BNY Mellon Securities Corporation

Introduction BNY Mellon Securities Corporation (“BNYSC,” “Firm,” “We,” “Our” or “Us”) is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940 (the “Advisers Act”) and as a broker-dealer under the Securities Exchange Act of 1934 (the “1934 Act”); is a member of the Financial Industry Regulatory Authority (FINRA); and is registered with the National Futures Association (NFA) as an introducing broker. BNYSC is a corporation organized under the laws of the State of New York. BNYSC is a wholly-owned subsidiary of BNY Mellon Investment Adviser, Inc. (“BNYIA”) and an indirect subsidiary of The Bank of New York Mellon Corporation (“BNY”). BNYSC has been providing investment advisory services to individuals and institutions since 2001. We provide investment advisory services to wrap programs sponsored by non-affiliated banks, broker-dealers, investment advisers and other financial intermediaries (“Program Sponsors”) by: (i) sub-advising separate account portfolios (“Traditional Wrap Program(s)”); (ii) providing model portfolios (“Model Delivery Program(s)”); or (iii) directly advising on investors’ separate account portfolios (“Dual-Contract Program(s)”). In Traditional Wrap Programs and Dual-Contract Programs, BNYSC executes discretionary securities transactions in an account in the name of the wrap program client (“Wrap Client(s)”), subject to any investment restrictions specified by the Wrap Client. With respect to Model Delivery Programs, BNYSC provides model portfolios to the Program Sponsor, who then executes securities transactions on behalf of the Wrap Clients. Investment advisory services are provided to Model Delivery Programs on a non-discretionary basis. We do not have discretionary investment authority with respect to any Wrap Client accounts in Model Delivery Programs (although we may, depending upon our contractual arrangement with the Program Sponsor, be granted authority over proxy voting, regulatory reporting or similar noninvestment functions). For purposes of this Brochure, we will collectively refer to Traditional Wrap Programs, Model Delivery Programs and Dual Contract Programs as “Wrap Programs.” BNYSC provides portfolio management services to Traditional Wrap Program and Model Delivery Program Wrap Clients pursuant to an agreement with the Program Sponsor and, with respect to Dual-Contract Programs, pursuant to an investment advisory agreement with the Wrap Client. In connection with these Wrap Programs, BNYSC may engage affiliated or non-affiliated investment managers (each a “Delegated Manager”) to perform certain investment advisory services on BNYSC’s behalf, including providing investment recommendations to BNYSC based

on a particular investment strategy (the “Strategy(ies)”). The Delegated Manager is responsible for monitoring, evaluating and adjusting the investment recommendations based on the Delegated Manager’s investment research, experience and judgment. Currently, BNY Mellon Advisors, Inc. (“BNY Advisors”), Newton Investment Management North America LLC (“NIMNA”), Newton Investment Management Limited (“NIM”) and Walter Scott & Partners Limited (“Walter Scott”), all of which are affiliated investment managers, serve as Delegated Managers to BNYSC. We, BNY Advisors, NIMNA, NIM and Walter Scott are registered investment advisers and BNY Investments firms. BNY Investments is one of the world’s leading investment management organizations and one of the top U.S. wealth managers, encompassing BNY’s affiliated investment management and global distribution firms. BNY is the corporate brand of The Bank of New York Mellon Corporation. BNYSC may also give advice to a municipal entity or obligated person regarding the investment of proceeds of a municipal security, and this will be done in our investment adviser capacity. Please see Item 7 of this Brochure for more information on these types of clients. As described in more detail below, we also offer advisory services not described in this Brochure, in particular as the sponsor of a wrap fee investment program (the BNY Managed Asset Program). If you would like more information, please consult our Form ADV Part 2A, Appendix 1 – Wrap Fee Program Brochure, which is available at www.adviserinfo.sec.gov.

Third-Party Wrap Programs Traditional Wrap Programs In a Traditional Wrap Program, a Wrap Client enters into an advisory agreement with the Program Sponsor and the Program Sponsor enters into a sub-advisory agreement with BNYSC. Under a Traditional Wrap Program, BNYSC is retained by the Program Sponsor, and Wrap Clients select BNYSC from among the investment advisers that the Program Sponsor presents to them. Upon accepting management of a Wrap Client’s account (“Wrap Account”), BNYSC provides investment advisory services to the Wrap Account in accordance with the investment guidelines applicable to the investment strategy selected by the Wrap Client; the investment guidelines, if any, specified by the Program Sponsor with respect to the applicable Wrap Program; and the investment restrictions, if any, specified by the Wrap Client. In connection with Traditional Wrap Programs, BNYSC may perform some or all of the following services:

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providing investment advisory services for Wrap Accounts;

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facilitating trading for Wrap Accounts with Program Sponsors and other broker-dealers;

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managing Wrap Accounts and implementing the Delegated Manager’s investment strategy recommendations;

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monitoring the Delegated Manager’s strategy guidelines, the Program Sponsor’s Wrap Program guidelines and the Wrap Clients’ investment guidelines;

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participating in consultations with financial advisors of the Program Sponsors regarding administration of Wrap Accounts;

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undertaking secondary suitability reviews;

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facilitating the instructing of corporate actions;

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conducting proxy voting on a Wrap Client’s behalf, if so directed; and

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filing certain regulatory reports.

Portfolio transactions for Wrap Clients of Traditional Wrap Programs are generally directed by BNYSC to the Program Sponsor for execution but may also, in certain circumstances, be directed to a non-sponsoring broker-dealer in an effort to seek best execution. Please see Item 12 of this Brochure for more information about the selection of broker-dealers when executing securities trades on behalf of Wrap Clients. Model Delivery Programs In Model Delivery Programs, BNYSC is retained by the Wrap Program Sponsor to provide nondiscretionary portfolio recommendations, which take the form of a portfolio model related to a particular strategy and not tailored to any specific Wrap Client. The Program Sponsor retains full discretion to accept, modify or reject such recommendations and the Program Sponsor (or a third party retained by the Program Sponsor to perform services for the Wrap Program, such as an overlay manager) is generally responsible for implementing the ultimate investment decisions. BNYSC does not know the identity of, or any other pertinent information about, the Wrap Clients for whom the Program Sponsor has elected to use BNYSC’s portfolio model. Unlike Traditional Wrap Programs or Dual-Contract Programs, BNYSC does not have discretionary investment authority with respect to any Wrap Client accounts in Model Delivery Programs. In connection with Model Delivery Programs, BNYSC may perform some or all of the following services: - facilitating model delivery to the Program Sponsor; -

facilitating the instructing of corporate actions;

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conducting proxy voting on a Wrap Client’s behalf, if so directed; and

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filing certain regulatory reports.

Dual-Contract Programs In Dual-Contract Programs, a Wrap Client enters into an investment advisory agreement directly with BNYSC and a separate agreement with the Program Sponsor. Upon accepting management of a Wrap Account, BNYSC directly advises and manages the Wrap Account in accordance with the investment guidelines applicable to the investment strategy selected by the Wrap Client; the investment guidelines, if any, specified by the Program Sponsor with respect to the applicable Wrap Program; and the investment restrictions, if any, specified by the Wrap Client. As of the date of this Brochure, we do not advise any Dual-Contract Program Wrap Accounts but do offer discretionary investment advisory services to Wrap Programs that accept Dual-Contract Program Wrap Clients. In connection with Dual-Contract Programs, BNYSC may perform some or all of the following services: -

providing investment advisory services for Wrap Accounts;

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undertaking suitability and Know Your Customer reviews;

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facilitating trading with Program Sponsors (where available) and other broker-dealers;

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managing Wrap Accounts and implementing the Delegated Manager’s investment strategy recommendations;

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monitoring the Delegated Manager’s strategy guidelines, the Program Sponsor’s Wrap Program guidelines and the Wrap Clients’ investment guidelines;

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participating in consultations with financial advisors of the Program Sponsors regarding administration of Wrap Accounts;

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facilitating the instructing of corporate actions;

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facilitating billing of Wrap Accounts;

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conducting proxy voting on a Wrap Client’s behalf, if so directed; and

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filing certain regulatory reports.

Portfolio transactions for Wrap Clients of Dual-Contract Programs are generally directed by BNYSC to the Program Sponsor for execution (where available) but may also, in certain circumstances, be directed to a non-sponsoring broker-dealer in an effort to seek best execution.

Please see Item 12 of this Brochure for more information about the selection of broker-dealers when executing securities trades on behalf of Wrap Clients. BNYSC has the right, at its discretion, to decline to provide investment advisory services, on a case-by-case basis, to new Wrap Clients of Program Sponsors. In addition to providing investment advisory and related services for Wrap Programs, BNYSC may be retained by affiliated and non-affiliated investment managers to provide administrative and support services (“Administrative Services”) in connection with the investment advisory services that such managers have agreed to perform for wrap accounts of financial services firms who sponsor wrap fee investment programs. Disclosures Relating to Section 408(b)(2) of the Employee Retirement Income Security Act of 1974 (“ERISA”) The U.S. Department of Labor has issued regulations under Section 408(b)(2) of ERISA which provide an exception from ERISA’s prohibited transaction restrictions for the provision of certain services to employee benefit plans that are subject to ERISA (“Plans”). The regulations require certain service providers to such Plans (referred to in the regulations as “covered service providers”) to disclose certain information about direct and indirect compensation that the covered service providers and their affiliates or subcontractors reasonably expect to receive in connection with their services to the Plans. The Program Sponsor is typically the “covered service provider” with respect to such Plans for purposes of the regulations, and provides to their clients the required information relating to compensation received by BNYSC, BNY Advisors, NIM, NIMNA and Walter Scott, as applicable, as the Program Sponsor’s “subcontractors” with respect to the relevant Program(s). Accordingly, the information below contains details regarding the services performed and compensation received by us relating to such Programs. We may provide certain investment advisory and other services as part of our participation in the Programs. With respect to a Program, such services may include: providing recommendations to the Program Sponsor regarding the purchase, sale and retention of securities consistent with the management of one or more model portfolios maintained by us to assist the Program Sponsor in developing its own investment strategies and recommendations for its advisory clients as described in the agreements relating to the Program(s). For the services we provide in connection with the Program(s), we receive a fee from the Program Sponsor at per annum rates of 0.00 - 0.40 percent (0 - 40 basis points) of the assets

under management in the Program(s), depending on the strategies. We, in turn, pay BNY Advisors, NIM, NIMNA and Walter Scott, as applicable, from the fee we receive from the Program Sponsor. Accordingly, we do not receive any compensation from a Plan or from Plan participants. Wrap Clients of these Wrap Programs should also review the Brochures of the Delegated Manager and Program Sponsor, which will contain additional information about each of those firm’s investment advisory services.

Other Accounts BNYSC’s Role as a Program Sponsor to a Wrap Fee Investment Program: BNY Managed Asset Program BNYSC also offers a proprietary wrap fee investment program, the BNY Managed Asset Program (“BNY MAP”), for which BNYSC serves as the program sponsor. BNY MAP clients may invest in (i) mutual funds sponsored or managed by our affiliates (“BNY Mutual Funds”) or a combination of BNY Mutual Funds and selected mutual funds from third party mutual fund families, (ii) equity investment strategies through one or more separately managed accounts managed by professional investment advisory firms, including BNYSC, (iii) municipal bonds through a separately managed account managed by an affiliate, Insight North America LLC (“INA”), (iv) a fixed income decumulation strategy managed by INA, or (v) a combination of these products. For more detail with respect to BNY MAP, please refer to BNYSC’s Form ADV Part 2A, Appendix 1 - Wrap Fee Program Brochure, available at www.adviserinfo.sec.gov.

Read the rest in the brochure

Fees for BNYSC’s investment advisory services are described in the sections below. As a dually registered investment adviser and broker-dealer, the investment advisory services that we perform are separate and distinct from the brokerage services we perform, and each is governed by different laws and contractual arrangements. While there may be certain similarities between the brokerage and advisory services we provide depending on the capacity in which we act, our contractual relationship and legal duties, including the fees we charge to clients, are subject to a number of important differences. Wrap Programs Generally, in a Wrap Program, the Program Sponsor charges the Wrap Client an inclusive (“wrap”) fee that covers various costs relating to the management of the Wrap Client’s account. This wrap fee typically includes brokerage transaction and clearing charges, custodian fees, investment advisory fees, and any other applicable fees for related services. Typically, the Wrap Client is introduced to the Strategy by the Wrap Client’s financial professional, who is employed by the Program Sponsor. Some Wrap Programs may not charge a wrap fee and may, instead, bill separately for each service provided. With respect to Dual-Contract Programs, the investment advisory fee typically is not included in the Program Sponsor’s wrap fee and, therefore, the investment advisory fee would be an additional fee paid by the Wrap Client either directly or collected by the Program Sponsor from the Wrap Client on our behalf. Wrap Clients should consult their Program Sponsor’s Wrap Fee Program Brochure for additional information about the services provided through their program by the Program Sponsor and related fees and expenses associated with the Wrap Program. Except with respect to certain Dual-Contract Programs, the Program Sponsor’s Wrap Clients generally do not pay a fee directly to BNYSC and have limited direct contact with BNYSC. The Program Sponsor typically pays BNYSC a portion of the total managed account program fee paid to the Program Sponsor by the Wrap Client. This typically ranges from 0.00% to 0.50% annually, depending on the Program Sponsor, the type of account, the level of support provided by BNYSC and the size of the Wrap Client’s assets in the specific Strategy. In addition, and as described above, BNYSC may be retained by affiliated and non-affiliated investment managers to provide administrative and support services in connection with the investment advisory services that such managers have agreed to perform for wrap accounts of financial services firms who sponsor wrap fee programs. In such cases, BNYSC is paid a fee by those investment managers for providing such administrative and support services, which are unrelated to BNYSC’s provision of investment advisory services to Wrap Clients.

In Traditional Wrap Programs, trade execution is generally conducted through the Program Sponsor unless trade execution with a non-sponsoring firm may result in more favorable execution for the Wrap Client. With respect to Dual-Contract Programs, depending upon the structure of the Program, trade execution may either be generally conducted through the Program Sponsor, unless trade execution with a non-sponsoring firm may result in more favorable execution, or all trading may occur away from the Program Sponsor. Trade execution with a non-sponsoring firm may result in additional fees to the Program Sponsor’s Wrap Clients. Please refer to Item 12 of this Brochure (Brokerage Practices) for more information about trade execution with non-sponsoring firms. Depending on the amount of activity in an account, the fees for a Wrap Program may result in higher costs than a Wrap Client might otherwise incur by establishing separate arrangements for trade execution, custody, investment advice and other account-related services. Wrap Clients may wish to periodically evaluate whether the total fee for a particular Wrap Program is appropriate to their needs. Conflicts of Interest Related to Wrap Programs BNYSC has certain representatives who, among other things, market the Strategies advised by the Delegated Managers to Program Sponsors. Program Sponsors may then recommend the Strategies to their Wrap Clients. BNYSC may compensate its representatives more for successfully marketing certain Strategies over others. The compensation paid by BNYSC to its representatives for marketing the Strategies is made solely by BNYSC out of its own assets. These payments present a conflict of interest because the BNYSC representatives have an incentive to promote Strategies to Program Sponsors based on the potential for compensation rather than the needs of a Program Sponsor’s Wrap Clients. For more information on fees and compensation, please see the Wrap Program Brochure you receive from your Program Sponsor.

Wrap Programs We offer a variety of investment strategies which, as described in Item 4, are referred to in this Brochure as “Strategies” and which are listed below in this Item 8. Please also refer to Item 8 of

our Delegated Managers’ Brochures for detailed descriptions of the Strategies for which each Delegated Manager performs investment advisory services on our behalf, and for each Delegated Manager’s methods of analysis. Each Strategy involves risk of loss, which Wrap Clients should be prepared to bear. Please refer to the Summary of Material Risks in this Item 8 below, and to Item 8 of our Delegated Managers’ Brochures, for descriptions of the primary risks relating to the Strategies we offer. In addition, with respect to the ETF-based model Strategies described below, please refer to the particular ETF prospectus for more information about the risks applicable for a particular ETF. If you would like a copy of a particular BNY Mellon ETF prospectus, you may obtain one at bny.com/investments or by calling us at 1-800-373-9387. To obtain non-BNY Mellon ETF prospectuses, please contact the Program Sponsor or the direct website of the ETF in question. For all Strategies, there is no assurance or guarantee that a Strategy’s or a Wrap Client’s investment objectives will be met. Investment Strategies The Strategies we may currently make available to Program Sponsors are listed below, along with the name of the Delegated Manager providing investment advisory services to us. Wrap Clients should additionally check with representatives of their Program Sponsors for actual availability of a given Strategy with respect to a particular Wrap Program. 

BNY Advisors

BNYSC provides financial intermediaries with access to the model portfolios, created by BNY Advisors, an affiliate of BNYSC. Such models are customized in accordance with criteria established by the intermediary and are provided on a non-discretionary basis to the intermediaries. The intermediaries then, in turn, offer access to the models to their customers in managed account programs. Such models will include mutual funds and/or ETFs that are advised or sub-advised by an investment advisory affiliate of BNY Advisors (“Proprietary Funds”). Proprietary Funds are subject to the same disciplined due diligence process that BNY Advisors employs for nonproprietary investments. BNY Advisors believes these selections enhance its portfolios and provide access to the industry-leading investment firms within BNY. Given that BNY Advisor’s affiliates receive compensation when Proprietary Funds are included in a BNYA Model, BNY Advisor will waive the BNYA Model Fee for BNY Advisor Models that include Proprietary Funds beginning October 1, 2024, to mitigate any conflict of interest. Firms that use models which

include Proprietary Funds may receive discounts on fees for services received by BNY Advisors or BNY Advisors affiliates, if the use of Proprietary Funds meet certain negotiated dollar thresholds. For more information please refer to BNY Advisor’s Form ADV Part 2A, Firm Brochure – Intermediary Solutions, available at www.adviserinfo.sec.gov. 

NIMNA o BNYM Newton Dynamic Value o BNYM Newton Dynamic US Equity o BNYM Newton Global Natural Resources o BNYM Newton Large Cap Growth o BNYM Newton Small Mid Cap Growth o BNYM Newton Income Stock (BNYSC started to deliver the model in October 2025)

The Strategies above correspond to, respectively, the Large Cap Value, Domestic Asset Allocation, Thematic Equity, Global Equity and Small Cap Growth strategies described in Item 8 of NIMNA’s brochure. 

NIM o BNYM Newton International Equity o BNYM Newton Global Equity o BNYM Newton Global Equity Income ADR

The Strategies above correspond to, respectively, the International Equity, International Equity, Global Equity and Global Equity Income strategies described in Item 8 of NIM’s Brochure. 

Walter Scott o BNYM Walter Scott International Stock ADR

The Strategy above corresponds to the EAFE strategy described in Item 8 of Walter Scott’s Brochure. Working with a Program Sponsor representative, the Wrap Client typically determines his or her investment strategy based on personal circumstances and objectives and selects one or more Strategies. Wrap Clients are responsible for asset allocation decisions when selecting portfolios. We and our Delegated Managers do not provide asset allocation advice with respect to the Strategies we offer. Risk of Loss Each investment strategy we offer invests in a variety of securities and employs a number of investment techniques that involve certain risks. Investment involves risk of loss that clients and investors should be prepared to bear. Summary of Material Risks The table below and Appendix A of this Brochure set forth information concerning the material risks involved with each Strategy. An “X” in the table indicates that the Strategy involves the corresponding risk. An empty box indicates that the Strategy does not involve the corresponding risk in a material way. However, an empty box does not guarantee that the Strategy will not be subject to the corresponding risk. NIMNA Strategies

NIM Strategies

Walter Scott BNY Advisors Strategies Strategies

ADR / GDR Risk

Allocation Risk

Banking Industry Risk

Clearance and Settlement Risk Concentration Risk

Risk Type

Correlation Risk

Counterparty Risk

Country, Industry and Market Sector Risk

Disease/Epidemics Risk

Cybersecurity Risk

Emerging Market Risk Equity Securities Risk

ESG Investment Risk ETF Risk

Fixed Income Securities Risk Foreign Investment Risk

NIMNA Strategies

NIM Strategies

Walter Scott BNY Advisors Strategies Strategies

General Risks

Growth and Value Stock Risk

Growth Stock Risk

Healthcare Sector Risk X

Investment Strategy Risk

Issuer Risk

Risk Type

Large Cap Stock Risk

Liquidity Risk

Market Risk

Market Sector Risk

Micro Cap Company Risk

Non-Diversification Risk

Performance Risk

Portfolio Turnover Risk

Preferred Stock Risk

Quantitative Model Risk

Real Estate Sector Risk

NIMNA Strategies

NIM Strategies

Walter Scott BNY Advisors Strategies Strategies

Risk Type Small and Midsize Company Risk Stock Investing Risk

Stock Selection Risk

Systemic Risk

Technology Company Risk

Value Stock Risk

Valuation Risk

Please also refer to Item 8 of our Delegated Managers’ Brochures, Appendix A of this Brochure and the prospectuses of the ETFs for further descriptions of these material risks relating to the Strategies. Artificial Intelligence (“AI”) Usage BNYSC uses generative AI, large language models, machine learning, or related automated technologies, (collectively, “AI Tools”) to support research, operational efficiency and employee productivity. Our approach is to use AI prudently, in ways aligned with our fiduciary obligations, regulatory and compliance requirements, and client interests. Some examples of how we use AI Tools include summarizing public information and analyzing large data sets to support business and investment decisions. Investment decisions remain the responsibility of our professionals and are subject to human judgment, established processes, and risk controls. We do not rely on output from AI Tools alone to make investment decisions for clients. While AI Tools can improve speed and scale, they also carry risks, including biased or incomplete data, errors or “hallucinations,” reduced transparency into how models work, cybersecurity and data privacy considerations, and limits to third‑party visibility or control. To manage these risks, BNYSC maintains a robust governance, oversight and control framework designed to promote appropriate use of AI Tools, including controls on data sources, testing and monitoring, guardrails for third‑party tools, and human oversight. However, risks cannot be fully eliminated. AI Tools used or developed by BNYSC, third-party vendors, counterparties, and other market participants in business processes, models, services, or products increases potential exposure to risks and potential liabilities. Clients should consider these risks and assume that the usage of AI Tools is an inherent part of any engagement with BNYSC.

Types of Clients As discussed in Item 4 (Advisory Business) above, we provide an array of investment advisory services to individual investors and other clients of Program Sponsors of Wrap Programs. To the extent that we are providing advice to a municipal entity or obligated person regarding the investment of proceeds of a municipal security, this will be done in our investment adviser capacity. Please review the wrap fee program brochure from your Program Sponsor for more information on types of clients and account requirements for the Program Sponsor’s Wrap Programs. For information regarding BNY MAP, please refer to our Form ADV Part 2A, Appendix 1 - Wrap Fee Program Brochure, available at www.adviserinfo.sec.gov.

Performance-based fee arrangements and side-by-side management activities entail inherent conflicts that are described in this Item 6. We have not entered into performance-based fee arrangements with our clients. However, our Delegated Managers may enter into performance-based fee arrangements with their clients. For

more detailed information about such arrangements, including how our Delegated Managers’ performance fees are calculated, please see the respective Delegated Manager’s firm brochure. “Side-by-side management” refers to our simultaneous management of multiple types of client accounts/investment products. For example, we or our Delegated Managers may simultaneously manage separate accounts, managed accounts and pooled investment vehicles for clients. Our clients have a variety of investment objectives, policies, strategies, limitations and restrictions. Our affiliates likewise manage a variety of separate accounts, managed accounts, and pooled investment vehicles. Side-by-side management gives rise to a variety of potential and actual conflicts of interest for us, our employees and our supervised persons. Below we discuss the conflicts that we and our employees and supervised persons face when engaging in side-by-side management and how we deal with them. Note that certain of our affiliated Delegated Managers’ employees are also officers or employees of one or more BNY affiliates (“dual officers” or “dual employees”). These dual officers or dual employees undertake administrative or investment management duties for the affiliates of which they are such officers or employees. Please see Dual Officers and Dual Employees in Item 10 of this Brochure (Other Financial Industry Activities and Affiliations) for more information on our dual officer and dual employee arrangements. When our affiliates concurrently manage client accounts/ investment products, and particularly when dual officers or dual employees are involved, this presents the same conflicts as described below. To address these conflicts of interest, we manage our accounts consistent with applicable law, and we and our Delegated Managers follow procedures that are reasonably designed to treat our clients fairly and to prevent any client or group of clients from being systematically favored or disadvantaged. For example, we and our Delegated Managers have trading policies and procedures, such as trade allocation and best execution procedures, which are designed and implemented to help ensure that all clients are treated fairly and equally, and to prevent these conflicts from influencing the allocation of investment opportunities between and among clients. Please see Item 12 of this Brochure (Brokerage Practices) (and Item 12 of our Delegated Managers’ firm Brochures) for more information. Conflicts of Interest Relating to Accounts with Different Strategies We and our Delegated Managers manage numerous accounts with a variety of strategies, which presents conflicts of interest relating to the allocation of investment opportunities and the aggregation and allocation of trades. For example, a long/short position in two client accounts simultaneously can result in a loss to one client based on a decision to take a gain in the other.

Taking concurrent conflicting positions in certain derivative instruments can likewise cause a loss to one client and a gain to another. Conflicts of Interest Relating to the Management of Multiple Client Accounts We and our Delegated Managers perform investment advisory services for various clients. In many instances, we give advice and take action in the performance of our duties with respect to certain of our clients which differs from the advice given, or the timing or nature of action taken, with respect to other clients. We have no obligation to purchase or sell for a client any security or other property which we purchase or sell for our own account or for the account of any other client if it is undesirable or impracticable to take such action. Conflicts of Interest Relating to Investment in Affiliated Accounts To the extent permissible under applicable law, we may decide to invest some or all of our corporate temporary investments in money market accounts advised or managed by a BNY affiliate. We have an incentive to allocate our own investments to these types of affiliated accounts to generate additional fees for us or our affiliates. Conflicts of Interest Relating to “Proprietary Accounts” We, our affiliates, and/or our existing and future employees will from time to time invest in products managed by us or our affiliates (“Proprietary Accounts”). Investment by us, our affiliates, or our employees in Proprietary Accounts creates conflicts of interest because we or our affiliates have an incentive to favor these Proprietary Accounts by, for example, directing the best investment ideas to these accounts or allocating, aggregating or sequencing trades in favor of such accounts, to the disadvantage of other accounts. We and our affiliates also have an incentive to dedicate more time and attention to our Proprietary Accounts and to give them better execution and brokerage commissions than our other client accounts. Other Conflicts of Interest As noted previously, we and our affiliates manage numerous accounts with a variety of interests. This necessarily creates conflicts of interest for us. For example, we or our Delegated Managers may cause multiple accounts to invest in the same investment. Such accounts may have conflicting interests and objectives in connection with such investment, including differing views on the operations or activities of the portfolio company, the targeted returns for the transaction and the timeframe for and method of exiting the investment. Conflicts also arise in cases where multiple BNYSC and/or affiliate client accounts are invested in different parts of an issuer’s capital structure. For example, one of our client accounts could acquire debt obligations of a company

while an affiliate’s client account acquires an equity investment. In negotiating the terms and conditions of any such investments, we could conclude that the interests of the debt-holding client accounts and the equity holding client accounts conflict. If that issuer encounters financial problems, decisions over the terms of any workout could raise conflicts of interest (including, for example, conflicts over proposed waivers and amendments to debt covenants). For example, debt holding accounts may be better served by a liquidation of an issuer in which it could be paid in full, whereas equity holding accounts might prefer a reorganization of the issuer that would have the potential to retain value for the equity holders. As another example, holders of an issuer’s senior securities could potentially direct cash flows away from junior security holders, and both the junior and senior security holders could be BNYSC client accounts. It is important to note that, when we act as your broker-dealer, we are not held to the same legal standards that apply when we are providing investment advisory services. Conflicts of Interest Relating to Dual Officer Arrangements and Employee Locations BNYSC is part of a group of affiliated companies and uses employees and services of a separate service affiliate to support its advisory business, including investment-related services (such as investment advice, trading and portfolio execution), client servicing and reporting, operational and back-office support, systems support, and other corporate services, including human resources, legal, marketing and finance. Additionally, BNYSC may also share certain officers with its affiliates. Some officers hold positions at both BNYSC and one or more affiliated entities (“dual officers”) for the purpose of performing administrative, operational or investment management and other functions. These arrangements are designed to provide access to specialized expertise and consistent, efficient service across the organization. At the same time, they can create actual or potential conflicts of interest—for example, competing demands on personnel who serve multiple affiliates, or side-by-side management considerations that could lead personnel to favor one client or affiliate over another. BNYSC addresses these risks through governance and supervision that clearly assign responsibilities for BNYSC’s activities; intercompany service agreements with defined service levels and segregation of duties; and compliance policies and procedures reasonably designed to identify, monitor, and mitigate conflicts. When a conflict cannot be eliminated, BNYSC provides full and fair disclosure and implements controls intended to reduce potential impacts on clients, consistent with its fiduciary duty under applicable law. BNYSC remains legally and contractually responsible for its advisory services and client accounts, regardless of whether services are performed by dual officers or service affiliate personnel. These arrangements do not change your advisory agreement, our fiduciary duty, or the nature of our client relationship. Fees and billing for advisory services remain as disclosed in your applicable agreement, and clients are not charged any fees other than those specified

therein. BNYSC reviews and updates its disclosures as needed to reflect material changes to dual officer roles, shared locations, or the use of service affiliate personnel. Clients with questions about these arrangements, our conflicts management, or our privacy practices may contact their relationship team, and we will provide additional information upon request. BNYSC may share office space and facilities with affiliated entities, including the service affiliate whose employees support one or more affiliated investment advisers. Sharing locations can raise concerns about access to systems, books and records, and material non-public information (MNPI), or inadvertent exposure to confidential client information. BNYSC applies physical, administrative, and technological safeguards to protect client information and MNPI, including need-to-know access, information barriers, secure storage, clean-desk practices, visitor protocols, and role-based system entitlements. All personnel—whether employed directly by BNYSC or by a service affiliate—must comply with BNYSC’s compliance policies and procedures. BNYSC safeguards client information in accordance with applicable privacy requirements, including SEC Regulation S-P, and its applicable Privacy Policies. Access to client information is limited to personnel who need it to provide services, and information is shared with affiliates only as permitted by law, applicable policies, and client agreements.

In addition to being registered as an investment adviser under the Advisers Act, BNYSC is also registered as a broker-dealer under the Securities Exchange Act of 1934, is a member of FINRA, and is registered with the NFA as an introducing broker. BNY is a Global Financial Services Company BNY is a global financial services company providing a comprehensive array of financial services (including asset management, wealth management, asset servicing, clearing and execution services, issuer services and treasury services) through a world-wide client focused team that

enables institutions and individuals to manage and service their financial assets. BNY Investments and Wealth is the umbrella designation for BNY’s affiliated investment management firms, wealth management business and global distribution companies and is responsible, through various subsidiaries, for U.S. and non-U.S. retail, intermediary and institutional distribution of investment management and related services. We enter into transactions with unaffiliated counterparties or third-party service providers who can be using affiliates of ours to execute such transactions. Additionally, when we effect transactions in American Depositary Receipts (“ADRs”) or other securities, the involved issuers or their service providers could be using affiliates for support services. Services provided by our affiliates to such unaffiliated counterparties, third party service providers and/or issuers include, for example, clearance of trades, purchases or sales of securities, serving as depositary bank to issuers of ADRs, providing foreign exchange services in connection with dividends and other distributions from foreign issuers to owners of ADRs, or other transactions not contemplated by us. Although one of our affiliates receives compensation for engaging in these transactions and/or providing services, the decision to use or not use an affiliate of ours is made by the unaffiliated counterparty, third party service provider or issuer. Further, we will likely be unaware that the affiliate is being used to enter into such transaction or service. BNY and/or its affiliates may gather data from BNYSC about our investment activities, including information about holdings within client portfolios, which is required for regulatory filings to be made by BNYSC or BNY or their affiliates (e.g., reporting beneficial ownership of equity securities) or for other compliance, legal or risk management purposes, pursuant to policies and procedures of BNY or its affiliates. This data is deemed confidential and procedures are followed to help ensure that any information is utilized solely for the purposes intended. BNY’s Status as a Bank Holding Company BNY and its direct and indirect subsidiaries, including us, are subject to (1) certain U.S. banking laws, including the Bank Holding Company Act of 1956, as amended (the “BHCA”), (2) regulation and supervision by the Board of Governors of the Federal Reserve System (the “Federal Reserve”) and (3) the provisions of, and regulations under, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). The BHCA, the Dodd-Frank Act, other applicable banking laws and the regulatory agencies, including the Federal Reserve, that interpret and administer these laws may restrict (1) the transactions and relationships among BNY, its affiliates (including us) and our clients and (2) our investments, transactions and operations. For example, the BHCA regulations applicable to BNY and us may restrict our ability to make certain investments or the size of certain investments, impose a maximum holding period on some or all

of our investments and restrict our ability to participate in the management and operations of the companies in which we invest. In addition, certain BHCA regulations may require aggregation of the positions owned, held or controlled by related entities. Thus, in certain circumstances, positions held by BNY and its affiliates (including us) for client and proprietary accounts may need to be aggregated and may be subject to a limitation on the amount of a position that may be held. These limitations may have an adverse effect on our ability to manage clients’ investment portfolios. For example, depending on the percentage of a company that we and our affiliates (in the aggregate) control at any given time, the limits may (1) restrict our ability to invest in that company for certain clients or (2) require us to sell certain client holdings of that company when it may be undesirable to take such action. Additionally, in the future BNY may, in its sole discretion and without notice, engage in activities affecting us in order to comply with the BHCA, the Dodd-Frank Act or other legal requirements applicable to BNY and its direct and indirect subsidiaries, including us and accounts that we and our affiliates manage. The Volcker Rule The Dodd-Frank Act includes provisions that have become known as the “Volcker Rule,” which restrict bank holding companies, such as BNY and its subsidiaries (including us) from (i) sponsoring or investing in a private equity fund, hedge fund or otherwise “covered fund”, with the exception, in some instances, of maintaining a de minimis investment, subject to certain other conditions and/or exceptions, (ii) engaging in proprietary trading, and (iii) entering into certain transactions involving with affiliated covered funds. The Volcker Rule generally prohibits certain transactions involving an extension of credit or other type of transaction as set forth in applicable regulations between BNY and its affiliates, on the one hand, and “covered funds” managed or sponsored by BNY and/or its affiliates (including us), on the other hand. BNY affiliates provide securities clearance and settlement services to brokerdealers on a global basis. The operational mechanics of the securities clearance and settlement process can result in an incidental or unintended intraday extension of credit between the securities clearance firm and a “covered fund.” As a result, we may be restricted from using a BNY affiliate as custodian or in other capacities for covered funds as well as be restricted in executing transactions for certain funds through broker-dealers that utilize a BNY affiliate as their securities clearance firm. Such restrictions could limit the covered fund’s selection of service providers and prevent us from executing transactions through broker-dealers we would otherwise use in fulfilling our duty to seek best execution. The Volcker Rule was amended in 2020 to include exemptions that permit a broader range of transactions between BNY and its affiliates and relevant covered funds. BNY intends to rely on such exemptions to the extent it deems appropriate.

Dual Officers and Dual Employees Certain employees of our Delegated Managers act as officers or employees of one or more of our affiliates (“dual officers” or “dual employees”), including The Bank of New York Mellon, an affiliated New York chartered bank (the “Bank”), and BNYIA, an affiliated registered investment adviser, for the purpose of performing administrative or investment management and related functions. In their capacities as dual officers or dual employees, they provide administrative or discretionary investment advisory services to certain clients and also to certain collective investment funds of the Bank and the applicable Delegated Manager receives a fee for such services. In their capacities as dual employees of BNYIA, these Delegated Manager personnel provide investment advisory services to certain affiliated registered investment companies. In these capacities, they may also provide non-discretionary investment advisory services to unaffiliated managed account/wrap-fee accounts. The Delegated Managers receive a portion of the investment management fee received by BNYIA for such services. The Delegated Managers may also provide sub-advisory services to certain affiliated registered investment companies by serving as a sub-adviser to BNYIA. For such services, the Delegated Managers receive a portion of the investment management fee received by BNYIA from each investment company to which it renders advice. Other Relationships In addition, BNY personnel, including certain of our employees, may have board, advisory, or other relationships with issuers, distributors, consultants and others that may have investments in a private fund and/or related funds or that may recommend investments in a private fund or distribute interests in a private fund. To the extent permitted by applicable law, BNY and its affiliates, including us and our personnel, may make charitable contributions to institutions, including those that have relationships with investors or personnel of investors. As a result of the relationships and arrangements described in this paragraph, placement agents, consultants, distributors and other parties would have conflicts associated with their promotion of a private fund, or other dealings with a private fund, that create incentives for them to promote a private fund. BNY maintains, and we have adopted, a Code of Conduct that addresses these types of relationships and the conflicts of interest they present, including the provision and receipt of gifts and entertainment. BNY, among several other leading investment management firms, has a minority equity interest in Kezar Markets, LLC (f/k/a Titan Parent Company, LLC), which owns Kezar Trading, LLC

(f/k/a Luminex Trading and Analytics LLC) (“Kezar”), a registered broker-dealer under the Exchange Act that operates two alternative trading systems for securities (the “Alternative Trading Systems”). Transactions for clients for which we serve as adviser or sub-adviser may be executed through the Alternative Trading Systems. We and BNY disclaim that either is an affiliate of Kezar. Affiliated Broker-Dealers and Investment Advisers BNYSC is affiliated with a significant number of advisers and broker/dealers. Please see our Form ADV, Part 1A - Schedule D, Section 7.A for a list of our affiliated advisers and broker-dealers. Several of our investment adviser affiliates have, collectively, a significant number of investmentrelated private funds for which a related person serves as sponsor, general partner or managing member (or equivalent), respectively. Please refer to the Form ADV, Part IA – Schedule D, Section 7.B for each of our affiliated investment advisers for information regarding such firm’s private funds (if applicable) and such firm’s Form ADV, Part IA – Schedule D, Section 7.A for information regarding related persons that serve in a sponsor, general partner or managing member capacity (if applicable). Except with respect to BNY MAP where our affiliate, Pershing LLC, provides certain execution, clearing and custodial services, we limit our selection of brokers for effecting purchases or sales of securities for client accounts to unaffiliated brokers only. Please refer to our Wrap Fee Program Brochure for more information concerning Pershing LLC’s role with respect to BNY MAP. We have broker selection policies in place that require our selection of a broker-dealer to be consistent with our duties of best execution, and subject to any client and regulatory proscriptions. Please also see Item 12 of our Delegated Managers’ firm Brochures for more information. We may be prohibited or limited from effecting transactions for you because of rules in the marketplace, foreign laws or our own policies and procedures. In certain cases, we may face further limitations because of aggregation issues due to our relationship with affiliated investment management firms. Due to local market rules associated with aggregation of security ownership with our affiliates we may be prevented from owning more of a particular security that we would otherwise want to own for client accounts. Please also refer to Item 12 of our Delegated Managers’ Brochures for a discussion of trade aggregation issues. Affiliated Underwriters Our broker-dealer affiliates occasionally act as underwriter or as a member of the underwriting syndicate for certain new issue securities, which presents a conflict of interest because it creates an incentive for us to purchase these new issue securities in an effort to provide additional fees to

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Transactions, Personal Trading Code of Ethics, Participation or Interest in Client Transactions, Personal Trading We have adopted a Code of Ethics that is made up of two parts: 1. BNY Code of Conduct (the “BNY Code”); and 2. BNY Personal Securities Trading Policy (the “PSTP”). The BNY Code of Conduct sets expectations for business conduct for employees and provides guidance on important legal and ethical issues. In addition, it clarifies the Firm’s responsibilities to clients, suppliers, government officials, competitors and the communities we serve. BNY’s Code of Conduct covers the following key principles: 1. Respecting Others: We respect human rights and treat employees with fairness, dignity, and respect at work. We are committed to fostering an inclusive workplace where talented people want to stay and develop their careers. Supporting a diverse, engaged workforce allows us to be successful in building trust, empowering teams, serving our clients and outperforming our peers. We give equal employment opportunity to all individuals in compliance with legal requirements and because it is the right thing to do. 2. Avoiding Conflicts: We make our business decisions free from conflicting outside influences. Our business decisions are based on our duty to BNY and our clients and are not driven by any personal interest or gain. We are to remain alert to any and all potential conflicts of interest and ensure that we identify, mitigate or eliminate any such conflicts. 3. Conducting Business: We secure business based on honest competition in the marketplace, which contributes to the success of our company, our clients and our shareholders. We compete while in full compliance with all applicable laws and regulations. We support worldwide efforts to combat financial corruption and financial crime. 4. Working with Governments: We follow all requirements that apply to doing business with governments. We recognize that practices that may be acceptable when dealing with a private company that is the client may cause problems or be a violation of law when working with a government.

5. Protecting Company Assets: We ensure all entries made in the company’s books and records are complete and accurate and comply with established accounting and recordkeeping procedures. We maintain confidentiality of all forms of data and information entrusted to us and prevent the misuse of information belonging to the company or any client. 6. Supporting Our Communities: We take an active part in our communities around the world, both as individuals and as a company. BNY plays a critical role in the stability and sustainability of the financial system, and that foundation drives our approach to sustainability. We aim to be honest, fair and transparent when we interact with our communities and the public at large. We consider human dignity important, and we work to preserve human rights throughout our operations and value chain. We seek to address climate-related risks and opportunities through an environmental sustainability approach that considers all aspects of our business. As a global financial institution, BNY and its subsidiaries are subject to certain laws and/or regulations governing the personal trading of securities. In order to ensure that all employees’ personal investments are conducted in compliance with the applicable rules and regulations and are free from conflicts of interest, the Company has established limitations on personal trading, as reflected in the PTSP. The PSTP sets forth procedures and limitations that govern the personal securities transactions of our employees in accounts held in their own names as well as accounts in which they have indirect ownership. We, and our related persons and employees, may, under certain circumstances and consistent with the PSTP, purchase or sell for their own accounts securities that we also recommend to clients. The PSTP imposes different requirements and limitations on employees based on the nature of their business activities. Each of our employees is classified as one of the following: 1. Investment/Public Employee (“IE”): IE is an employee who, in the normal conduct of his/her job responsibilities, is on the “public side” of the Information Barrier in accordance with BNY’s Information Barrier Policy and has access (or is likely to be perceived to have access) to nonpublic information regarding any advisory client’s purchase or sale of securities or nonpublic information regarding the portfolio holdings of any Proprietary Fund (defined as a fund sponsored, managed or subadvised by BNY or any of its affiliates), is involved in making securities recommendations to advisory clients, or has access to such recommendations before they are public.

2. Access Decision Maker (“ADM”): Generally, employees are considered to be ADM Employees if they are portfolio managers or research analysts and make or participate in recommendations or decisions regarding the purchase or sale of securities for mutual funds or managed accounts. Portfolio managers of broad-based index funds and traders are not typically classified as ADM Employees. 3. Insider Risk Employee (“IR”): IR is an employee who in the normal course of business is likely to receive material non-public information regarding issuer clients. These employees are on the “private side” of the Information Barrier in accordance with BNY’s Information Barrier Policy. 4. Non-Classified Employee: Our employees are considered non-classified if they are not an IE, IR or ADM. PSTP Overview: 1. IE, ADM, and IR employees are subject to preclearance and personal securities reporting requirements, with respect to discretionary accounts in which they have direct or indirect ownership. 2. Transaction reporting is not required for non-discretionary accounts, transactions in exempt securities or certain other transactions that are not deemed to present any potential conflicts of interest. 3. Preclearance is not required for transactions involving certain exempt securities (such as ETFs and open-end investment company securities that are not Proprietary Funds or money market funds and short-term instruments, non-financial commodities; transactions in non-discretionary accounts (approved accounts over which the employee has no direct or indirect influence or control over the investment decisionmaking process); transactions done pursuant to automatic investment plans; and certain other transactions detailed in the PSTP which are either involuntary or deemed not to present any potential conflict of interest. 4. We have a “Preclearance Compliance Officer” who maintains a “restricted list” of companies whose securities are subject to trading restrictions. This list is used by the PTA System to determine whether or not to grant trading authorization. 5. The acquisition of any securities in a private placement requires prior written approval. 6.

With respect to transactions involving BNY securities, all employees are also prohibited from engaging in short sales, purchases on margin, option transactions (other

than employee option plans), and short-term trading (i.e., purchasing and selling, or selling and purchasing BNY securities within any 60-calendar day period) . 7. For IE, ADM, and IR employees, with respect to non-BNY securities, purchasing and selling, or selling and purchasing the same or equivalent security within 30 calendar days is prohibited, and any profits must be disgorged. 8. No covered employee should knowingly participate in or facilitate late trading, market timing or any other activity with respect to any fund in violation of applicable law or the provisions of such fund’s disclosure documents. A copy of our Code of Ethics will be provided upon request. Interest in Client Transactions Note that while each of the following types of transactions present conflicts of interest for us, as described below, we manage our accounts consistent with applicable law, and we follow procedures that are reasonably designed to treat our clients fairly and to prevent any client or group of clients from being systematically favored or disadvantaged. Wrap Program clients should also review the Brochures of the Delegated Managers and/or Program Sponsors, as applicable, which will contain additional information about those firms’ investment advisory Services. Principal Transactions “Principal transactions” are generally defined as transactions where an adviser, acting as principal for its own account or the account of an affiliated broker-dealer, buys any security from or sells any security to any client. A principal transaction may also be deemed to have occurred if a security is crossed between an affiliated pooled investment vehicle and another client account. We do not engage in principal transactions. While we do not engage in principal transactions, we are part of a large diversified financial organization, which includes banks and broker-dealers. As a result, it is possible that an affiliate may, as principal, purchase securities from, or sell securities to, our clients. Cross Transactions We do not engage in cross transactions.

Transactions in Same Securities We or our affiliates may invest in the same securities that we or our affiliates recommend to clients. When we or an affiliate currently holds for our own benefit the same securities as a client, we have a conflict of interest. For example, we or our affiliate could be seen as harming the performance of the client’s account for our own benefit if we short sell the securities in our own account while holding the same securities long in the client account, causing the market value of the securities to move lower. Interests in Recommended Securities/Products We or our affiliates may recommend securities to clients, or buy or sell securities for client accounts, at or about the same time that we or one of our affiliates buys or sells the same securities for our (or the affiliate’s) own account. This practice gives rise to a variety of conflicts of interest, particularly with respect to aggregating, allocating and sequencing securities being purchased on both our (or our affiliate’s) behalf and our clients’ behalf. For example, we have an incentive to cause a client or clients to participate in an offering because we desire to participate in the offering on our own behalf and would otherwise be unable to meet the minimum purchase requirements. Likewise, we have an incentive to cause our clients to participate in an offering to increase our overall allocation of securities in that offering, or to increase our ability to participate in future offerings by the same underwriter or issuer. On the other hand, we have an incentive to cause our clients to minimize their participation in an offering that has limited availability so that we do not have to share a proportionately greater amount of the offering to the client. Allocations of aggregated trades likewise raise a conflict of interest as we have an incentive to allocate securities that are expected to increase in value to ourselves. See Item 12 for a discussion of our brokerage and allocations practices and policies. Further, a conflict of interest could arise if a transaction in our own account closely precedes a transaction in related securities in a client account, such as when a subsequent purchase by a client account increases the value of securities that were previously purchased for ourselves. We or a related person may recommend the purchase of securities in certain private funds which BNYIA or our affiliates manage and for which BNYIA or our affiliate may serve as sole director or managing member or collective investment funds maintained by the Bank (which are managed by personnel of BNYIA or one of our affiliates in their roles as dual officers of the Bank and for which BNYIA or our affiliate, as applicable, receive a fee and the Bank may receive a custodial fee for custody services). BNY, or certain of its employees, or related persons, may currently invest in certain private funds or collective funds that also include client assets managed by BNY,

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Wrap Programs With respect to Model Delivery Programs, BNYSC provides the model portfolios to the Program Sponsor, who then executes securities transactions on behalf of the Wrap Clients.

With respect to Traditional Wrap Programs, BNYSC executes transactions in Wrap Accounts generally through the Program Sponsor unless executing trades with a non-sponsoring firm may result in more favorable execution to the Wrap Client. Accordingly, to facilitate obtaining best execution for Wrap Clients, BNYSC may, at its discretion, facilitate trade execution for Wrap Client transactions with a non-sponsoring firm. We may do so for a variety of reasons, including the type or liquidity of the securities we are buying or selling, or because we are aggregating trades for Wrap Clients of one Program Sponsor with trades for Wrap Clients of other Program Sponsors. The corresponding brokerage commissions and associated transaction costs for such “trading away” activity will not be included in the wrap fee paid by the Wrap Client to the Program Sponsor and instead will represent additional costs borne by the Wrap Client; however, this will not increase the advisory fee paid to or billed by BNYSC. Wrap Clients should also note that such brokerage commissions and associated transaction costs may be built into the net price of the investment, as reflected on trade confirmations, as opposed to being separately itemized. In connection with the Strategies for Traditional Wrap Programs currently offered by BNYSC and which were available and contained Wrap Client assets during calendar year 2025 – BNYM Newton Dynamic Value; BNYM Newton International Equity (terminated January 24, 2025), BNYM Newton Global Equity, BNYM Newton Global Equity Income ADR, BNYM Newton Small Mid Cap Growth (terminated May 12, 2025) and BNYM Walter Scott International Stock ADR - the average dollar-weighted percentage of transactions traded away by BNYSC during the twelve months through December 31, 2025 across the Wrap Client accounts in each Strategy was 0.00%, 43.32%, 12.98%, 0.00%, 0.00% and 21.62, respectively. With respect to all five Strategies, the additional cost incurred by Wrap Clients with respect to each such transaction ranged from 0 4 cents per share (or, for commissions charged on a percentage rather than per share basis, approximately 0 - 10 basis points of the value of each trade). In addition to the fees and expenses described above, certain routine trading costs associated with the day-to-day investment management of a Wrap Account may, depending upon the provisions of a particular Wrap Program, not be included in a Wrap Client’s wrap fee and may therefore represent additional costs to the Wrap Client. In general, these may include (but are not necessarily limited to) the SEC fee imposed on sales of US securities and the transaction taxes imposed by certain non-US countries with respect to the purchase and sale of securities of certain issuers domiciled in those countries. With respect to trading away activity in the BNYM Newton International Equity, BNYM Newton Global Equity, BNYM Newton Global Equity Income ADR and BNYM Walter Scott International Stock ADR Strategies, additional trading-related costs, such as non-US local market transaction taxes and ADR conversion charges, may also apply.

For the reasons described above, with respect to both Traditional Wrap and Model Delivery Programs it is not always possible for us to aggregate client transactions pursuant to our trade aggregation procedures except when we direct transactions in a Traditional Wrap Program to a non-sponsoring broker-dealer in an effort to seek best execution. To help ensure fair and equitable treatment of all clients, changes to our investment strategy models are disseminated to us when implemented by the Delegated Manager. Upon completion of our initial order preparation, we in turn communicate such model revisions to all Program Sponsors for the same strategy at or near the same time. As a result, there may be instances in which a Delegated Manager and one or more Program Sponsors are executing trades for their clients at the same time that we are executing trades in the same securities. This could lead to competing orders for the same securities, potentially harming execution quality. In an effort to mitigate this adverse consequence and help ensure fair and equitable treatment across the respective clients of the Delegated Manager, BNYSC and the Program Sponsors, BNYC may seek to communicate with the applicable Delegated Manager, and to coordinate trading proportionally to assets under management with the Program Sponsors, when the combined order size in that security is anticipated to exceed certain trading volume thresholds. While, as described under Third-Party Wrap Programs in Item 4 of this Brochure, we do not currently advise any Dual-Contract Program Wrap Accounts, our brokerage selection and coordinated trading processes as described in this Item 12 with respect to Traditional Wrap Programs would also apply to Dual-Contract Programs. Other Brokerage Practices The following describes our policies when we facilitate non-mutual fund client transactions with a broker-dealer other than the Program Sponsor: Broker Selection: We have the authority to direct securities transactions on behalf of our discretionary clients to broker-dealers we select from the BNY Approved Broker List. In doing so, we seek best execution of such transactions. When seeking best execution, we consider the full range and quality of a broker-dealer’s services including, among other things, commission rates/trading costs, a broker’s trading expertise, reputation and integrity, willingness and ability to commit capital, reliability both in executing and settling trades, fairness in resolving disputes, value provided in a market, execution capability, financial responsibility and responsiveness to the Firm. Please also see the discussion concerning the Volcker Rule and its possible implications concerning our broker-dealer selection practices in Item 10 above.

Soft Dollars: We do not use/receive research or other products or services other than execution from a broker-dealer or third party in connection with client securities transactions. Affiliated Broker/Dealers: Except with respect to the wrap fee investment program we sponsor, described on Page 5 of this Brochure, we do not direct securities transactions to any affiliated broker-dealer unless directed to by the Program Sponsor. Certain unaffiliated broker-dealers used by us to execute trades may use a broker-dealer who is our affiliate to clear those trades. In such cases, the clearing broker receives a clearance fee negotiated and paid by the executing brokerdealer. The decision to use one of our affiliates in these circumstances is made by the unaffiliated executing broker-dealer, and we have no influence over whether a broker-dealer we select for execution of client trades clears through one of our affiliates, or if so the financial arrangement between them. Affiliated Depository Agent: From time to time, we will use an unaffiliated broker-dealer to convert local shares of a foreign security into an American Depository Receipt (“ADR”) shares or ADR shares into local shares. In certain cases, the unaffiliated broker-dealer may use BNY as a depository agent. Brokerage/Compensation for Client Referrals: We do not direct securities transactions to, or otherwise compensate, any broker-dealer in exchange for referral of investment management clients. Directed Brokerage: We will participate in directed brokerage only if directed by the Program Sponsor and a contractual arrangement is in place. In the event that such direction occurs, we may have limited capability to negotiate commission rates or obtain volume discounts. As a result, the net price paid or received by the directed account may be different than the price paid or received by our other accounts. Overall, any instruction that we use a certain broker-dealer or restrict trading with a particular broker-dealer may cause a client to pay higher commissions, receive less favorable net prices or investment results, or incur additional custodial or other external administrative charges than would be the case if we were authorized to choose the broker-dealers through which to execute transactions. Trade Aggregation: We will aggregate certain client transactions (i.e., the purchase or sale of securities of the same issuer with purchases or sales on behalf of other client accounts trading in the same security on the same day) when we determine that it is in the best interest of all clients. Each client participating in an aggregated transaction within a trading day will do so at the same

average price where possible. Trade Allocation: Allocation of an aggregated order is prepared prior to the execution of the aggregated trade. If an aggregated order is filled in its entirety, the order must be allocated in accordance with the allocation specified. Aggregated trades are allocated at the average price of the aggregated order. Generally, if an aggregated order is partially filled, the order will be allocated among the participating accounts on a pro-rata basis in proportion to the intended allocation. We may, however, if required in our judgment, deviate from pro rata allocation on partially filled orders to help prevent odd lot position sizes or similar outcomes that may not be desirable for clients’ accounts. New Issue Allocation: BNYSC does not currently purchase new issues for client accounts. To the extent we seek to purchase new issues in the future, we will adopt policies and procedures designed to help ensure fair and equitable treatment of clients. Trade Errors: Our policy is to correct trading and operational errors we make and to reimburse client accounts to the extent that any such error, in aggregate across the participating client accounts, results in a loss of $25 or more.

Our ultimate parent, BNY, has organized its lines of business into two groups: BNY Investments and Wealth and BNY Investment Services (collectively “Groups”). We are part of the BNY Investments and Wealth Group. A sales force has been created to focus on developing new

customer relationships and developing and coordinating large complex existing customer relationships within those Groups. In certain circumstances, BNY Investments and Wealth sales representatives are paid fees for sales. The fees may be based on revenues and may be a one-time payment or paid out over a number of years. In particular, members of this sales force: (i) acting as representatives of BNYSC in our capacity as investment adviser, may solicit prospective clients with respect to the institutional separate account products and strategies of our affiliates, including the Delegated Managers and (ii) acting as registered representatives of BNYSC in our capacity as broker-dealer, may sell alternative investment products (such as private funds) managed by our affiliates, including products managed by the Delegated Managers. We receive compensation from these affiliates in connection with successful referrals or sales, respectively, typically as a percentage of the revenue received by the manager attributable to the client. We, in turn, compensate these salespeople from the compensation we receive. These arrangements create a conflict of interest for us in recommending the affiliated Delegated Managers because we have a financial incentive to do business with these affiliates generally. We address this conflict by disclosing it to you and through oversight of the Delegated Managers. However, we do not currently compensate any affiliates or third parties for referring clients to us, nor do we direct securities transactions to any broker-dealer in exchange for referral of investment management clients.

On August 14, 2024, the Securities and Exchange Commission (“SEC”) entered a settled administrative order against BNYSC and Pershing LLC (“Pershing”) that found that BNYSC and Pershing willfully violated Section 17(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 17a-4(b) thereunder. The order also found that BNYSC and Pershing failed to reasonably supervise their employees within the meaning of Exchange Act Section 15(b)(4)(E). Specifically, the order found that from at least January 2020 to August 14, 2024, BNYSC and Pershing personnel sent and received text message communications on platforms that were not approved for business purposes, many of which were not preserved by BNYSC or Pershing. In numerous instances, BNYSC and Pershing supervisors themselves communicated using these unapproved communication platforms. In determining to accept BNYSC’s and Pershing’s offers

of settlement, the SEC considered remedial acts promptly undertaken by BNYSC and Pershing and cooperation afforded the Commission staff. In connection with the order, BNYSC and Pershing admitted the facts alleged in the order and acknowledged that their conduct violated the federal securities laws. Both entities were (i) censured; (ii) ordered to cease and desist from committing or causing any violations and any future violations of Exchange Act Section 17(a) and Rule 17a-4 thereunder; (iii) ordered to pay a penalty of $40 million; and (iv) ordered to comply with certain undertakings, including the retention of an independent compliance consultant to review their policies and procedures related to electronic communications. On September 4, 2025, the U.S. Commodities Futures Trading Commission (“CFTC”) issued a settled administrative order against The Bank of New York Mellon (“BNYM”) and BNY Mellon Securities Corporation (“BNYSC”), which found that BNYSC violated Section 4g of the Commodity Exchange Act (“CEA”) and CFTC Regulation 1.35(a)(3), and that BYNM violated CEA Sections 4s(f)(1)(B) and 4s(g)(1) and CFTC Regulations 23.201(a)(1), 23.202(a)(1) and (b)(1). Specifically, the order found that from at least May 2020 to September 2025, BNYM and BNYSC personnel communicated on platforms that were not approved for business purposes, many of which were not preserved by BNYM or BNYSC. The order also found that BNYSC failed to diligently supervise its activities in violation of CFTC Regulation 166.3 and that BNYM failed to diligently supervise its activities in violation of CEA Section 4s(h)(1)(B) and CFTC Regulation 23.602(a). As a result, BNYM was ordered to cease and desist from violating CEA Sections 4s(f)(1)(B), 4s(g)(1), and 4s(h)(1)(B) and CFTC Regulations 23.201(a)(1), 23.202(a)(1) and (b)(1), and 23.602(a); and BNYSC was ordered to cease and deist from violating CEA Section 4g and CFTC Regulations 1.35(a)(3) and 166.3. BNYM and BNYSC were jointly ordered to pay a penalty of $500,000 and to comply with certain undertakings, including implementing the recommendations of an independent compliance consultant. BNYM and BNYSC consented to entry of the order, without admitting or denying the findings or conclusions therein.

In addition to the account review activities that may be performed by Program Sponsors, we perform various oversight activities with respect to the discretionary client accounts we manage in Traditional Wrap and Dual-Contract Programs and the model portfolios we provide to Model Delivery Programs. These include, where applicable, verifying compliance with Strategy, Wrap Program and Wrap Client investment restrictions; monitoring best execution efforts and investment performance dispersion; conducting Wrap Account-level position reconciliations; performing oversight of Delegated Managers; and conducting similar supervisory and oversight-related functions. We monitor investments in Traditional Wrap Programs on a daily, weekly and quarterly basis by monitoring cash positions, verifying compliance with investment restrictions, monitoring account position drift vs. the investment strategy model and monitoring account investment performance.

Rule 206(4)-2 under the Advisers Act (the “Custody Rule”) defines “custody” to include a situation in which an adviser or a related person holds, directly or indirectly, client funds or securities or has any authority to obtain possession of them, in connection with advisory services provided by the adviser. BNYSC does not have “custody” of Wrap Client assets in the Wrap Programs for purposes of the Custody Rule. With respect to the BNY Managed Asset Program we sponsor, we are subject to certain provisions of the Custody Rule since our affiliate, Pershing LLC, maintains custody of assets for such clients; please refer to our Form ADV Part 2A, Appendix 1 – Wrap Fee Program Brochure for more information.

For Wrap Accounts where we have investment discretion, we will exercise any such investment discretion that has been granted to us in a manner consistent with the stated investment guidelines and restrictions for the particular Wrap Client's account and the terms and conditions of our agreement with the Program Sponsor and/or the Wrap Client. If we are unable to accommodate any Wrap Client's guidelines or restrictions, we will inform the Program Sponsor and determine how to proceed in consultation with such Program Sponsor. BNYSC does not have discretionary investment authority over any Wrap Accounts with respect to Model Delivery Programs.

With respect to client accounts for which we have investment discretion or are otherwise contractually required, we exercise the voting rights delegated to us by clients or the Program Sponsor. Voting rights are most commonly exercised by casting votes by proxy at shareholder meetings on matters that have been submitted to shareholders for approval. Consistent with applicable rules under the Advisers Act, we have adopted and implemented written proxy voting policies and procedures (the “Proxy Policies”) that are reasonably designed: (1) to vote proxies, consistent with our fiduciary obligations, in the best interests of clients; and (2) to prevent conflicts of interest from influencing proxy voting decisions made on behalf of clients. We provide these proxy voting services as part of our investment management service to client accounts and do not separately charge a fee for this service. If presented with a proxy voting opportunity, we will seek to make voting decisions that are in the best interest of the client and have adopted detailed, pre-determined, written proxy voting guidelines for specific types of proposals and matters commonly submitted to shareholders by U.S. and non-U.S. companies (collectively, the “Voting Guidelines”). These Voting Guidelines are designed to assist with voting decisions which over time seek to maximize the economic value of the securities of companies held in client accounts (viewed collectively and not individually) as determined in our discretion. We believe that this approach is consistent with our fiduciary obligations and with the published positions of applicable regulators with an interest in such matters (e.g., the U.S. Securities and Exchange Commission and the U.S. Department of Labor). Clients who have granted us voting authority are not permitted to direct us on how to vote in a particular solicitation. With respect to clients that have not granted us voting authority over

securities held in their accounts and choose either to retain proxy voting authority or to delegate proxy voting authority to another firm (whether such retention or delegation applies to all or only a portion of the securities within the client’s account), either the client’s or such other entity’s chosen proxy voting guidelines will apply to those securities. We generally do not provide proxy voting recommendations to clients who have not granted us voting authority over their securities. If we receive a proxy from a non-U.S. company, we will seek to effect a vote decision through the application of the Voting Guidelines. However, corporate governance practices, disclosure requirements and voting operations vary significantly among the various non-U.S. markets in which our clients may invest. In these markets, we may face regulatory, compliance, legal or logistical limits with respect to voting securities held in client accounts which can affect our ability to vote such proxies, as well as the desirability of voting such proxies. Non-U.S. regulatory restrictions or company-specific ownership limits, as well as legal matters related to consolidated groups, may restrict the total percentage of an issuer’s voting securities that we can hold for clients and the nature of our voting in such securities. Our ability to vote proxies may also be affected by, among other things: (1) late receipt of meeting notices; (2) requirements to vote proxies in person: (3) restrictions on a foreigner’s ability to exercise votes; (4) potential difficulties in translating the proxy; (5) requirements to provide local agents with unrestricted powers of attorney to facilitate voting instructions; and (6) requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some specified period in proximity to the shareholder meeting. Absent an issue that is likely to impact clients’ economic interest in a company, we generally will not subject clients to the costs (which may include a loss of liquidity) that could be imposed by these requirements. In these markets, we will weigh the associative costs against the benefit of voting and may refrain from voting certain non-U.S. securities in instances where the items presented are not likely, in our view, to have a material impact on shareholder value. Process With respect to U.S.-based and Japan-based issuers and companies, we utilize internally developed Voting Guidelines. With respect to issuers and companies domiciled in other jurisdictions, our Voting Guidelines consist of standardized guidelines for those jurisdictions provided by an independent, third-party proxy advisor (the “Proxy Advisor). The Voting Guidelines in all instances are intended to address routine, non-controversial proxy proposals. We have also engaged the Proxy Advisor to serve as our proxy agent to administer the mechanical, non-discretionary elements of proxy voting and reporting for clients. The Proxy Advisor is directed, in an administrative role, to follow the specified Voting Guideline and apply it to each

applicable proxy proposal or matter where a shareholder vote is sought. Accordingly, proxy items that can be appropriately categorized and matched either will be voted in accordance with the applicable Voting Guideline or will be referred to us if the Voting Guideline so requires. The Voting Guidelines require referral to us of all proxy proposals or shareholder voting matters for which there is not an established applicable Voting Guideline, and generally for those proxy proposals or shareholder voting matters that are contested or similarly controversial. We will, in turn, refer such proxy proposals to the relevant Delegated Manager for the purpose of obtaining non-binding proxy voting recommendations in respect of such matters. In cases where we are unable to obtain, or to timely obtain, such proxy voting recommendations directly from the applicable Delegated Manager, we will seek to apply the Proxy Advisor’s applicable standardized guideline for the proposal and jurisdiction in question, where available. Clients may receive a copy of the Voting Guidelines, as well as our Proxy Voting Policy, upon request. Clients may also receive information on the proxy voting history for their managed accounts upon request. Please contact us for more information. Managing Conflicts: It is our policy to make proxy voting decisions that are solely in the best long-term economic interests of clients. We are aware that, from time to time, voting on a particular proposal or with regard to a particular issuer may present a potential conflict of interest for us. For example, potential conflicts of interest may arise when: (1) a public company or a proponent of a proxy proposal has a business relationship with a BNY affiliated company; and/or (2) an employee, officer or director of BNY or one of its affiliated companies has a personal interest in the outcome of a particular proxy proposal. Aware of the potential for conflicts to influence the voting process, we have consciously developed the Voting Guidelines and their application with several layers of controls that are designed to ensure that our voting decisions are not influenced by interests other than those of our clients. For example, we developed the Voting Guidelines with the assistance of internal and external research and recommendations provided by third party vendors but without consideration of any BNY client relationship factors. We have directed our Proxy Advisor to apply the Voting Guidelines to individual proxy items in an objective and consistent manner across client accounts. When proxies are voted in accordance with these pre-determined Voting Guidelines, it is our view that these votes do not present the potential for a material conflict of interest and no additional safeguards are needed. For those proposals that are referred to us in accordance with the Voting Guidelines or our

direction, we seek to make voting decisions based upon the principle of maximizing the economic value of the securities held in client accounts. In this context we seek to address the potential for conflicts presented by such “referred” items through utilization of the independent expertise of our Delegated Managers. With respect to the potential for personal conflicts of interest, BNY’s Code of Conduct requires that all employees make business decisions free from conflicting outside influences. Under this Code, BNY employees’ business decisions are to be based on their duty to BNY and to their clients and not driven by any personal interest or gain. All employees are to be alert to any potential for conflict and to identify and mitigate or eliminate any such conflict. Accordingly, employees with a personal conflict of interest regarding a particular public company or proposal that is being voted upon must recuse themselves from participation in the discussion and decision-making process with respect to that matter. Additionally, as described below, we have developed specific protocols for instances involving actual or potential conflicts of interest involving ourselves or our ultimate corporate parent, BNY. Conflicts involving BNYSC typically arise due to relationships between proxy issuers (or companies) and BNYSC and/or its employees, executives, officers or directors (“BNYSC Conflicts”). BNYSC Conflicts may include proxies issued by a company for which a BNYSC employee, executive, officer or director serves as a Board member; proxies issued by a company that is a current client of BNYSC (such as a wrap fee program sponsor) and that contributed materially to BNYSC’s total revenue as of the end of the last fiscal quarter; and other proxies deemed to present an actual, potential or perceived material conflict because of a relationship between a proxy issuer and BNYSC and/or its executive officers or directors. In addition, BNY has established a Proxy Voting Conflicts Policy (“BNY Policy”) that establishes the required actions and reporting protocols for business units that have discretionary authority to vote proxies on behalf of clients (each, a “Voting Firm”) when actual or potential conflicts of interest involving BNY itself arise. The BNY Policy identifies several specific types of proxy solicitations that are considered “Primary Conflicts” for all Voting Firms (including BNYSC) and directs the manner in which such Primary Conflicts are to be addressed (e.g., application of written guidelines, delegation to independent fiduciary, abstention, client consent, etc.). The BNY Policy also identifies those situations that, while not identified as a Primary Conflict, may present an actual, potential or perceived material conflict because of a relationship between a proxy issuer and BNY or its executive officers or Board of Directors (a “Secondary Conflict”). The BNY Policy has further established the BNY Proxy Voting Conflicts Committee (the “PCC”) with responsibility (among others) to (1) maintain and approve changes to the BNY Policy; (2)

confirm whether a “Primary Conflict” or “Secondary Conflict” exists if unclear; (3) provide interpretive guidance and/or determine how certain actual or potential conflicts should be addressed; and (4) periodically review proxy conflict decisions as reported by the Voting Firms. The BNY Policy requires each BNY investment adviser to establish a proxy voting conflicts committee or, alternatively, to delegate that function to the PCC. BNYSC has adopted the latter approach and accordingly will present to the PCC for consideration and direction any need for guidance (1) to determine whether a certain situation should be treated as a BNYSC Conflict, Primary Conflict or Secondary Conflict, and (2) the manner in which such actual or potential conflicts should be addressed. The PCC will have sole discretion to determine how a BNYSC Conflict, Primary Conflict or Secondary Conflict is to be addressed -- to the extent a situation is not addressed sufficiently under the applicable policy or if BNYSC deems the applicable policy to be unclear and PCC guidance is needed. Depending on the circumstances, the PCC may determine that the situation: (1) does not rise to the level of a material conflict of interest and will not prohibit BNYSC from voting the proxy; or (2) does present a material conflict of interest requiring some form of mitigation by BNYSC. The PCC may direct any conflict mitigation approach it deems necessary and appropriate (e.g., voting in accordance with the guidance of an independent fiduciary; voting in proportion to other shareholders (“mirror voting”); abstaining from voting; erecting informational barriers around, or recusal from the vote decision making process by, the person or persons making voting decisions; obtaining client consent; or voting in other ways that are consistent with our obligation to vote in our clients’ best interest. Controls and Oversight: We currently apply our proxy voting policies and procedures uniformly across client accounts, without distinction based on investment strategy or client type, but maintain processes designed to periodically re-evaluate this approach and determine its ongoing appropriateness. In addition, we, or the PGT on our behalf, perform a variety of qualitative and quantitative evaluations and maintain processes designed to: i) incorporate additional information that may become available about a pending proxy proposal that would reasonably be expected to affect our voting decision; ii) conduct monitoring to verify that proxy votes have been cast in accordance with the Voting Guidelines or our specific direction, as applicable, and that the number of proxies voted falls within our reconciliation tolerances; iii) verify the continued efficacy and applicability of the Voting Guidelines; iv) help ensure the adequacy, transparency and sufficiently broad dissemination of our proxy voting disclosures; v) periodically review the adequacy of our proxy

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In certain circumstances, registered investment advisers are required to provide you with financial information or disclosures about their financial condition in this Item. BNYSC has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients and has never been the subject of a bankruptcy proceeding.

Appendix A American Depository Receipts and Global Depository Receipts risk. American depository receipts ("ADRs") are receipts issued by a U.S. bank or trust company evidencing ownership of underlying securities issued by non-U.S. issuers. ADRs may be listed on a national securities exchange or may be traded in the over-the-counter market. Global depository receipts ("GDRs") are receipts issued by either a U.S. or non-U.S. banking institution representing ownership in a non-U.S. company's publicly traded securities that are traded on non-U.S. stock exchanges or nonU.S. over-the-counter markets. Holders of unsponsored ADRs or GDRs generally bear all the costs of such facilities. The depository of an unsponsored facility frequently is under no obligation to distribute investor communications received from the issuer of the deposited security or to pass through voting rights to the holders of depository receipts in respect of the deposited securities. Investments in ADRs and GDRs pose, to the extent not hedged, currency exchange risks (including blockage, devaluation and non-exchangeability), as well as a range of other potential risks relating to the underlying shares, which could include expropriation, confiscatory taxation, imposition of withholding or other taxes on dividends, interest, capital gains, other income or gross sales or disposition proceeds, political or social instability or diplomatic developments that could affect investments in those countries, illiquidity, price volatility and market manipulation. In addition, less information may be available regarding the underlying shares of ADRs and GDRs, and nonU.S. companies may not be subject to accounting, auditing and financial reporting standards and requirements comparable to, or as uniform as, those of U.S. companies. Such risks may have a material adverse effect on the performance of such investments and could result in substantial losses. Allocation risk. The asset classes in which a strategy seeks investment exposure can perform differently from each other at any given time (as well as over the long term), so a strategy will be affected by its allocation among the various asset classes. If the strategy favors exposure to an asset class during a period when that class underperforms, performance may be hurt. Banking industry risk. The risks generally associated with concentrating investments in the banking industry, such as interest rate risk, credit risk and regulatory developments relating to the banking industry. Clearance and settlement risk. Many emerging market countries have different clearance and settlement procedures from developed countries. There may be no central clearing mechanism for settling trades and no central depository or custodian for the safekeeping of securities. The registration, record-keeping and transfer of instruments may be carried out manually, which may cause delays in the recording of ownership. Increased settlement risk may increase counterparty

and other risk. Certain markets have experienced periods when settlement dates are extended, and during the interim, the market value of an instrument may change. Moreover, certain markets have experienced periods when settlements did not keep pace with the volume of transactions resulting in settlement difficulties. Because of the lack of standardized settlement procedures, settlement risk in emerging markets is more prominent than in more mature markets. Concentration risk. A strategy may have a concentrated portfolio due to investment in a limited number of securities, giving rise to concentration risk. A fall in the value of a single security may have a greater impact on the strategy’s value than if the strategy had a more diversified portfolio. Correlation risk. Although the prices of equity securities and fixed income securities, as well as other asset classes, often rise and fall at different times so that a fall in the price of one may be offset by a rise in the price of the other, in down markets the prices of these securities and asset classes can also fall in tandem. Additionally, where a strategy seeks to deliver returns that are not typically representative of the broad market by allocating its assets among satellite asset categories or investment strategies, there can be no guarantee that the performance of the underlying funds or the fund will have a low correlation to that of traditional asset classes under all market conditions. Counterparty risk. Under certain conditions, a counterparty to a transaction, including repurchase agreements and derivative instruments, could fail to honor the terms of the agreement, default and the market for certain securities or financial instruments in which the counterparty deals may become illiquid. Country, industry and market sector allocation risk. A strategy may be overweighted or underweighted, relative to the benchmark index, in companies in certain countries, industries or market sectors, which may cause the strategy’s performance to be more or less sensitive to positive or negative developments affecting these countries, industries or sectors. In addition, a strategy may, from time to time, invest a significant portion (more than 25%) of its total assets in securities of companies located in particular countries, such as the United Kingdom and Japan, depending on such country’s representation within the benchmark index. Cybersecurity risk. In addition to the risks described above that primarily relate to the value of investments, there are various operational, systems, information security and related risks involved in investing, including but not limited to “cybersecurity risk.” In general, cybersecurity incidents can result from deliberate attacks or unintentional events. Cybersecurity attacks include electronic and nonelectronic attacks that include but are not limited to gaining unauthorized access to digital systems (e.g., through "hacking" or malicious software coding) for purposes of misappropriating assets or

sensitive information, corrupting data or causing operational disruption. Cybersecurity attacks also may be carried out in a manner that does not require gaining unauthorized access, such as causing denial of service attacks on websites (i.e., efforts to make services unavailable to intended users). As the use of technology has become more prevalent, we and the client accounts we manage have become potentially more susceptible to operational risks through cybersecurity attacks. These attacks in turn could cause us and client accounts (including funds) we manage to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective measures, and/or financial loss. Similar adverse consequences could result from cybersecurity incidents affecting issuers of securities in which we invest, counterparties with which we engage in transactions, third-party service providers (e.g., a client account’s custodian), governmental and other regulatory authorities, exchange and other financial market operators, banks, brokers, dealers and other financial institutions and other parties. While cybersecurity risk management systems and business continuity plans have been developed and are designed to reduce the risks associated with these attacks, there are inherent limitations in any cybersecurity risk management system or business continuity plan, including the possibility that certain risks have not been identified. Accordingly, there is no guarantee that such efforts will succeed, especially since we do not directly control the cybersecurity systems of issuers or third-party service providers. Disease/Epidemic risk. Investments could be materially adversely affected by the widespread outbreak of infectious disease or other public health crises, including the COVID-19 pandemic. Public health crises such as the COVID-19 pandemic, together with any containment or other remedial measures undertaken or imposed, could have a material and adverse effect on various investments. Emerging market risk. Emerging markets tend to be more volatile and less liquid than the markets of more mature economies and generally have less diverse and less mature economic structures and less stable political systems than those of developed countries. The securities of issuers located or doing substantial business in emerging markets are often subject to rapid and large changes in price. In particular, emerging markets may have relatively unstable governments, present the risk of sudden adverse government or regulatory action and even nationalization of businesses, have restrictions on foreign ownership or prohibitions on repatriation of assets and impose less protection of property rights than more developed countries. The economies of emerging market countries may be based predominantly on only a few industries and may be highly vulnerable to changes in local or global trade conditions and may suffer from extreme debt burdens or volatile inflation rates. Local securities markets may trade a small number of securities and may be unable to respond effectively to increases in trading volume, potentially making prompt liquidation of substantial holdings difficult. Transaction settlement and dividend collection procedures also may be less reliable in emerging markets than in developed markets. The fixed income securities of issuers located in emerging markets can be more volatile and less liquid than those of issuers in more mature economies. In addition, such securities often are considered to be

below investment grade credit quality and predominantly speculative. The imposition of sanctions, confiscations, trade restrictions (including tariffs) and other government restrictions by the United States and other governments, or problems in share registration, settlement or custody, may also result in losses. Equity securities risk. The value of equity securities of public and private, listed and unlisted companies and equity derivatives generally varies with the performance of the issuer and movements in the equity markets. As a result, an account may suffer losses if it invests in equity instruments of issuers whose performance diverges from expectations or if equity markets generally move in a single direction. Accounts may also be exposed to risks that issuers will not fulfill contractual obligations such as, in the case of convertible securities or private placements, delivering marketable common stock upon conversions of convertible securities and registering restricted securities for public resale. ESG investment approach risk. A strategy’s investment approach may cause it to perform differently than strategies that invest in securities of companies but that do not integrate consideration of environmental, social and governance (“ESG”) issues when selecting investments. An investment approach that systematically integrates the consideration of ESG issues in the securities selection process may result in such strategy forgoing opportunities to buy certain securities when it might otherwise be advantageous to do so or selling securities when it might be disadvantageous for such strategy to do so. Exchange-traded fund (“ETF”) risk. Exchange Traded Funds ("ETFs") are shares of publicly traded unit investment trusts, open-end funds or depository receipts that seek to track the performance and dividend yield of specific indexes or companies in related industries. These indexes may be either broad-based, sector or international. However, ETF shareholders are generally subject to the same risk as holders of the underlying financial instruments they are designed to track. ETFs are also subject to certain additional risks, including, without limitation, the risk that their prices may not correlate perfectly with changes in the prices of the underlying financial instruments they are designed to track and the risk of trading in an ETF halting due to market conditions or other reasons, based on the policies of the exchange upon which the ETF trades. ETFs in which the strategy may invest involve certain inherent risks generally associated with investments in a portfolio of common stocks and/or bonds, including the risk that the general level of stock prices may decline, thereby adversely affecting the value of each unit of the ETF. Moreover, an ETF may not fully replicate the performance of its benchmark index because of the temporary unavailability of certain index securities in the secondary market or discrepancies between the ETF and the index with respect to the weighting of securities or the number of securities held. In addition, legal, tax and regulatory changes, such as certain sanctions

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