunities. Evercore term investment horizon or Evercore Wealth does not receive an investment management fee from the EWM Private Fund from the EWM Private Fund Wealth does not for the portion of the EWM Private Fund invested on behalf of Evercore Wealth's clients. for the portion of the EWM Private Fund invested on behalf of Evercore Wealth’s clients. For Evercore Wealth client accounts that have all or a portion of their assets invested For Evercore Wealth client accounts that have all or a portion of their assets invested in the EWM Private Fund, the value of the EWM Private Fund will be included in the in the EWM Private Fund , the value of the EWM Private Fund will be included in the calculation of Evercore Wealth's investment management fee. calculation of Evercore Wealth’s investment management fee. on a volunteer basis to an advisory board that Evercore Wealth recommends for clients and Employees may occasionally be appointed on a volunteer basis to an advisory board Employees may occasionally be appointed for a Limited Partnership fund that Evercore Wealth recommends for clients and in in for a Limited Partnership fund which Evercore Wealth clients are invested. In those cases, the Limited Partnership fund which Evercore Wealth clients are invested . In those cases, the Limited Partnership fund may pay certain incidental expenses to or on behalf of the employee that are related may pay certain incidental expenses to or on behalf of the employee that are related to the employee's service on the advisory board. to the employee’s service on the advisory board. Item 11: Item 11: Code of Ethics, Participation or Interest in Client Transactions, Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading and Personal Trading Code of Ethics Code of Ethics To avoid potential conflicts of interest involving personal trades, place client interests maintain full compliance Evercore Wealth permits its employees to engage, on a limited basis, in personal rsonal Evercore Wealth permits its employees to engage, on a limited basis, in pe securities transactions. To avoid potential conflicts of interest involving personal trades, securities transactions. Evercore Wealth has adopted a Code of Ethics ("Code"), which includes formal policies Evercore Wealth has adopted a Code of Ethics ( “Code ”), which includes formal policies and procedures to address insider trading, information barriers, handling the receipt of , handling the receipt of insider trading, information barriers and procedures to address material non-public information, and personal security transactions. Evercore Wealth's material non -public information, and personal security transa ctions. Evercore Wealth ’s Code requires, among other things, that its employees place client interests ahead of Code requires, among other things, that its employees ahead of Evercore Wealth's or their own, engage in personal investing that is in full compliance Evercore Wealth ’s or their own , engage in personal investing that is in full compliance with the Code, avoid taking advantage of their position, and maintain full compliance with the Code, avoid taking advantage of their position, and with applicable federal securities laws. with applicable federal securities laws. -clear certain perso nal securities transactions, least a quarterly basis, and The Code also requires employees to pre-clear certain personal securities transactions, The Code also requires employees to pre report personal securities transactions on at least a quarterly basis, and provide the report personal securities transactions on at provide the Firm with a detailed summary of holdings (both initially upon commencement of Firm with a detailed summary of holdings (both initially upon commencement of employment and annually thereafter) over which the employee has a direct or indirect employment and annually thereafter) over which the employee has a direct or indirect beneficial interest. beneficial interest. -clearance for certain political Additionally, the Code imposes limitations on gifts and entertainment that employees Additionally, the Code imposes limitations on gifts and entertainment that employees may give and receive as well as restricts and requires pre-clearance for certain political may give and receive as well as restricts and requires pre contributions. Employees are also required to disclose their outside affiliations, contributions. Employees are their outside a ffiliations, also required to disclose including but not limited to, any employment or compensation received outside of including but not limited to, any employment or compensation received outside of Evercore Wealth or any directorships or officer positions held for any publicly traded, Evercore Wealth or any directorships or officer positions held for any publicly traded, closely held or non-profit organization. Evercore Wealth may occasionally make Evercore Wealth may occasionally make closely held or non -profit organization. 13  sponsored or supported by donations to charitable organizations that are sponsored or supported by clients, clients , donations to charitable organizations that are vendors or consultants. vendors or consultants. A copy of Evercore Wealth's Code shall be provided to any client or prospective client A copy of Evercore Wealth ’s Code shall be provided to any client or prospective client upon request by contacting the Chief Compliance Officer at (212) 822-7620 or by upon request by contacting the Chief Compliance Officer at (212) 822 -7620 or by emailing us at wealthmanagement@evercore.com. emailing us at wealthmanagement@evercore.com . Participation or Interest in Client Transactions Participation or Interest in Client Transactions Evercore Wealth may invest client assets in there is a goal for equity diversification EWMCX in certain . When client Evercore Wealth excludes the value of As noted above, Evercore Wealth may invest client assets in EWMCX in certain As noted above, circumstances, such as when there is a goal for equity diversification. When client circumstances, such as when discretionary accounts hold EWMCX, Evercore Wealth excludes the value of EWMCX discretionary accounts hold EWMCX, EWMCX from the calculation of its investment management fee. its investment management fee . from the calculation of -term investment horizon or desire for unique investment Fund invested on behalf of Evercore Wealth may invest certain qualified clients' assets in the EWM Private Fund Evercore Wealth may invest certain qualified clients’ assets in the EWM Private Fund when there is a longer-term investment horizon or desire for unique investment when there is a longer opportunities. Evercore Wealth does not receive an investment management fee from opportunities. Evercore Wealth does not receive an investment management fee from the EWM Private Fund for the portion of the EWM Private Fund invested on behalf of the EWM Private Fund for the portion of the EWM Private Evercore Wealth's clients. For Evercore Wealth client accounts that have all or a portion Evercore Wealth’s clients. For Evercore Wealth client accounts that have all or a portion of their assets invested in the EWM Private Fund, the value of the EWM Private Fund will of their assets invested in the EWM Private Fund , the value of the EWM Private Fund will be included in the calculation of Evercore Wealth's investment management fee. be included in the calculation of Evercore Wealth’s investment management fee. EWMCX , the EWM Private Fund , and other their personal accounts subject to Employees may buy and sell shares of EWMCX, the EWM Private Fund, and other Employees may buy and sell shares of securities that are purchased and sold for clients, in their personal accounts subject to securities that are purchased and sold for clients, in the Firm's pre-clearance and personal trading policies. the Firm’s pre -clearance and personal trading policies. -clearance. In some cases, Evercore in or maintain an interest in funds, pooled investment and investment strategies that are Certain employees may, in their capacity as portfolio manager, manage other employee Certain employees may, in their capacity as portfolio manager, manage other employee including those for other Evercore Wealth portfolio managers on a accounts, accounts , including those for other Evercore Wealth portfolio managers on a discretionary basis, which does not require pre-clearance. In some cases, Evercore discretionary basis , which does not require pre Wealth employees may invest in or maintain an interest in funds, pooled investment Wealth employees may invest vehicles, limited partnerships or limited offerings and investment strategies that are vehicles, limited partnerships or limited offerings also selected and recommended to clients. also selected and recommended to clients. , through a requirement that trade -cleared or that another employee is assigned as the portfolio Employees may at times be permitted to serve as Power of Attorney on behalf of a Employees may at times be permitted to serve as Power of Attorney on behalf of a client, or as Trustee for a client's account. In such cases the employee's conduct with client , or as Trustee for a client’s account. In such cases the employee’s conduct with respect to the account is monitored, for example respect to the account is monitored, for example, through a requirement that trade transactions are pre transactions are pre-cleared or that another employee is assigned as the portfolio manager to invest on a discretionary basis . manager to invest on a discretionary basis. Employees may occasionally be appointed to an advisory board for a Limited Employees may occasionally be appointed to an advisory board for a Limited Partnership fund that Evercore Wealth recommends for clients and in which Evercore Partnership fund that Evercore Wealth recommends for clients and in which Evercore Wealth clients are invested. Wealth clients are invested. Personal Trading Personal Trading Employees may buy or sell securities (including mutual funds and limited offerings Employees may buy or sell securities (including mutual funds and limited offerings 14  that are also recommended to clients. However, employees may rding the issuer. In addition, personal investments must advised by the Firm) that are also recommended to clients. However, employees may advised by the Firm) not buy, sell, or recommend securities (or derivatives thereof) of an issuer for any not buy, sell, or recommend securities (or derivatives thereof) of an issuer for any proprietary, customer, employee, or other account while in possession of material, non proprietary, customer, employee, or other account while in possession of material, non - public information regarding the issuer. In addition, personal investments must public information rega generally be held for a minimum of thirty days. generally be held for a minimum of thirty days. -clear certain personal securities Evercore Wealth's Code requires employees to pre-clear certain personal securities Evercore Wealth’s Code requires employees to pre transactions, report personal securities transactions on at Least a quarterly basis, and transactions, report personal securities transactions on at least a quarterly basis, and provide the Firm with a detailed summary of holdings (both initially upon provide the Firm with a detailed summary of holdings (both initially upon commencement of employment and annually thereafter) over which the employee has commencement of employment a nd annually thereafter) over which the employee has a direct or indirect beneficial interest. a direct or indirect beneficial interest. Item 12: Brokerage Practices Item 12: Brokerage Practices for client transactions and determining -dealers for client transactions and determining the (1) liquidity of the securities traded, (3) timeliness of execution, (4) timeliness and (6) account custodian Evercore Wealth considers the following factors, among others, when selecting or Evercore Wealth considers the following factors, among others, when selecting or the recommending broker-dealers recommending broker reasonableness of their compensation: (1) liquidity of the securities traded, (2) (2) reasonableness of their compensation: execution facilitation services provided, (3) timeliness of execution, (4) timeliness and execution facilitation services provided, accuracy of trade confirmations, (5) client direction, (6) account custodian and (7) accuracy of trade confirmations, and (7) (5) client direction, expertise as it relates to specific securities. expertise as it relates to specific securities. -dealer, which may Although Evercore Wealth seeks competitive comm1ss1on rates and comm1ss1on Although Evercore Wealth seeks competitive commission rates and commission equivalents, it will not necessarily pay the Lowest commission or equivalent available. equivalents, it will not necessarily pay the lowest commission or equivalent available . Transactions may involve specialized services on the part of a broker-dealer, which may Transactions may involve specialized services on the part of a broker justify higher commissions and equivalents than would be the case for more routine justify higher commissions and equivalents than would be the case for more routine services. services. Soft Dollars Soft Dollars -dealer in exchange for the direction of client transactions by the Evercore Wealth uses brokerage "soft dollars" to pay for research services. Soft dollar Evercore Wealth uses brokerage “soft dollars ” to pay for research services. Soft dollar arrangements are generally understood to be those where products or services other arrangements are generally understood to be those where products or services other than the mere execution of securities transactions are obtained by an investment than the mere execution of securities transactions are obtained by an investment adviser from a broker-dealer in exchange for the direction of client transactions by the adviser from a broker investment adviser to a broker-dealer. Soft dollars are that portion of brokerage a broker -dealer. Soft dollars are that portion of brokerage investment adviser to commissions that exceed the Lowest rate available for basic execution services. commissions that exceed the lowest rate available for basic execution services. -dealer may be greater than the , and Evercore that are not limited to Evercore Wealth does not intend to seek lower brokerage commissions to the extent Evercore Wealth does not intend to seek lower brokerage commissions to the extent that doing so may detract from its receiving valuable brokerage and research services. that doing so may detract from its receiving valuable brokerage and research services. The commissions or equivalents paid to any one broker-dealer may be greater than the The commissions or equivalents paid to any one broker amount charged by another firm for executing the same transactions, and Evercore another firm for executing the same transactions amount charged by Wealth may determine to use the more expensive broker-dealer if Evercore Wealth Wealth may determine to use the more expensive broker -dealer if Evercore Wealth determines in good faith that the amount of commissions charged by such broker determines in good faith that the amount of commissions charged by such broker - dealer are reasonable in relation to the value of the brokerage and research services dealer are reasona ble in relation to the value of the brokerage and research services provided. Selecting brokers on the basis of considerations that are not limited to provided. Selecting brokers on the basis of considerations applicable commission rates may at times result in higher transaction costs than may applicable commission rates may at times result in higher transaction costs than may 15  otherwise be obtainable. otherwise be obtainable. “safe harbor ” provided by Section 28(e) of Evercore Wealth intends to comply with the "safe harbor" provided by Section 28(e) of Evercore Wealth intends to comply with the the Securities Exchange Act of 1934, as amended, which permits the use of soft dollars the Securities Exchange Act of 1934, as amended, which permits the use of soft dollars to obtain brokerage and research services that provide lawful and appropriate to obtain brokerage and research services that provide lawful and appropriate assistance to the investment adviser in the performance of its investment decision assistance to the investment adviser in the performance of it s investment decision - making responsibilities. making responsibilities. -dealer from third parties (such as , including research firms ). Research services may include, but are not limited to, ricing services ; discussions with research personnel The products and services available from brokers include both internally generated The products and services available from brokers include both internally generated items (such as the proprietary research reports prepared by employees of the broker items (such as the proprietary research reports prepared by employees of the broker - dealer), as well as items acquired by the broker-dealer from third parties (such as dealer), as well as items acquired by the broker outside research prepared by third-party research firms, including research firms outside research prepared by third -party research firms affiliated with Evercore Wealth). Research services may include, but are not limited to, affiliated with Evercore Wealth written information and analyses concerning specific securities, companies, or sectors; written information and analyses concerning specific securities, companies, or sectors; market, financial, and economic studies and forecasts; financial publications; news, market, financial, and economic studies and forecasts; financial publications; news, quotation, statistics, and pricing services; discussions with research personnel; quotation, statistics, and p ; databases; and services utilized in the investment management process. Brokerage databases ; and services utilized in the investment management process. Brokerage services may include, but are not Limited to, clearance, settlement, custody, securities services may include, but are not limited to, clearance, settlement, custody, securities Lending and financing, and recordkeeping. dkeeping. lending and financing, and recor In addition, investment research and brokerage clients with directed brokerage -dealer will be executed through the custodial broker -dealer to “step out” a . Trades for c lients whose accounts are held by -dealers through which Investment research and brokerage services received through soft dollar arrangements Investment research and brokerage services received through soft dollar arrangements may be used by Evercore Wealth in servicing various clients, and not all such services may be used by Evercore Wealth in servicing various clients, and not all such services will necessarily benefit all clients. In addition, investment research and brokerage will necessarily benefit all clients. services received through soft dollar arrangements may benefit clients whose services received through soft dollar arrangements may benefit clients whose brokerage commissions did not generate the soft dollars used to pay for such services brokerage commissions did not generate the soft dollars used to pay for such services (e.g., research obtained for fixed income securities management through commissions (e.g., research obtained for fixed income securities management through commissions generated by equity securities transactions; or clients with directed brokerage generate d by equity securities transactions; or arrangements, as discussed below). Generally, trades for clients whose accounts are arrangements, as discussed below). Generally, trades for clients whose accounts are custodied at a broker-dealer will be executed through the custodial broker-dealer and, custodied at a broker -dealer and, may or may not, depending on the Firm's arrangement with the broker-dealer, generate may or may not, depending on the Firm ’s arrangement with the broker -dealer, generate soft dollars. In some cases, such as in order to aggregate the trade or obtain a desired soft dollars. In some cases, such as in order to aggregate the trade or obtain a desired price, Evercore Wealth may instruct the custodial broker-dealer to "step out" a price, Evercore Wealth may instruct the custodial broker transaction to another broker-dealer which may incur additional costs to clients and transaction to another broker -dealer which may incur additional costs to clients and may generate soft dollars. Trades for clients whose accounts are held by non-broker non -broker may generate soft dollars custodians will be executed with broker-dealers through which Evercore Wealth may custodians will be executed with broker Evercore Wealth may generate soft dollars. generate soft dollars. In some instances, Evercore Wealth may obtain a product or service that is used, in part, In some instances, Evercore Wealth may obtain a product or service that is used, in part, for Section 28(e) eligible purposes and, in part, for other purposes. In such instances, for Section 28(e) eligible purposes and, in part, for other purposes. In such instances, Evercore Wealth will make a good faith effort to determine the relative proportion of rtion of Evercore Wealth will make a good faith effort to determine the relative propo the product or service used to assist it in carrying out its investment decision-making the product or service used to assist it in carrying out its investment decision -making responsibilities and the relative proportion used for administrative or other purposes responsibilities and the relative proportion used for administrative or other purposes outside Section 28(e). Such determination will be made based on the actual use of the outside Section 28(e). Such determination will be made based on the act ual use of the product or service by Evercore Wealth's personnel. The proportion of the product or product or service by Evercore Wealth’s personnel. The proportion of the product or service attributable to assisting Evercore Wealth in carrying out its investment decision service attributable to assisting Evercore Wealth in carrying out its investment decision - making responsibilities will be paid through brokerage commissions generated by generated by making responsibilities will be paid through brokerage commissions 16  Evercore Wealth client transactions. The determination of the appropriate allocation of "mixed use" client transactions. The determination of the appropriate allocation of “mixed use” products and services creates a potential conflict of interest between Evercore Wealth products and services creates a potential conflict of interest between and its clients. and its clients. -dealers to execute securities , or services provided by these brokers, the , rather than on the basis of obtaining favorable execution for -dealers on the basis of considerations other than applicable an would otherwise be Relationships with broker-dealers providing soft dollar services to Evercore Wealth may Relationships with broker Evercore Wealth may -dealers providing soft dollar services to influence Evercore Wealth's judgment in allocating brokerage business and may create influence Evercore Wealth ’s judgment in allocating brokerage business and may create a conflict of interest in using the services of these broker-dealers to execute securities a conflict of interest in using the services of these broker transactions for clients. Because Evercore Wealth does not have to produce materials transactions for clients. Because Evercore Wealth does not have to produce materials in-house or pay for the research, products, or services provided by these brokers, the in-house or pay for the research, products Firm may have an incentive to select or recommend a broker-dealer based on the soft Firm may have an incentive to select or recommend a broker -dealer based on t he soft dollar benefits it receives, rather than on the basis of obtaining favorable execution for dollar benefits it receives clients. While Evercore Wealth believes these relationships are generally beneficial, clients. While Evercore Wealth believes these relationships are generally beneficial, selecting broker-dealers on the basis of considerations other than applicable selecting broker commissions may at times result in higher transaction costs than would otherwise be commissions may at times result in higher transaction costs th the case. the case . clients establish brokerage accounts -dealer, Member SIPC, to maintain custody of clients’ assets and to Schwab is independently owned and operated and not Evercore Wealth has recommended that certain clients establish brokerage accounts Evercore Wealth has recommended that certain with the Schwab Advisor Services division of Charles Schwab & Co., Inc. (Schwab), a with the Schwab Advisor Services division of Charles Schwab & Co., Inc. (Schwab), a registered broker-dealer, Member SIPC, to maintain custody of clients' assets and to registered broker effect trades for their accounts. Schwab is independently owned and operated and not effect trades for their accounts. affiliated with Evercore Wealth. Schwab provides Evercore Wealth with access to its affiliated with Evercore Wealth . Schwab provides Evercore Wealth with access to its institutional trading and custody services, which are typically not available to Schwab institutional trading and custody services, which are typically not available to Schwab retail investors. Schwab's services include brokerage, custody, research, and access to retail investors. Schwab’s services include brokerage, custody, research, and access t o mutual funds and other investments that are otherwise generally available only to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial institutional investors or would require a significantly higher minimum initial investment. investment. client accounts maintained in Schwab’s custody, Schwab , although it may in certain For Evercore Wealth's client accounts maintained in Schwab's custody, Schwab For Evercore Wealth’s generally does not charge separately for custody, although it may in certain generally does not charge separately for custody circumstances, such as when certain alternative assets are held. Schwab is generally circumstances, such as when certain alternative assets are held. Schwab is generally compensated by account holders through commissions or other transaction-related -related compensated by account holders through commissions or other transaction fees for securities trades that are executed through Schwab or that settle into Schwab fees for securities trades that are executed through Schwab or that settle into Schwab accounts. accounts. Evercore Wealth Schwab also makes available to Evercore Wealth other products and services that Schwab also makes available to Evercore Wealth other products and services that benefit Evercore Wealth and may, or may not, benefit its clients' accounts. Some of benefit Evercore Wealth and may , or may not, benefit its clients’ accounts. Some of in managing and these other products and services assist Evercore Wealth in managing and these other products and services assist administering clients' accounts. These include software and other technology that administering clients’ accounts. These include software and other technology that provide access to client account data (such as trade confirmations and account provide access to client account data (such as trade confirmations and account statements), facilitate trade execution (and allocation of aggregated trade orders for ders for statements), facilitate trade execution (and allocation of aggregated trade or multiple client accounts), provide research, pricing information and other market data, multiple client accounts), provide research, pricing information and other market data, facilitate payment of Evercore Wealth's fees from its clients' accounts, and assist with facilitate payment of Evercore Wealth’s fees from its clients’ accounts, and assist with back-office functions, recordkeeping and client reporting. Many of these services back -office functions, recordkeeping and client reporting. Many of these services generally may be used to service all or a substantial number of Evercore Wealth's Evercore Wealth’s generally may be used to service all or a substantial number of accounts, including accounts not maintained at Schwab. Schwab also makes available accounts, including accounts not maintained at Schwab. Schwab also makes available to Evercore Wealth other services intended to help Evercore Wealth manage and to Evercore Wealth other services intended to help Evercore Wealth manage and 17  Evercore Wealth’s past recommendation have been based in part further develop its business enterprise. These services may include consulting, further develop its business enterprise. These services may include consulting, publications and conferences on practice management, information technology, publications and conferences on practice management, information technology, business succession, regulatory compliance, and marketing. In addition, Schwab may business succession, regulatory compliance, and marketing. In addition, Schwab may make available, arrange and/or pay for these types of services rendered to Evercore Evercore make available, arrange and/or pay for these types of services rendered to Wealth by independent third parties. Schwab may discount or waive fees it would Wealth by independent third parties. Schwab may discount or waive fees it would otherwise charge for some of these services or pay all or a part of the fees of a third otherwise charge for some of these services or pay all or a part of the fees of a third - party providing these services to Evercore Wealth. While as a fiduciary, Evercore Wealth party providing thes e services to Evercore Wealth . While as a fiduciary, Evercore Wealth endeavors to act in its clients' best interests, Evercore Wealth's past recommendation endeavors to act in its clients’ best interests, that clients maintain their assets in accounts at Schwab may have been based in part that clients maintain their assets in accounts at Schwab may on the benefit to Evercore Wealth of the availability of some of the foregoing products on the benefit to Evercore Wealth of the availability of some of the foregoing products and services and not solely on the nature, cost or quality of custody and brokerage and services and not solely on the nature, cost or quality of custody and brokerage services provided by Schwab, which may create a potential conflict of interest. services provided by Schwab, which may create a potential conflict of interest. Client Referrals Client Referrals Evercore Wealth does not use brokerage commissions to compensate brokers for client Evercore Wealth does not use brokerage commissions to compensate brokers for client referrals. referrals. Directed Brokerage Directed Brokerage Evercore Wealth to effect securities transactions in the -dealer. This instruction shall be construed as ” In such circumstances, the client is responsible for with a directed brokerage trades “step -out” trades for clients with directed brokerage On occasion, a client may direct Evercore Wealth to effect securities transactions in the On occasion, a client may direct client's account through a specific broker-dealer. This instruction shall be construed as client ’s account through a specific broker a "directed brokerage arrangement." In such circumstances, the client is responsible for a “directed brokerage arrangement. negotiating the terms and arrangements for their account with that broker-dealer. -dealer. negotiating the terms and arrangements for their account with that broker Evercore Wealth will not seek better execution services or prices from other broker Evercore Wealth will not seek better execution services or prices from other broker - dealers and may not be able to aggregate the client's transactions with orders for other dealers and may not be able to aggregate the client ’s transactions with order s for other client accounts for execution through other broker-dealers. As a result, Evercore Wealth -dealers. As a result, Evercore Wealth client accounts for execution through other broker may not obtain best execution on behalf of a client with a directed brokerage may not obtain best execution on behalf of a client arrangement, and the client may also pay materially disparate commissions, greater arrangement, and the client may also pay materially disparate commissions, greater spreads or other transaction costs, or receive less favorable net prices on transactions spreads or other transaction costs, or receive less favorable net prices on transactions for the account than would otherwise be the case. When necessary, Evercore Wealth When necessary , Evercore Wealth for the account than would otherwise be the case. for clients with directed brokerage may elect to conduct "step-out" may elect to conduct arrangements which may incur additional costs to clients. . arrangements which may incur additional costs to clients -dealer will be Generally, trades for clients whose accounts are custodied at a broker-dealer will be Generally, trades for clients whose accounts are custodied at a broker executed through the custodial broker-dealer. -dealer . executed through the custodial broker Trade Aggregation Trade Aggregation rders (i.e., block or bunch) during a trading day for the same security entered on . Subsequent orders for the same or may not be aggregated with any Clients with directed brokerage arrangements generally will We seek to aggregate orders (i.e., block or bunch) for the same security entered on We seek to aggregate o behalf of more than one client during a trading day. Subsequent orders for the same behalf of more than one client security entered during the same trading day may or may not be aggregated with any security entered during the same trading day may previously filled or unfilled orders. All clients participating in an aggregated order shall previously filled or unfilled orders . All clients participating in an aggregated order shall receive the average price and, subject to minimum ticket charges, pay a pro-rata -rata receive the average price and, subject to minimum ticket charges, pay a pro portion of commissions. Clients with directed brokerage arrangements generally will portion of commissions. not participate in aggregated trades. not participate in aggregated trades. 18  allocation of securities across client accounts tax considerations, and, where appropriate, the Preliminary decisions for the allocation of securities across client accounts are made Preliminary decisions for the are made prior to purchase and are based on various factors, including client guidelines, account prior to purchase and are based on various factors, including client guidelines, account size, diversification, cash availability, tax considerations, and, where appropriate, the size, diversification, cash availability, value of having a round Lot in the portfolio. value of having a round lot in the portfolio. Firm makes every effort to allocate in a fair , taking into account all relevant factors, including, but not size of each client As a general practice, -rata allocation ba In some circumstances, when a pro -rata allocation may not be practicable ), the Firm shall reallocate , and whether the portfolio objectives, portfolio constraints, amount allocat ed to the account In the event an order is partially filled, the Firm makes every effort to allocate in a fair In the event an order is partially filled, the and equitable manner, taking into account all relevant factors, including, but not and equitable manner Limited to, the factors Listed above as well as the size of each client's allocation, clients' limited to, the factors listed above as well as the ’s allocation, clients ’ Liquidity needs, and previous allocations. As a general practice, Evercore Wealth shall Evercore Wealth shall liquidity ne eds, and previous allocations. seek to ensure that each account gets a pro-rata allocation based on its initial sed on its initial seek to ensure that each account gets a pro allocation. In some circumstances, when a pro-rata allocation may not be practicable allocation. (e.g., clients receiving odd Lots and/or insufficient quantities), the Firm shall reallocate (e.g., clients receiving odd lots and /or insufficient quantities the securities in a manner that it deems to be fair and equitable taking into account all to be fair and equitable tak ing into account all the securities in a manner that it deems relevant factors, including, but not limited to, portfolio objectives, portfolio constraints, relevant factors, including, but not limited to, Liquidity, tax considerations, and whether the amount allocated to the account is a liquidity, tax considerations is a sufficiently marketable quantity. In addition to these elements, par value, credit quality sufficient ly marketable quantity. In addition to these elements, par value, credit quality and the client's state of domicile are also considered when allocating fixed income and the client’s state of domicile are also considered when allocating fixed income securities. securities. ; therefore, the timing of purchases and sales among similarly situated due to a variety of factors, , or the timing or nature of action including specific Therefore, a client’s ownership in, and timing of the portfolio Evercore Wealth selects investments for each client based solely on investment Evercore Wealth selects investments for each client based solely on investment considerations for that client; therefore, the timing of purchases and sales, and the price considerations for that client , and the price paid or received, will vary and may be more or less favorable among similarly situated paid or received, will vary and may be more or less favorable clients. Because different clients may have different investment strategies and and clients . Because different clients may have different investment strategies objectives, Evercore Wealth may give advice to, and may take action on behalf of any objectives , Evercore Wealth may give advice t o, and may take action on behalf of any of its clients, that differs from the advice that it gives, or the timing or nature of action of its clients , that differs from the advice that it gives that it takes, on behalf of any other client due to a variety of factors, including specific that it ta kes , on behalf of any other client client considerations. Evercore Wealth may buy (or sell) a security for one client but not client considerations . Evercore Wealth may buy (or sell) a security for one client but not for another, or may buy (or sell) a security for one client while simultaneously selling for another, or may buy (or sell) a security for one client while simultaneously selling (or buying) the same security for another client. Therefore, a client's ownership in, and (or buying) the same security for another client. execution price of, a particular security depends on the timing of the portfolio execution price of, a particular security depends on the investment decision. Evercore Wealth believes this process to be random and that over investment decision . Evercore Wealth believes this process to be random and that over time, investment opportunities are allocated on a fair and equitable basis relative to time, investment opportunities are allocated on a fair and equitable basis relative to other clients. other clients. face conflicts of interest when allocating may face conflicts of interest when allocating investment accounts. The majority of Evercore Wealth’s clients pursue specific Evercore Wealth expects that, over investment Evercore Wealth may Evercore Wealth opportunities among its various clients. For example: (i) Evercore Wealth receives Evercore Wealth receives opportunities among its various clients. For example: (i) different advisory fees from different clients; and (ii) Evercore Wealth and its affiliates, different advisory fees from different clients; and (ii) Evercore Wealth and its affiliates, owners, officers and employees have invested amounts of their own capital in affiliated owners, officers and employees have invested amounts of their own capital in affiliated and personal accounts. The majority of Evercore Wealth's clients pursue specific and personal investment strategies, many of which are similar. Evercore Wealth expects that, over investment strategies, many of which are similar. the course of time, most clients pursuing similar investment strategies should the course of time, most clients pursuing similar investment strategies should experience similar, but not identical, investment performance. . experience similar, but not identical, investment performance 19  Evercore Wealth is not obligated to acquire for any account any security that Evercore Evercore Evercore Wealth is not obligated to acquire for any account any security that Wealth or its officers, managers, members or employees may acquire for its or their own Wealth or its officers, managers, members or employees may acquire for its or their own accounts or for any other client. accounts or for any other client. Cross Trades Cross Trades Evercore Wealth does not effect trades on behalf of clients through its affiliated broker Evercore Wealth does not effect trades on behalf of clients through its affiliated broker - dealer Evercore Group, L.L.C, nor does it effect trades among its clients' accounts dealer Evercore Group, L.L.C , nor does it effect trades among its client s’ accounts without placing the trade through a broker. without placing the trade through a broker. Margin Margin as an accommodation , the margin and Recommendations that i.e., margin accounts or lines of an account will be higher, which results in a higher Evercore Wealth may maintain a margin balance in an account as an accommodation Evercore Wealth may maintain a margin balance in an account to clients and at their request. When a margin balance is maintained, the margin and to clients and at their request. When a margin balance is maintained line of credit debt is disregarded for purposes of reporting assets under management line o f credit debt is disregarded for purposes of reporting assets under management and calculating Evercore Wealth's investment advisory fee. Recommendations that and calculating Evercore Wealth’s investment advisory fee. clients purchase or sell securities using borrowed money (i.e., margin accounts or lines clients purchase or sell securities using borrowed money ( of credits) create a potential conflict of interest. This conflict occurs because Evercore of credits) create a potential conflict of interest. This conflict occurs because Evercore Wealth's investment advisory fee is based on the total market value of the securities in Wealth’s investment ad visory fee is based on the total market value of the securities in the clients' accounts. A margin debit balance does not reduce the total market value of the clients’ accounts. A margin debit balance does not reduce the total market value of securities on which a client will be billed. By using borrowed money to purchase securities on which a client will be billed. By using borrowed money to purchase securities, the total market value of an account will be higher, which results in a higher securities, the total market value investment advisory fee. investment advisory fee. Errors Errors s policy that the utmost care be taken when making and client accounts. Errors may occur in -making process (e.g., a decision may be made to and procedures relating to trade errors in an may engage in transaction(s) in the r may reallocate a Reimbursement may take the Any gains in Evercore Wealth acco unt or may be made in the form of a fee ’s error account may be used to offset It is Evercore Wealth's policy that the utmost care be taken when making and It is Evercore Wealth’ implementing investment decisions on behalf of client accounts. Errors may occur in implementing investment decisions on behalf of either the investment decision-making process (e.g., a decision may be made to either the investment decision purchase a security or an amount of a security that is inconsistent with a client's purchase a security or an amount of a security that is inconsistent with a client’s investment restrictions) or the trading process (e.g., a buy order may be executed as a investment restrictions) or the trading process (e.g., a buy order may be executed as a sell, or vice versa, or the incorrect security or amount may be purchased or sold). sell, or vice versa, or the incorrect security or amount may be purchased or sold). Evercore Wealth has adopted policies and procedures relating to trade errors in an Evercore Wealth has adopted policies effort to ensure appropriate escalation and resolution of trade errors whenever they effort to ensure appropriate escalation and resolution of trade errors whenever they occur. When an error occurs, Evercore Wealth may engage in transaction(s) in the occur . When an error occurs, Evercore Wealth affected client account as may be necessary to correct the error or may reallocate a affected client account as may be necessary to correct the error o trade to Evercore Wealth's error account. In either case, Evercore Wealth will reimburse will reimburse trade to Evercore Wealth’ s error account. In either case, Evercore Wealth the client for any net loss caused by Evercore Wealth. Reimbursement may take the the c lient for any net loss caused by Evercore Wealth. form of a deposit of cash to the client account or may be made in the form of a fee form of a deposit of cash to the client waiver or credit. Any gains in Evercore Wealth's error account may be used to offset waiver or credit. Losses in the error account that are incurred in connection with other erroneous losses in the error account that are incurred in connection with other erroneous transactions, including those for other clients. . transactions , including those for other clients 20  Item 13: Item 13: Review of Accounts Review of Accounts sitions, and investment levels. Reviews may be Evercore Wealth informed of any changes in their financial Generally, client accounts are reviewed on a continuous basis by the portfolio manager Generally, client accounts are reviewed on a continuous basis by the portfolio manager responsible for the management of the account. These reviews are designed to monitor responsible for the management of the account. These reviews are designed to monitor and analyze client transactions, positions, and investment Levels. Reviews may be and analyze client transactions, po triggered by changes in client circumstances or changes in market outlook. Clients are triggered by changes in client circumstances or changes in market outlook. Clients are responsible for keeping Evercore Wealth informed of any changes in their financial responsible for keeping condition, investment objective or risk tolerance. condition, investment objective or risk tolerance. nnually and include a summary of account ’s custodial agreement, clients will also re Reports are provided to clients at least annually and include a summary of account Reports are provided to clients at least a holdings and values. More frequent and customized reports are available upon request. holdings and values . More frequent and customized repo rts are available upon request. In addition, subject to the client's custodial agreement, clients will also receive monthly In addition, subject to the client ceive monthly or quarterly account statements confirming account transactions, positions, and activity or quarterly account statements confirming account transactions, positions, and activity directly from their account custodian. Clients should carefully review these statements statements Clients should carefully review these directly from their account custodian. and should compare these statements to any account information provided by Evercore and should compare these statements to any account information provided b y Evercore Wealth. Wealth. Clients may choose to receive reports by electronic delivery. Clients may choose to receive reports by electronic delivery. Item 14: Client Referrals and Other Compensation Item 14: Client Referrals and Other Compensation incentive compensation as part of its total third -part ies for client referrals. Evercore Wealth by the referred clients, or (2) a pre Evercore Wealth pays incentive compensation or a bonus as part of its total Evercore Wealth pays or a bonus compensation plan for its employees. In some cases, such compensation may be based be based In some cases, such compensation may compensation plan for its employees. upon an employee's contribution to annual new business revenue generated by upon an employee ’s contribution to annual new business revenue generated by Evercore Wealth by a client referral in addition to other factors. In addition, Evercore Evercore Wealth by a client referral in addition to other factors . In addition, Evercore Wealth compensates affiliated and unaffiliated third-parties for client referrals. In all Wealth compensate s affiliated and unaffiliated In all such cases the client's fee is not affected and the bonus or incentive compensation will the bonus or incentive compensation will such cases the client’s fee is not affected and be paid entirely by Evercore Wealth, based on either: (1) a percentage of the investment be paid entirely by Evercore Wealth , based on either: (1) a percentage of the investment management fee paid to Evercore Wealth by the referred clients, or (2) a pre management fee paid to - determined flat fee paid on a periodic basis (e.g., quarterly or monthly). determined flat fee paid on a periodic basis (e.g., quarterly or monthly). Evercore Wealth will comply with Rule 206(4)-1 under the Advisers Act when it provides Evercore Wealth will comply with Rule 206(4) -1 under the Advisers Act when it provides compensation to any third party for any testimonial or endorsement. compensation to any third party for any testimonial or endorsement. Item 15: Item 15: Custody Custody Evercore Wealth is deemed to have custody with respect to its investment advisory Evercore Wealth is deemed to have custody with respect to its investment advisory accounts when it uses an affiliated qualified custodian, ETC. . accounts when it uses an affiliated qualified custodian, ETC when it maintains it is authorized or permitted to withdraw client funds or s bills and invoices payable Additionally, Evercore Wealth is deemed to have custody when it maintains any any Additionally, Evercore Wealth is deemed to have custody arrangement under which it is authorized or permitted to withdraw client funds or arrangement under which securities upon its instruction. For example, Evercore Wealth provides a service as an securities upon its instruction . For example, Evercore Wealth provide s a service as an accommodation to certain existing clients where it receives bills and invoices payable accommodation to certain existing clients where it receive by clients (e.g., utility bills, invoices for personal and domestic services) and pays such by clients (e.g., utility bills, invoices for personal and domestic services) and pay s such bills using Evercore Wealth's access to the clients' bank accounts (known as "Bill Pay bills using Evercore Wealth’s access to the clients’ bank accounts (known as “Bill Pay 21  by signature authority Services"). This access may be through online banking tools or by signature authority Services”). This access may be through online banking tools or given by the client to Evercore Wealth over the client's checking accounts. In these given by the client to Evercore Wealth . In t hese over the client ’s checking accounts instances, Evercore Wealth is deemed to have custody of the client assets. instances, Evercore Wealth is deemed to have custody of the client assets. statements and should compare these Accounts for which Evercore Wealth and/or its employees have custody, other than Accounts for which Evercore Wealth and/or its employees have custody, other than accounts for which they have direct debiting authority for fees, are subject to an annual accounts for which they have direct debiting authority for fees , are subject to an annual surprise verification audit performed by an independent accounting firm. Subject to the Subject to the surprise verification audit performed by an independent accounting firm. client's custodial agreement, clients will also receive monthly or quarterly account client’s custodial agreement, clients will also receive monthly or quarterly account statements. Clients should carefully review these statements and should compare these statements. Clients should carefully review these statements to any account information provided by Evercore Wealth. statements to any account information provided by Evercore Wealth. Additional information about ETC may be found in Item 10 of this brochure. Additional information about ETC may be found in Item 10 of this brochure. Item 16: Item 16: Investment Discretion Investment Discretion Evercore Wealth is authorized to make the ; and (5) whether to invest client assets in third -party , such as separate account portfolios or With respect to its discretionary accounts, Evercore Wealth is authorized to make the With respect to its discretionary accounts, following determinations in accordance with client objectives and restrictions without following determinations in accordance with client objectives and restrictions without obtaining prior consent from the client: (1) which securities or instruments, including obtaining prior consent from the client: (1) which securities or instruments , including affiliated and non-affiliated mutual funds and exchange-traded funds to buy or sell; (2) affiliated and non -affiliated mutual funds and exchange -traded funds to buy or sell; (2) the total amount of securities or instruments to buy or sell; (3) the executing broker or the total amount of securities or instruments to buy or sell; (3) the executing broker or dealer for any transaction; (4) the commission rates or commission equivalents charged dealer for any transaction; (4) the commission rates or commission equivalents charged for transactions; and (5) whether to invest client assets in third-party investment for transactions investment manager products and services, such as separate account portfolios or pooled manager products and services pooled investments or fund products, and if so, determining the total amount to invest. Such . Such investments or fund products , and if so, determining the total amount to invest authorization, including any client-imposed restrictions is outlined in each discretionary authorization , including any client -imposed restrictions is outlined in each discretionary client's Agreement and/ or Investment Policy Statement. . client ’s Agreement and / or Investment Policy Statement Item 17: Item 17: Voting Client Securities Voting Client Securities Proxies Proxies In cases where clients on by contacting us at (212) It is Evercore Wealth's policy to vote proxies consistent with its fiduciary duty to clients. It is Evercore Wealth ’s policy to vote proxies consistent with its fiduciary duty to clients. Evercore Wealth shall generally be responsible for voting proxies on behalf of client Evercore Wealth shall generally be responsible for voting proxies on behalf of client accounts; however, clients may retain proxy voting authority. In cases where clients accounts ; however , clients may retain proxy voting authority. retain proxy voting authority, clients will receive proxy materials and other solicitations retain proxy voting authority, clients will receive proxy materials and other solicitations directly from their account custodian or the transfer agent. Clients may contact directly from their account custodian or the transfer agent. Clients may contact Evercore Wealth with questions about a particular solicitation by contacting us at (212) Evercore Wealth with questions about a particular solicitati 822-7620. 822-7620 . Evercore Wealth votes proxies , including matters involving EWMCX In cases where Evercore Wealth votes proxies, including matters involving EWMCX In cases where where Evercore Wealth is acting as the investment manager to the Fund, the Firm shall where Evercore Wealth is actin g as the investment manager to the Fund , the Firm shall vote in the best interests of its clients with a goal towards maximizing shareholder vote in the best interests of its clients with a goal towards maximiz ing shareholder value. value. The Firm's Proxy Committee is responsible for determining how to vote client proxies. The Firm ’s Proxy Committee is responsible for determining how to vote client proxies. 22  Evercore Wealth has engaged a third . Evercore Wealth generally votes proxies in -party proxy advisory company, To assist with this responsibility, Evercore Wealth has engaged a third-party proxy -party proxy To assist with this responsibility, advisory company that makes recommendations on how to vote proxies in accordance advisory company that makes recommendations on how to vote proxies in accordance with their pre-determined guidelines. Evercore Wealth generally votes proxies in with their pre -determined guidelines accordance with the recommendations of the third-party proxy advisory company, accordance with the recommendations of the third however, if a material conflict of interest relating to a proxy arises between Evercore however, if a material conflict of interest relating to a proxy arises between Evercore Wealth and a client, the Firm's Proxy Committee will review the conflict and determine Wealth and a client, the Firm ’s Proxy Committee will review the conflict and determine the appropriate course of action, which may include a decision to vote the proxy in a a decision to vote the proxy in a the appropri ate course of action, which may include particular manner, including in accordance with the third-party proxy advisory particular manner, third -party proxy advisory including in accordance with the company guidelines, passing the vote through to the client directly, requesting approval company guidelines , passing the vote through to the client directly, requesting approval from the client to vote the proxy in a particular manner, echo voting (e.g., voting shares from the client to vote the proxy in a particular manner, echo voting (e.g., voting shares in proportion to the votes of other shareholders), or abstaining from the vote. in proportion to the votes of other shareholders ), or abstaining from the vote. Evercore Wealth's complete proxy voting policy and procedures and a record of all Evercore Wealth ’s complete proxy voting policy and procedures and a record of all proxy votes cast on behalf of clients are available upon request by contacting the Chief the Chief proxy votes cast on behalf of clients are available upon request by contacting Compliance Officer at (212) 822-7620. Compliance Officer at (212) 822 -7620 . Class Actions Class Actions The Firm may or may not participate in class actions on behalf of Clients. The Firm may or may not participate in class actions on behalf of Clients. For clients whose accounts are custodied with ETC, Evercore Wealth will decide For clients whose accounts are custodied with ETC, Evercore Wealth will decide whether it will (1) opt out of the class action Lawsuit and pursue its own remedy; or (2) whether it will (1) opt out of the class action lawsuit and pursue its own remedy; or (2) participate in the recovery achieved via the class action. If participation in the recovery participate in the recovery achieved via the class action. If participation in the reco very is chosen, then the applicable Proof of Claim will be filed using a third-party service using a third -party service is chosen, then the applicable Proof of Claim will be filed provider who will deduct a fee (generally 20%) from any funds received and will credit provider who will deduct a fee (generally 20%) from any funds received and will credit the client's account as applicable with the net proceeds. If Evercore Wealth deems it the client’s account as applicable with the net proceeds. If Evercore Wealth deems it advisable, it may pay the fee for the third-party service directly. For those clients whose advisable , it may pay the fee for the third -party service directly. For those clients whose accounts are not custodied at ETC, the client should contact their custodian who would accounts are not custodied at ETC, the client should contact their custodian who would ordinarily receive documents pertaining to class actions or other matters as to how the ordinarily receive documents pertaining to class actions or other matters as to how the matter will be handled. matter will be handled. Item 18: Item 18: Financial Information Financial Information is not aware Evercore Wealth is financially secure, has never filed for bankruptcy and is not aware Evercore Wealth is financially secure, has never filed for bankruptcy and of any financial condition that is expected to affect its ability to manage client accounts. of any financial condition that is expected to affect its ab ility to manage client accounts. 23