PALISADE CAPITAL MANAGEMENT, LP

and, collectively, “Access Person Accounts”). Palisade may also incubate new investment

strategies that are not yet made available to the public. Access Person Accounts may trade alongside Palisade client accounts utilizing the “Bunch Trade” procedures described in Section B in Item 12 of this Brochure. Palisade serves as the investment manager to Access Person Accounts, which pay a reduced management fee on the assets held in such accounts. Please see Item 5 of this Brochure for more information. Palisade’s management of a proprietary account and Access Person Accounts alongside client accounts creates numerous conflicts of interest. Please see Section F in Item 4, Item 10, and Section B in Item 11 of this Brochure for further information. C.

Availability of Tailored Services for Individual Clients

Palisade provides advice to client accounts based on specific investment objectives and strategies. Under certain circumstances, Palisade may agree to tailor advisory services for separately managed accounts to the individual needs of its clients. For example, separately managed account clients have the option to impose restrictions on investing in specific securities or certain types of securities. D.

Wrap Fee Programs

Our Firm provides investment management services as a portfolio manager to sponsored programs (and may provide such services to additional sponsored programs in the future) under which a client (i) enters into an agreement with a bank, a registered broker/dealer, or a financial service organization (each, a “Wrap Fee Sponsor”) that may also be registered as an investment adviser under the Investment Advisers Act of 1940 (the “Advisers Act”) or (ii) enters into an agreement with both a Wrap Fee Sponsor and Palisade (an arrangement commonly referred to as “dual contract”). Such Wrap Fee Sponsors are not affiliated with Palisade. Under some programs, the Wrap Fee Sponsor charges clients a bundled fee (a “wrap fee”) based on a percentage of the market value of the account, which generally covers portions of or all services for: (i) selection or assistance in the selection of one or more investment advisers participating in the program, (ii) the investment adviser’s fee to manage the client’s portfolio on a discretionary basis, (iii) brokerage commissions, (iv) acting as custodian for the assets in the client’s portfolio which also includes providing the client with trade confirmations and regular statements, (v) periodic evaluation and comparison of account performance, and (vi) continuing consultation on investment objectives. These programs include separately managed wrap fee accounts and non-discretionary model portfolios. Each wrap fee and model portfolio is designed to meet a particular investment strategy. Depending on the structure of the program, wrap fee programs can be referred to as separately managed account (SMA), dual contract, or unified managed account (UMA) programs. Palisade manages wrap fee accounts on a discretionary basis and “model” portfolios on a nondiscretionary basis. Model portfolios are typically associated with UMAs, where Palisade is responsible for sending portfolio holdings and transactions to the UMA sponsor (but where

Palisade is not responsible for effectuating any trades for clients). Account management is generally pursuant to each Wrap Fee Sponsor’s stated investment strategy rather than on each client’s individual needs. However, some wrap account and dual contract clients can place reasonable restrictions on the types of investments to be held in their account. Such restrictions are agreed to between the wrap fee client and the Wrap Fee Sponsor. For providing its services in connection with most wrap fee programs, Palisade receives a portion of the wrap fee charged by the Wrap Fee Sponsor to wrap fee program clients. In the case of dual contract arrangements, clients may pay the investment management fee directly to Palisade. Palisade’s investment recommendations for wrap accounts and model portfolios are generally consistent with our recommendations for separately managed accounts utilizing the same strategy (as described above). One significant exception, however, is regarding investors in wrap fee programs utilizing Palisade’s short duration bonds strategy (none of which are currently active). Because of regulatory restrictions, such investors will not be eligible to accept allocations of “Rule 144A” securities, which are unregistered securities offerings that are available for purchase only by Qualified Institutional Buyers (“QIBs”). A QIB is an institution that manages at least $100 million in securities including banks, savings and loans institutions, insurance companies, investment companies, employee benefit plans, or an entity owned entirely by qualified investors. As a result of this restriction, wrap accounts utilizing our short duration bonds investment strategy will likely have a higher concentration of non-Rule 144A securities (and less diversification in the account generally), which results in additional risk to the portfolio. Information on the wrap-fee program(s) for which Palisade provides investment management services can be found in Schedule D to Palisade’s Form ADV, Part 1A, which is periodically updated and available on the SEC’s website at https://adviserinfo.sec.gov. E.

Client Assets Under Management

As of June 30, 2026, Palisade had approximately $2.766 billion of regulatory assets under management, $2.76 billion of which was managed on a discretionary basis and $2.84 million of which was managed on a non-discretionary basis. F.

Important Information Regarding Conflicts of Interest

Like every investment adviser, Palisade and our Supervised Persons are confronted with various actual or potential conflicts of interest when we provide our investment management services. For example, as noted below in Item 5 of this Brochure, Palisade receives both asset-based and incentive compensation (i.e., performance-based) fees for managing different types of client accounts. The side-by-side management of accounts that are charged asset-based and/or incentivebased fees could create an opportunity for Palisade or its Supervised Persons to receive greater fees or compensation from accounts that have an incentive fee structure over accounts that have an asset-based fee structure. As a result, Palisade or its Supervised Persons have an incentive to direct the best investment ideas to, or to allocate, aggregate or sequence trades in favor of, or to

otherwise favor (whether in terms of better execution, brokerage commissions, directed brokerage, or otherwise), the account that pays an incentive fee. Please note that performance-based fees could create an incentive for Palisade to recommend investments which are likely to be riskier or more speculative than those which would be recommended under a different fee arrangement. Additionally, conflicts of interest can arise from different investment strategies taking varying positions. For example, client accounts could be invested in different components of an issuer’s capital structure (e.g., different classes of securities of the same issuer, debt securities versus equity interests, senior versus subordinated debt, or privately versus publicly offered investments). Taking concurrent conflicting positions in certain derivative instruments also may result in a loss to one client and a gain for another client. Uncovered option strategies and significant positions in illiquid securities will also result in conflicts of interest for Palisade and its Supervised Persons when managing incentive-fee accounts side-by-side with asset-based fee accounts. Similar potential conflicts of interest to those described above regarding incentive fee accounts arise when Palisade is managing proprietary accounts for Palisade or its Supervised Persons. Such proprietary accounts include, but are not limited to, Access Person Accounts, in which Supervised Persons and certain of their respective family members invest (as described in Section B in Item 4 above). For example, Palisade and its Supervised Persons have an incentive to favor their proprietary accounts over client accounts because of the financial interests that Palisade or its Supervised Persons have in such proprietary accounts. Examples of other actual or potential conflicts of interest can include, for example:

Conflicts relating to allocating time and resources between client accounts, and allocation of brokerage commissions, soft dollars, and investment opportunities generally. We have an incentive to favor proprietary accounts or client accounts with performance-based fees or other beneficial compensation arrangements. For further information on our brokerage and allocation policies, and related conflicts of interest, please refer to Item 12 of this Brochure;

Conflicts relating to investing client assets (including uninvested cash) in investment vehicles in which we, or our related persons, have an interest or serve as adviser or another service provider. We have an incentive to recommend these products. Please refer to Item 10 and Section B in Item 11 of this Brochure for further information;

Conflicts relating to receipt of compensation or benefits, other than advisory fees. We have an incentive to favor clients or non-clients that provide compensation (including, but not limited to, gifts and entertainment) to us over the interests of our clients who do not provide such compensation. Please refer to Item 14 of this Brochure for further information;

Conflicts relating to investing in securities recommended to clients and contemporaneous trading of securities (i.e., personal trading) by Palisade and our

related persons. We have an incentive to invest or trade in ways that benefit us, or our related persons, over the interests of our clients. Please refer to Item 11 of this Brochure for further information;

Conflicts relating to cross trades between clients (where Palisade effects a purchase and sale of securities between client portfolios). We have an incentive to favor larger clients over smaller clients because of increased fees paid to Palisade by larger clients. For further information on our brokerage and allocation policies, and related conflicts of interest, please refer to Item 12 of this Brochure;

Conflicts relating to voting securities held in client accounts when we are delegated the authority to vote proxies. Conflicts may arise from time to time between the interests of Palisade, or our related persons, and our clients. Please refer to Item 17 of this Brochure for further information; and

Conflicts of interest relating to entertainment, gifts, sitting on boards of directors/trustees, charitable contributions, political contributions, and other relationships with third parties. We have an incentive to favor those with whom we have these relationships. See Section A of Item 11 of this Brochure for further information on our Code of Ethics.

Actual or potential conflicts of interest generally can be addressed in several ways, such as one or more of the following, for example:

Prohibition – we prohibit the conduct that gives rise to the conflict of interest (e.g., insider trading is prohibited under our Compliance Manual);

Waiver – we give a benefit received to a client (e.g., when we advise or sub-advise a fund and invest private wealth management separately managed account client assets in that fund, we do not charge the client two advisory fees);

Delegation – we engage a third-party to act or make a decision (e.g., we engage a proxy voting service);

Isolation – we construct information barriers to prevent a person from gaining knowledge that gives rise to a conflict (e.g., from time to time we isolate Supervised Persons from certain material non-public information);

Validation – we establish a benchmark for conduct that is designed to protect client interests or limit the benefit that creates the conflict of interest (e.g., if two Palisade clients engage in a cross transaction, a third-party broker-dealer may be utilized to determine a fair price for the trade);

Disclosure/Consent – we disclose the conflict of interest to our clients (e.g., we require promoters to provide disclosure regarding compensation paid to them by Palisade); or

Setting a De Minimis Threshold – we set a threshold for a benefit that is considered too small to influence conduct, and is therefore permitted (e.g., we set limits on entertainment, gifts, and political contributions under our Compliance Manual).

Palisade has adopted a Code of Ethics as required under SEC rules (please refer to Section A of Item 11 of this Brochure for further information on our Code of Ethics). Palisade also has policies and procedures in place to mitigate and address the above-referenced conflicts of interest. Palisade’s policy is to manage incentive-based fee accounts, as well as its proprietary accounts and Access Person Accounts, consistent with applicable law, the client’s investment management agreement, and Palisade’s management of other client accounts. Palisade has policies and procedures in place which it believes are reasonably designed to treat clients fairly and seek to prevent clients from being systematically favored or disadvantaged. Our compliance policies provide for review and testing of our policies and procedures no less frequently than annually as required by SEC rules. Clients should refer to the other sections of this Brochure noted above for more specific information on conflicts of interest and how they are addressed.

Advisory Fees and Compensation

General Information Prospective clients are hereby advised that lower fees for comparable services may be available from other sources. Palisade generally requires the following minimum account sizes for separately managed accounts in its investment strategies: Investment Strategy Small cap core equity SMID cap core equity Focused equity Short duration bonds Private wealth management separately managed accounts

Minimum Account Size $3 million $1 million $1 million $5 million $1 million (aggregate relationship)

With respect to any client investing in a pooled investment vehicle (such as the Collective Funds), please review the disclosure contained in each fund’s Declaration of Trust or Disclosure Statement, as applicable, for any initial and/or additional subscription minimums, as well as for a full description of all fees and expenses that will be charged by the fund. Please note all minimum account size requirements are negotiable and may be waived at our discretion. Additionally, note that certain of Palisade’s clients entered into investment management agreements with the Firm prior to the adoption of the above-referenced minimum account size provisions. As a result, minimum account size requirements are likely to differ among clients. With respect to investment in the Mutual Funds, please refer to each Mutual Fund’s prospectus for initial and additional investment requirements, including minimum investment amounts. Please note that each Mutual Fund’s sponsor, and not Palisade, establishes the terms of investment in the Mutual Funds. Therefore, Palisade cannot negotiate such minimum investment requirements. With respect to investment in the Collective Funds, please refer to each Collective Fund’s Disclosure Statement and Declaration of Trust for initial and additional investment requirements, including minimum investment amounts. Please note that the SEI Trustee, and not Palisade, establishes the terms of investment in the Collective Funds. Therefore, Palisade cannot negotiate such minimum investment requirements. If a client account size falls below the minimum requirement due to market fluctuations only, such client will not be required to invest additional funds with Palisade to meet the minimum account size.

Asset-Based Compensation for Separately Managed Accounts Palisade charges each client with an institutional separately managed account (including small cap core equity, SMID cap core equity, focused equity, and short duration bonds managed accounts), as well as individual private wealth management accounts, an annual investment management fee (the “Annual Fee”) based on the value of the client’s assets under management in accordance with the following fee schedule: Small cap core equity: Investment Management Fee (as an Annual % of Assets) 0.80% 0.75% 0.70% 0.60% 0.55%

Assets in the Account First $25,000,000 Next $25,000,000 Next $50,000,000 Next $100,000,000 Balance over $200,000,000

SMID cap core equity: Investment Management Fee (as an Annual % of Assets) 0.75% 0.70% 0.65% 0.55% 0.50% Focused equity:

Assets in the Account First $25,000,000 Next $25,000,000 Next $50,000,000 Next $100,000,000 Balance over $200,000,000

Investment Management Fee (as an Annual % of Assets) 0.50% 0.45% 0.40% 0.35% 0.25%

Assets in the Account First $25,000,000 Next $25,000,000 Next $50,000,000 Next $100,000,000 Balance over $200,000,000

Short duration bonds: Investment Management Fee (as an Annual % of Assets) 0.60% 0.55% 0.50% 0.45%

Assets in the Account First $25,000,000 Next $50,000,000 Next $75,000,000 Balance over $150,000,000

Private wealth management separately managed accounts: Investment Management Fee (as an Annual % of Assets) 1.25% 1.00% 0.90% 0.75% 0.60%

Assets in the Account First $10,000,000 Next $10,000,000 Next $10,000,000 Next $10,000,000 Balance over $40 million

Private wealth management separately managed account clients whose assets are invested in an institutional investment strategy managed by Palisade will generally pay fees pursuant to the private wealth management separately managed account fee schedule (and not the institutional strategy fee schedule). Palisade clients whose assets are invested by Palisade in a fund advised or sub-advised by Palisade will pay only those fees charged to investors by such fund and will not be charged an additional portfolio management fee for Palisade’s services (i.e., the value of the client’s investment in the fund will be excluded from our quarterly portfolio management fee calculation). Investment management fees for private wealth management separately managed accounts are typically charged each quarter in arrears based on the average of the total market value of the assets in the client account (including net unrealized appreciation or depreciation of investments and cash, cash equivalents, and accrued interest and dividends) on the last day of each monthly period during the quarter, utilizing the pricing table above. If a new client account is established during a quarter, the investment management fee will be prorated for the number of days remaining in the quarter. “Prorated” means “proportional share”. For example, if an account was opened on the fifteenth day of a thirty-day month, the “prorated” fee charged would be one-half (15/30) of the regular full monthly fee. If a client’s investment management agreement is terminated during a quarter, the fee for the terminal period will be based on the value of all assets in the account as of the termination or withdrawal date, which will be the next earliest business day if the termination date is a non-business day. Account assets that are withdrawn during a quarter will generally be charged a prorated fee based upon the number of days the assets were in the account during the quarter (unless otherwise set forth in the account’s investment management agreement with Palisade).

Institutional small cap core equity, SMID cap core equity, focused equity, and short duration bonds separately managed accounts are billed on a quarterly basis either in advance or in arrears, depending on the agreement between the client and Palisade. The value of the assets under management upon which the investment management fee is based is calculated either by Palisade’s internal accounting system or by the client’s account custodian and, generally, includes the account’s net unrealized appreciation or depreciation of investments and cash, cash equivalents, and accrued interest and dividends. Fees on accounts opened or closed during a quarter will be prorated as described above (or as otherwise set forth in the client’s investment management agreement). At its discretion, Palisade pays for expenses allocated to a managed account or Access Person Account. Managed accounts or Access Person Accounts that do not pay expenses will benefit from services paid for by the Firm and/or other managed accounts. Performance-Based Compensation for Separately Managed Accounts Palisade offers performance-based compensation (“Performance-Based Fees”) as an alternative to, or in combination with, asset-based compensation for institutional small cap core equity, SMID cap core equity, focused equity, and short duration bonds accounts. Performance-Based Fees are generally based on the difference between a client’s account performance and that of an appropriate index; however, Palisade and its clients may agree on alternative methods of calculating such Performance-Based Fees. On a case-by-case basis, Palisade and our clients mutually agree upon an appropriate fee structure based on the size, complexity, and investment objectives of the client’s account. Fee arrangements can include a combination of a management fee and performance fee, or may be solely limited to an asset-based management fee or a performance-based fee. The terms and conditions of the fee structure are agreed upon with our client prior to entering into an Investment Management Agreement but generally are structured as a percentage of the account’s outperformance over a stated benchmark, subject to a “high water mark”, plus a fixed asset-based fee. A “high water mark” prevents client accounts from paying a Performance-Based Fee until the account’s value surpasses the asset value upon which previous Performance-Based Fees were charged. Actual fees will be disclosed to the client before entering this type of arrangement and will be detailed in the client’s Investment Management Agreement with Palisade. Clients who elect to terminate their contracts with Palisade prior to the conclusion of a performance-fee measurement period will generally be charged a Performance-Based Fee based on the performance of the account for the measurement period prior to the termination date and prorated from the date on which the Performance-Based Fee was previously assessed by Palisade; however, alternative fee calculations may be agreed upon between the Firm and the client. In measuring the client’s assets for the calculation of Performance-Based Fees, Palisade generally includes the realized capital losses and unrealized capital losses of securities over the measurement period and, if the unrealized capital appreciation of the securities over this period is included, the unrealized capital depreciation of securities over the period will also be included.

Performance-Based Fees are generally billed annually, in arrears; however, Palisade may enter customized pricing structures with clients on a case-by-case basis. Palisade requires all clients to understand the proposed method of compensation payable to Palisade, and its risks, prior to entering into an Investment Management Agreement with the Firm. Accordingly, clients paying Performance-Based Fees are directed to Item 6 of this Brochure for more comprehensive disclosures, including potential conflicts of interest, resulting from this type of compensation. To qualify for a Performance-Based Fee schedule, a client (together with assets held jointly with a spouse) must either demonstrate a net worth of at least $2,700,000 excluding their primary residence or must have at least $1,400,000 under management with Palisade immediately after entering into the advisory engagement. All Performance-Based Fees are charged in accordance with Section 205 and Rule 205-3 under the Advisers Act and/or applicable State regulations. Performance-Based Fees will not be offered to any client residing in a State in which such fees are prohibited. Wrap Fee and Model Portfolio Management Fees The pricing schedule and general payment terms received by Palisade for investment management services for wrap fee accounts and model portfolios are set forth in the investment management agreement between Palisade and each Wrap Fee Sponsor (or, in the case of dual contract arrangements, in the investment management agreement between Palisade and the client). Palisade is generally compensated directly by the Wrap Fee Sponsor of each program (or by the client in a dual contract arrangement) based on a fee calculated as a percentage of assets under management. This fee is generally negotiated between the dual contract client or Wrap Fee Sponsor and Palisade and depends on many factors, including but not limited to, the investment and/or trading strategy. Presently, Palisade collects investment management fees from Wrap Fee Sponsors ranging from 0.30% to 0.60% of assets under management per year, typically under a tiered fee structure as described above under “Asset Based Fees for Separately Managed Accounts”. Exact pricing information for wrap fee accounts should be obtained directly from the Wrap Fee Sponsor. Mutual Fund Management Fees Palisade charges an asset-based fee for investment management subadvisory services provided to Mutual Funds. The fee arrangement, termination, and refund policies of each Mutual Fund are described in each Mutual Fund’s prospectus and SAI. Palisade clients whose assets are invested by Palisade in any of the Mutual Funds advised or subadvised by the Firm will pay only those fees charged to investors by the Mutual Fund and will not be charged an additional portfolio management fee for Palisade’s services (i.e., the value of the client’s investment in the Mutual Fund will be excluded from our quarterly portfolio management fee calculation).

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Palisade utilizes a variety of methods and strategies when formulating our investment advice and/or managing client assets. Our methods of analysis include, but are not necessarily limited to:

Fundamental Analysis. We look to invest in companies with superior return, and risk characteristics that we believe are not fully reflected in the current price of the security. Our fundamental research focuses on each company’s business model, management, financial condition, and industry trends. Fundamental analysis does not attempt to anticipate market movements. This presents a potential risk, as the price of a security can move up or down along with the overall market regardless of the economic and financial factors considered in evaluating the stock.

Qualitative Analysis. We subjectively evaluate non-quantifiable factors such as quality of management (through meetings with management teams and other methods), labor relations, and strength of research and development factors not readily subject to measurement and predict changes to share price based on that data. A risk of utilizing qualitative analysis is that our subjective judgment may prove incorrect.

Cyclical Analysis. In this type of technical analysis, we may measure the movements of a particular stock against the overall market in an attempt to predict the price movement of the security. A risk of utilizing cyclical analysis is that our subjective judgment may prove incorrect.

Quantitative Analysis. We may use mathematical models in an attempt to obtain more accurate measurements of a company’s quantifiable data, such as the value of a security’s price or earnings per share and predict changes to that data. A risk in using quantitative analysis is that the models used may be based on assumptions that prove to be incorrect.

Technical Analysis. We may analyze past market movements and apply that analysis to the present in an attempt to recognize recurring patterns of investor behavior and potentially predict future price movement. Technical analysis does not consider the underlying financial condition of a company. This presents a risk in that a poorly managed or financially unsound company may underperform regardless of market movement.

Risks for all Forms of Analysis. Our securities analysis methods rely on the assumption that the companies whose securities we purchase and sell, the rating agencies that review these securities, and other publicly available sources of information about these securities, are providing accurate and unbiased data. While we are alert to indications that data may be incorrect, there is always a risk that our analysis may be compromised by inaccurate or misleading information.

Due Diligence. For Underlying Investments, our Due Diligence Committee performs a thorough review of each Underlying Manager’s investment process, track record, and operational resources and processes. The Committee considers numerous factors in evaluating and selecting Underlying Investments, including, but not limited to, investment style and philosophy; the quality of the Underlying Manager’s organization, management, business, and commitment to compliance; the integrity of the Underlying Manager’s team; and the Underlying Investment’s historical performance and portfolio liquidity. Members of our Due Diligence Committee are in regular contact with Underlying Managers, review information received from Underlying Managers, and discuss investment and business performance. The Committee also generally conducts an initial on-site visit and decides when to conduct additional on-site visits to each Underlying Manager.

Palisade may also recommend investments in Digital Assets. The size and nature of the investments will be varied. In some cases, investments will be made in pure equity transactions through which clients would own an equity interest in the underlying company sponsor. Clients may also seek to couple an equity investment with an option to purchase crypto tokens in the future or structure a transaction to acquire equity that may convert at some point into crypto tokens. For existing tokens, clients may make investments via purchases in the secondary market or via primary issuances from the network sponsor. Palisade utilizes the investment strategies described in Section B of Item 4 of this Brochure when managing client accounts, provided that such strategies are appropriate to the needs of the client and consistent with the client’s investment objectives, risk tolerance, and time horizons, among other considerations. Palisade also may implement other customized investment strategies as developed or requested by clients. For further information on applicable investment strategies and related risks, clients also should refer to:

B.

Any presentations, investment guidelines, marketing materials, or other documents provided to, or discussions held with, the client, or to any investment guidelines provided by the client (or, in the case of wrap fee program clients, provided in the Wrap Fee Sponsor’s brochure or other program documentation); and/or

For a mutual fund or collective fund, the prospectus or other offering/disclosure document for the mutual fund or collective fund. Material Risks (Including Significant, or Unusual Risks) Relating to Investment Strategies

Palisade utilizes a variety of implementation strategies when managing client accounts, provided that such strategies are appropriate to the needs of the client and consistent with the client’s investment objectives, risk tolerance, and time horizons, among other considerations. Unless

specifically indicated otherwise below, the following material risks relate to each of the investment strategies that we offer: Investment and Trading Risks in General; Risk of Loss. Investing in securities involves risk of loss that clients or investors should be prepared to bear. All investments involve risks, including the risk that the entire amount invested may be lost. Securities investments are not guaranteed and you may lose money on your investment. No guarantee or representation is made that a client’s or investor’s investment objective will be achieved or that any specific level of performance will be obtained. Past performance is not indicative of future results. Palisade may utilize certain investment techniques and practices that can, in certain circumstances, increase the adverse impact to which an investment portfolio may be subject. Securities Believed to Be Undervalued or Incorrectly Valued. Securities that Palisade believes are fundamentally undervalued or incorrectly valued may not ultimately be correctly valued in the capital markets at prices and/or within the time frame Palisade anticipates. As a result, client or investor portfolios may lose all or substantially all of their investment in any particular instance. Interest Rate Risks. Generally, the value of fixed income securities changes inversely with changes in interest rates. As interest rates rise, the market value of fixed-income securities tends to decrease. Conversely, as interest rates fall, the market value of fixed-income securities tends to increase. The risk is greater for long-term securities than for short-term securities. Long-term purchases. Palisade may purchase securities with the idea of holding them in a client’s account for a year or longer. Typically, we employ this strategy when we believe the securities to be currently undervalued, and/or when we want exposure to a particular asset class over time, regardless of the current projection for this class. A risk in a long-term purchase strategy is that by holding the security for this length of time, we may not take advantage of short-term gains that could be profitable to a client. Moreover, if our predictions are incorrect, a security may decline sharply in value before we make the decision to sell. Short-term purchases. When utilizing this strategy, Palisade purchases securities with the idea of selling them within a relatively short time (typically a year or less). We do this in an attempt to take advantage of conditions that we believe will soon result in a price swing in the securities we purchase. A risk in the short-term purchase strategy is that Palisade will incorrectly predict the performance of a security over a short period of time. Moreover, by holding a security for a short period of time, we may not take advantage of long-term gains that could be profitable to a client. Underlying Investments. Palisade may recommend Underlying Investments to clients, some of which will be illiquid and subject to “Illiquidity of Investments Risks” as discussed below. Due to the illiquid nature of the assets of certain Underlying Investments, the possibility exists that clients may redeem their investment at a price that does not accurately reflect the value of their investment. In addition, to the extent the Underlying Investments invest in strategies discussed above, the client will be indirectly subject to the risks of such strategies.

No assurance can be given that Palisade will have knowledge of all circumstances that may adversely affect an investment in an Underlying Investment and the Firm’s ability to independently verify information provided by Underlying Investments may be limited. Investment analyses and decisions by Palisade may frequently be required to be undertaken on an expedited basis to take advantage of investment opportunities. In such cases, the information available to the Firm at the time of making an investment decision may be limited, and the Firm may not have access to detailed information regarding the investment opportunity. Although Palisade will seek to select only Underlying Managers who will invest a client’s assets with the highest level of integrity, the Firm’s investment selection process cannot ensure that selected Underlying Managers will perform as desired and the Firm will have no control over the day-to-day operations of the selected Underlying Managers or Underlying Investments. The Firm would not necessarily be aware of certain activities at the Underlying Manager level, including without limitation, an Underlying Manager’s engaging in unreported risks, investment “style drift,” or even regulatory breaches or fraud. As a result, there can be no assurance that Underlying Managers or Underlying Investments selected by the Firm will conform their conduct to the desired standards. There is a risk that Underlying Managers or Underlying Investments may fail to meet their stated objectives or fail to continue as going concerns because of poor performance, failure to raise assets, regulatory violations and enforcement actions, fraud, or other factors, which in any case could result in a complete loss of a client’s investment with such Underlying Investment or Underlying Manager. Investments with Underlying Managers or Underlying Investments carry additional risks including, but not limited to, lack of liquidity, lack of diversification, lack of transparency, specific investment risks related to the specific strategy of the Underlying Manager, reliance on Underlying Managers for performance and valuation information, and dependence on key personnel risk. The Underlying Investments will be managed by portfolio managers unrelated to the Firm. Palisade expects to rely upon the expertise of such portfolio managers who oversee the Underlying Investments in connection with their evaluation of proposed investments, and no assurance can be given as to the accuracy or completeness of the information provided by such portfolio managers. Furthermore, the historical performance of portfolio managers is not indicative of their future performance, which can vary considerably. Moreover, Palisade generally will not have the opportunity to evaluate the specific investments made by any Underlying Investment and will not have an active role in the day-to-day management of the Underlying Investments. As a result, a client’s returns will depend largely on the performance of these unrelated portfolio managers and could be substantially adversely affected by the unfavorable performance of these portfolio managers. The performance of an Underlying Investment may also rely on the services of a limited number of key individuals, the loss of whom could significantly adversely affect the Underlying Investment’s performance. Foreign traded and non-dollar-denominated securities. Foreign securities, or securities traded on foreign markets, can pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors. Foreign companies also may not provide

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Palisade generally provides investment advisory services to the following types of clients:

Individuals and families Investment companies (including mutual funds) Collective investment trusts Corporate and government pension and profit-sharing plans (other than plan participants) Trusts and estates Charitable organizations, endowments, and foundations Corporations or other businesses not listed above Trust companies, broker-dealers, and banks Insurance companies Wrap (including Wrap Fee, SMA, and UMA) account clients (solely to the extent Palisade is acting as a sub-adviser to such accounts from time to time)

As previously disclosed in Item 5 of this Brochure, our Firm has established certain initial minimum account requirements, based on the nature of the service(s) being provided. With respect to any investor investing in a pooled investment vehicle (such as the Mutual Funds, or Collective Funds), please review the disclosure contained in each fund’s prospectus, Declaration of Trust, or Disclosure Memorandum (as the case may be) for any initial and/or additional subscription minimums. We require clients to enter into an Investment Management Agreement with Palisade. As applicable, we also request clients to provide proof of authority, directed trading letters (if the client requests directed trading), qualified purchaser or accredited investor letters/certificates, or other information to allow us to manage client assets. Palisade may be restricted by the securities laws of jurisdictions outside the U.S. from managing the assets of certain clients living or located in such jurisdictions.

Palisade and its investment personnel provide investment management services to multiple portfolios for multiple clients. As disclosed in Item 5 of this Brochure, Palisade from time to time contracts with clients for Performance-Based Fees for certain client accounts. In addition, many of Palisade’s investment personnel are compensated on a basis that includes a performance-based component. The Firm and its investment personnel, including investment personnel that share in Performance-Based Fees, manage both client accounts that are charged Performance-Based Fees and accounts that are charged an asset-based fee, which is not a Performance-Based Fee. In addition, certain client accounts may have higher asset-based fees or more favorable PerformanceBased Fee arrangements than other accounts. When Palisade and its investment personnel manage more than one client account, a potential exists for one client account to be favored over another client account. Clients should be aware that Performance-Based Fee arrangements can create an incentive for Palisade to recommend investments which may be riskier or more speculative than those which would be recommended under a different fee arrangement. Palisade and its investment personnel have a greater incentive to favor client accounts that pay the Firm (and indirectly Palisade’s investment personnel) Performance-Based Fees or higher fees because compensation we receive from these clients is more directly tied to the performance of their accounts. Palisade has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of multiple accounts, including accounts with multiple fee arrangements, and the allocation of investment opportunities. Palisade reviews investment decisions for the purpose of ensuring that all accounts with substantially similar investment objectives are treated equitably. The performance of similarly managed accounts is also regularly compared to determine whether there are any unexplained significant discrepancies. In addition, Palisade’s procedures relating to the allocation of investment opportunities require that similarly managed accounts generally participate in investment opportunities pro rata based on asset size using equivalent investment weightings, giving consideration to client restrictions, liquidity requirements, and available cash in the accounts, and require that, to the extent orders are aggregated, the client orders are price-averaged. Finally, Palisade’s procedures also require the objective allocation for limited opportunities (such as initial public offerings and private placements) to ensure fair and equitable allocation among accounts. These areas are monitored by Palisade’s Chief Compliance Officer and the Palisade Compliance Department. Reference should be made to Section F in Item 4 of this Brochure for further information on conflicts of interest resulting from Performance-Based Fees, as well as other conflicts of interest, and how they are addressed. Additionally, please see Item 12 of this Brochure for a description of Palisade’s brokerage practices.

Broker-Dealer Registration Status

Palisade is not registered as a broker-dealer. B.

Commodities-Related Registration

Our Firm and our related persons are not registered as a futures commission merchant, commodity pool operator, or commodity trading advisor, or as associated persons of any futures commission merchant, commodity pool operator, or commodity trading advisor (and no applications are pending for such registrations). We have no other industry affiliations with futures commission merchants, commodity pool operators, or commodity trading advisors. C.

Material Relationships or Arrangements with Industry Participants

Access Person Accounts Palisade serves as the investment manager to Access Person Accounts, which serve as vehicles for Palisade’s Supervised Persons (and former Supervised Persons) and certain of their respective family members to invest in the Firm’s small cap core equity, SMID cap core equity, and focused equity investment strategies (each as described in Item 4 of this Brochure). Palisade also incubates new investment strategies that are not yet made available to the public. Such accounts are utilized by the Firm to investigate and/or develop investment strategies that may be offered to Palisade’s clients in the future. Access Person Accounts generally trade alongside Palisade client accounts utilizing the “Bunch Trade” procedures described in Section B in Item 12 of this Brochure. Palisade’s management of a proprietary account, including Access Person Accounts, alongside client accounts creates numerous conflicts of interest. Please see Section F in Item 4 and Section B in Item 11 of this Brochure for further information (including how such conflicts are mitigated). D.

Material Conflicts of Interest Relating to Other Investment Advisers

Palisade recommends and selects other investment advisers (the Underlying Managers) and investment vehicles (the Underlying Investments) for certain of our private wealth management individual separately managed account clients as described in Item 4. However, Palisade does not receive compensation directly or indirectly from the advisers of Underlying Investments, nor does Palisade have other business relationships with the advisers of Underlying Investments that create a material conflict of interest. Palisade has a referral arrangement with Domain Money Advisors, LLC, an SEC-registered investment adviser. Details of the compensation arrangement are described in Item 14 of this Brochure. Palisade is not affiliated with Domain.

Palisade has adopted a Code of Ethics (the “Code”) that obligates the Firm and its Supervised Persons to put the interests of our clients before their own personal interests and to act honestly and fairly in all respects in their dealings with clients. The Code sets forth high ethical standards of business conduct that we require of our Supervised Persons, including compliance with applicable federal securities laws. The Code imposes restrictions on the purchase or sale of securities for our Supervised Persons’ own accounts and the accounts of certain affiliated persons. Clients or prospective clients can obtain a copy of the Code by contacting Bradley R. Goldman, Esq., Palisade’s Partner, General Counsel & Chief Compliance Officer, by email at bgoldman@palcap.com or by telephone at (201) 585-5433. The Code is based on the general principle that Supervised Persons shall at all times place the interests of our clients first, and that Supervised Persons shall seek to avoid any actual or potential conflicts of interest. To accomplish this objective, the Code requires the pre-clearance of transactions in Reportable Securities (as defined in Palisade’s Code) other than ETFs, and political contributions, as well as the reporting of all transactions in Reportable Securities (as defined in Palisade’s Code). The Code also requires the disclosure of personal holdings and accounts upon hiring of a new Supervised Person, and annually thereafter, as well as all outside business activities. Our Code includes oversight, enforcement, and recordkeeping provisions. Palisade and our personnel owe a duty of loyalty, fairness, and good faith towards our clients, and have an obligation to adhere not only to the specific provisions of the Code but to the general principles that guide the Code. Our Code is designed to ensure that the personal securities transactions, activities, and interests of our Supervised Persons will not interfere with (i) making decisions in the best interests of advisory clients and (ii) implementing such decisions while, at the same time, allowing Supervised Persons to invest for their own accounts. Palisade has established a Conflicts of Interest Committee to address and monitor situations that may arise. Please see Part C of this Item 11 for additional detail on the personal trading restrictions contained on our Code. Our Firm, in the course of its investment management and other activities (e.g., board or creditor committee service or consideration of confidentially marketed transactions), comes into possession of confidential or material nonpublic information about issuers, including issuers in which Palisade or its related persons have invested or seek to invest on behalf of clients. Palisade is prohibited from improperly disclosing or using such information for our own benefit or for the benefit of any other person, regardless of whether such other person is a client. Our Firm maintains and enforces written policies and procedures that prohibit the communication of such information to persons who do not have a legitimate need to know such information and to assure that Palisade is meeting its obligations to clients and remains in compliance with applicable law. In certain

circumstances, Palisade may possess certain confidential or material, nonpublic information that, if disclosed, might be material to a decision to buy, sell, or hold a security, but Palisade will be prohibited from communicating such information to the client or using such information for the client’s benefit. In such circumstances, the Firm will have no responsibility or liability to the client for not disclosing such information to the client (or the fact that Palisade possesses such information), or not using such information for the client’s benefit, as a result of following Palisade’s policies and procedures designed to provide reasonable assurances that it is complying with applicable law. B.

Client Transactions in Securities where Palisade has a Material Financial Interest

Palisade serves as the investment adviser to the Collective Funds, which are pooled investment vehicles for which Palisade solicits investments. Palisade and its Supervised Persons will devote to the Collective Funds as much time as we deem necessary and appropriate to manage their respective businesses. Palisade and our affiliates are not restricted from forming additional investment funds, entering other investment advisory relationships, or engaging in other business activities, even though such activities may be in competition with the Collective Funds and/or involve substantial time and resources of our Firm and our affiliates. Potentially, such activities could be viewed as creating a conflict of interest in that the time and effort of our Supervised Persons will not be devoted exclusively to the business of the Collective Funds, but could be allocated between the business of the Collective Funds and other of our business activities and those of our affiliates. The practices described above create a conflict of interest because Palisade and/or its Supervised Persons have an incentive to recommend that Palisade clients invest in the Collective Funds based on our own financial interests, rather than solely the interests of our clients. Further, investors investing in the Collective Funds will pay significantly different fees than Palisade’s Supervised Persons pay for comparable services (as Palisade generally charges a management fee of 0.20% for assets managed in Access Person Accounts). Palisade has adopted a variety of policies to address these conflicts of interest, as follows:

Investors in the Collective Funds receive disclosure to the effect that Palisade and its affiliates may provide management services for other separately managed accounts with similar or identical investment objectives, and that Palisade’s future activities may give rise to other conflicts of interest.

Separately managed account clients that invest in the Collective Funds are not charged any additional advisory fees other than the advisory fee specifically allocated to investors in such funds.

To ensure complete transparency regarding the affairs of the Collective Funds, the SEI Trustee has engaged the services of unaffiliated third-party fund administrators and auditors that handle the administrative matters of the funds.

Please see Section F of Item 4 for more information on conflicts of interest. C.

Investing in Securities Recommended to Clients

As noted above, Palisade’s Supervised Persons may invest in the same securities (or related securities, e.g., warrants or options on such securities) that the Firm recommends to clients (including through investments in Access Person Accounts). Such practices present a conflict where, because of information in Palisade’s possession, the Firm or its Supervised Persons are in a position to trade in a manner that could adversely affect clients (e.g., place their own trades before or after client trades are executed in order to benefit from any price movements due to the clients’ trades). In addition to affecting the Firm’s or its Supervised Persons’ objectivity, these practices by the Firm or its related persons may also harm clients by adversely affecting the price at which the clients’ trades are executed. Palisade has adopted the following procedures in an effort to minimize such conflicts:

Palisade requires all its Supervised Persons to pre-clear transactions in Reportable Securities (as defined in Palisade’s Code), other than ETFs, in their personal accounts with the Firm’s Compliance Department, which may deny permission to execute the transaction if such transaction will have any adverse economic impact on any Firm client.

Palisade’s Code prohibits the Firm or any of its Supervised Persons from executing personal securities transactions of any kind in any securities on a restricted securities list maintained by the Firm’s Compliance Department. Please refer to Section A in this Item 11 for further information on our Code.

Firm Supervised Persons may buy for their personal account the same securities and Underlying Investments that are recommended to client accounts; however, there is generally a three-day waiting period after the Firm has finished purchasing the securities for clients before a Supervised Person may trade unless the security being purchased or sold in a Supervised Person’s personal account (x) is a constituent of the S&P 500® Index or (y) has an average daily trading volume of more than three million (3,000,000) shares.

Absent special circumstances, Firm Supervised Persons may not sell for their personal accounts the same securities that are held in client accounts until all of such securities have been sold in client accounts unless the security being purchased or sold in a Supervised Person’s personal account (x) is a constituent of the S&P 500® Index or (y) has an average daily trading volume of more than three million (3,000,000) shares. There is a two-dayper-year exception to this rule, each known as “Tax Sale Day”, when Supervised Persons

may sell any security in their personal accounts while the same securities are owned in client accounts.

D.

All the Firm’s Supervised Persons are required to certify their transactions in Reportable Securities on at least a quarterly basis and holdings of such securities on an annual basis.

Trading in Supervised Persons’ personal accounts is periodically reviewed by the Firm’s Compliance Department.

Access Person Accounts generally trade securities at the same time as client accounts. Such trades may be included in a Bunch Trade (as discussed below in Section B in Item 12 if this Brochure (“Order Aggregation”)) and share in the allocation and commissions of such trades on a pro-rata basis. However, Access Person Accounts are not eligible to participate in initial public offerings. Conflicts of Interest Created by Contemporaneous Trading

Palisade’s Code prohibits the Firm’s Supervised Persons from transacting in securities in their personal accounts at or about the same time as the same securities are being transacted in client accounts. As noted above, the Firm has, with certain exceptions, implemented a three-day “blackout period” to minimize the potential conflict of interest stemming from situations where contemporaneous trading results in an economic benefit to Palisade or its Supervised Persons to the detriment of our clients. Notwithstanding the foregoing, Access Person Accounts, which are managed by Palisade, may trade in securities at the same time as other client accounts.

Factors Considered in Selecting or Recommending Broker-Dealers for Client Transactions

Palisade maintains an internal Trading Department led by its Head Trader (collectively, the “Internal Trader”) which is supplemented by the services of Jones Trading Institutional Services LLC as an outsourced trading partner (the “Outsourced Trader”), as needed. Absent client direction to the contrary, Palisade or the Outsourced Trader selects broker-dealers for trade execution which, in its best judgment, seek best execution for that trade at favorable security prices and reasonable commission rates. The best net price, giving effect to brokerage commission and other costs, is an important factor in this decision, but several other factors also affect the decision. These factors include, among others:

knowledge of negotiated commission rates currently available; the nature of the security being traded; the size and complexity of the transaction; the desired timing of the trade; the activity existing and expected in the market for the particular securities; confidentiality; and the execution, clearance, and settlement capabilities, financial condition, and other relevant and appropriate services of the broker-dealer.

In selecting a broker-dealer to execute transactions (or series of transactions) and determining the reasonableness of the broker-dealer’s compensation, Palisade or the Outsourced Trader does not need to solicit competitive bids and does not have an obligation to seek the lowest available commission cost. For those trades that are executed at rates above “execution only” commission rates, clients are deemed to be paying for research, brokerage, or other services provided by a broker-dealer which are included in the commission rate. Clients may pay higher commissions when Palisade believes the overall execution is favorable. The Outsourced Trader is responsible for selecting the trading venue, including the executing broker-dealer, with regard to trades for which it is responsible. However, Palisade retains responsibility for best execution and monitors execution quality. To fulfill its best execution obligations, Palisade will, among other things, assess the quality of the Outsourced Trader’s executions of Palisade Client trades. Palisade reviews reports from the Outsourced Trader sufficient to demonstrate how it obtains best execution for Palisade Clients, including factors considered when selecting the executing broker-dealer or counter party.

Research and Other Soft Dollar Benefits Palisade receives benefits other than execution from various broker-dealers in connection with client securities transactions. This is known as a “soft dollar” relationship. Consistent with its duty to seek best execution, Palisade typically directs client orders to broker-dealers in recognition of research and/or order execution services furnished by them, as permitted by Section 28(e) of the Securities Exchange Act of 1934 (“Section 28(e)”). Research services within Section 28(e) have been, and continue to be, typically received in the form of:

written reports; attendance at certain seminars and conferences; and personal meetings and/or phone calls with security analysts, economists, government representatives, industry experts, and corporate and industry spokespersons.

In some cases, research services that are generated by third parties are provided by or through broker-dealers. This research generally provides information necessary to formulate investment decisions, and covers securities, industries, sectors, and the general economy. Eligible brokerage services within Section 28(e) include:

services related to the execution (including, without limitation, services provided by the Outsourced Trader), clearing, and settlement of securities transactions and functions incidental thereto (i.e., connectivity services between an adviser and a broker-dealer and other relevant parties such as custodians); trading software operated by a broker-dealer to route orders; software that provides trade analytics and trading strategies; software used to transmit orders; clearance and settlement in connection with a trade; electronic communication of allocation instructions; routing settlement instructions; post-trade matching of trade information; services required by the SEC or a self-regulatory organization such as comparison services, electronic confirms, or trade affirmations; and other permissible services.

Palisade directs client orders to the Outsourced Trader from time to time in recognition of brokerage services furnished by them, consistent with Section 28(e). Clients may pay commissions (or markups or markdowns) higher than those charged by other broker-dealers in return for soft dollar benefits (which is commonly referred to as “paying up”), and such commissions may include fees charged by the Outsourced Trader.

Palisade does not attempt to allocate the relative costs or benefits of soft dollar benefits such as research to client accounts proportionately to the soft dollar benefits generated by the account. We believe that the soft dollar benefits (including research) are, in the aggregate, of assistance in fulfilling our overall responsibilities to clients. Accordingly, any soft dollar benefits (including research) received in exchange for a particular client’s brokerage commissions may be useful to that particular client; however, such soft dollar benefits (including research) may also be utilized by Palisade in its management of other client accounts. Additionally, not all soft dollar benefits (including research services) received may be utilized by Palisade in connection with the specific account which paid commissions (or markups or markdowns) to the broker providing such benefits and services. Palisade’s relationships with broker-dealers providing research and execution services may influence its selection of broker-dealers, and thereby create a conflict of interest in allocating brokerage business. We have an incentive to select or recommend a broker-dealer based on our interest in receiving research, execution, and other products and services (i.e., soft dollar benefits), rather than on our clients’ interest in receiving most favorable execution. For example, Palisade will not have to pay for the product and services provided by the Outsourced Trader, which creates an incentive for the Firm to select or recommend the Outsourced Trader based on its interest in receiving execution services provided by such broker-dealer. Palisade participates in “commission sharing arrangements”, including one with the Outsourced Trader, pursuant to which Palisade or the Outsourced Trader executes transactions through a broker-dealer and requests the broker-dealer allocate a portion of the commissions or commission credits towards research or execution services provided to Palisade. Palisade excludes from use under these arrangements those services that are not eligible under Section 28(e) and applicable regulatory interpretations. During Palisade’s last fiscal year, as a result of client brokerage commissions (or markups or markdowns), the Firm and/or its related persons acquired research and execution services, as described more specifically above. In determining whether to direct client brokerage transactions to particular broker-dealers, Palisade’s “Best Execution Committee” meets at least quarterly to review and evaluate Palisade’s soft dollar practices and to determine in good faith whether, with respect to any research or execution services received from a broker-dealer, the commissions (or markups or markdowns) used to obtain those services were reasonable in relation to the value of the brokerage or research services provided by the broker-dealer. The Best Execution Committee reviews quarterly and year-to-date commission reports which show commissions paid to each broker for our equity strategies (including private wealth management separately managed accounts) and short duration bonds strategies. Representatives of the Firm’s investment teams review and discuss the contributions each broker made to their research process. Our traders also present information on the brokers’ order execution during the quarter. The Committee recommends adjustments to broker usage based on whether the cumulative commissions for each broker are commensurate with the quality and amount of research and execution services provided. The Committee then instructs the Firm’s traders to direct trades in the subsequent period in

recognition of the receipt of research and execution services, provided they can do so while seeking best execution. Brokerage for Client Referrals In selecting or recommending broker-dealers, we do not consider whether we or a related person receives client referrals from a broker-dealer or third-party. In no event will Palisade select a broker-dealer as a means of remuneration for recommending Palisade or any other product managed by Palisade (or its affiliates) or affording Palisade with the opportunity to participate in capital introduction programs. From time-to-time Palisade participates in capital introduction programs arranged by brokerdealers. Palisade may effect client portfolio transactions with firms who have made such recommendations or provided capital introduction opportunities, if the Firm determines that it is otherwise consistent with seeking best execution. Directed Brokerage Except as discussed below, Palisade does not routinely recommend, request, or require clients to direct us to execute transactions through a specific broker-dealer. Certain Palisade clients direct Palisade to use a specified broker-dealer to execute all or a portion of the client’s securities transactions. When this occurs, Palisade treats the client direction as a decision by the client to retain, to the extent of the direction, the discretion the Firm would otherwise have in selecting broker-dealers to effect transactions and negotiate commissions for the client’s account. Although Palisade attempts to effect such transactions in a manner consistent with its policy of seeking best execution, there may be occasions where it is unable to do so, in which case Palisade will continue to comply with the client’s instructions. Transactions in the same security for accounts that have directed brokerage to the same broker that Palisade or the Outsourced Trader has chosen for trading accounts for which it has brokerage discretion will be aggregated in Palisade’s Bunch Trades (as discussed below in Subsection B (“Order Aggregation”)). When the directed broker-dealer is unable to execute a trade, Palisade or the Outsourced Trader will select broker-dealers other than the directed broker-dealer to effect client securities transactions. Clients who direct Palisade to use a particular broker-dealer to effect transactions should consider whether such direction results in certain disadvantages to the client, such as, for example, the inability to participate in initial public offerings (“IPOs”) underwritten by brokers other than the directed broker, and certain increased costs as compared to Palisade clients not requiring directed brokerage. Such costs may include higher brokerage commissions (because the Firm or Outsourced Trader is not able to aggregate orders to reduce transaction costs), less favorable price or overall execution of transactions, and the potential of exclusion from the client’s portfolio of certain small capitalization or illiquid securities due to the inability of the broker-dealer in question to provide adequate price and execution of all types of securities transactions. As discussed below, clients that direct brokerage also may be unable to participate fully in aggregated or Bunch Trades (as discussed below). By permitting a client to direct Palisade to execute the client’s trades through

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Economic Benefits Received from Non-Clients for Providing Services to Clients

Palisade receives certain research and other services from broker-dealers through “soft-dollar” arrangements as permitted under the Section 28(e) safe harbor (as discussed above in Item 12 of this Brochure). These “soft-dollar” arrangements create an incentive for Palisade to select or recommend broker-dealers based on the Firm’s interest in receiving the research or other services and may result in the selection of a broker-dealer based on considerations that are not limited to the lowest commission rates and would result in higher transaction costs than would otherwise be obtainable by Palisade on behalf of its clients. Please see Item 12 of this Brochure above for further information on Palisade’s “soft-dollar” practices, including the Firm’s procedures for addressing conflicts of interest that arise from such practices. Palisade Supervised Persons may receive gifts and entertainment from clients and non-clients, subject to the restrictions imposed by Palisade’s Compliance Manual. Additionally, the Firm may compensate Palisade Supervised Persons for their assistance in bringing a new client or account to the Firm. B.

Compensation to Non-Supervised Persons for Client and Investor Referrals

Palisade pays referral fees to independent persons or firms (“Promoters”) for introducing clients or investors to us. As a matter of Firm practice, advisory fees paid to us by clients or investors referred by Promoters are not increased as a result of any referral. Cash payments for client solicitations will be structured to comply fully with the requirements of Rule 206(4)-1 of the Advisers Act and other applicable laws and regulations. C.

Compensation for Client Referrals

Palisade has entered into a referral arrangement with Domain Money Advisors, LLC (“Domain”), an SEC-registered investment adviser. Under this arrangement, Domain compensates the Firm for referring prospective clients who engage Domain for financial planning services. Palisade receives 25% of advisory fees paid by referred clients to Domain during the first year of the relationship and 25% of advisory fees in each subsequent year the referred client remains a Domain client. This compensation creates a conflict of interest because Palisade has a financial incentive to recommend Domain over other advisory firms. Clients do not pay any additional fees as a result of this arrangement. Domain and Palisade are not affiliated.

D.

Compensation to Supervised Persons for Client Referrals

Palisade’s Supervised Persons are eligible to receive bonus compensation from Palisade that is directly tied to the Supervised Person’s efforts in referring new client accounts to the Firm. As a matter of Firm practice, advisory fees paid to us by clients referred by our Supervised Persons are not increased as a result of any referral. E.

Lead Generation Firms

Palisade receives client referrals from lead generation services that introduce investors to one or more potential financial advisers. Palisade pays lead generation services a fee for providing such information to the Firm. Palisade clients who are referred to the firm by a lead generation service do not pay any increased fee as a result.

Our Firm and our management personnel have no reportable disciplinary events to disclose.

Frequency and Nature of Review

Accounts generally are reviewed in the context of each client’s stated investment objectives and investment guidelines. Palisade utilizes software that reviews investment guidelines for managed accounts daily and reviews the Firm’s trading activity daily to identify potential issues. Performance and performance dispersion within strategies are reviewed at least monthly. More frequent reviews will be triggered by material changes in variables such as the client’s individual circumstances, investment objectives, or the market, political, or economic environment. Reviews also may be triggered for compliance purposes, such as in connection with monitoring and testing for compliance with investment guidelines and investment restrictions. Additionally, Palisade’s Operations Department reviews account cash and holdings against custodial statements on a periodic basis. More specific information is provided below. Institutional and Private Wealth Management Separately Managed Accounts The underlying securities within institutional and private wealth management separately managed accounts (including Access Person Accounts) are continually monitored by each account’s portfolio manager to determine whether securities positions should be maintained in view of current market conditions. Dennison T. Veru, Chief Investment Officer, supervises the Firm’s institutional and private wealth management separately managed account portfolio managers, and periodically reviews such accounts in the course of his duties. In addition, all accounts are periodically assessed by (i) a member of the Firm’s Risk Management and Performance Department and (ii) a member of Palisade’s Compliance Department. These additional assessments utilize aggregated data and summary reports to show dispersion between similarly managed accounts and deviation from core investment strategies. Managed accounts are also monitored on a systematic basis by an electronic portfolio compliance system to ensure consistency with client portfolio restrictions. More active accounts and larger accounts are reviewed on a more frequent basis. A member of Palisade’s Compliance Department reviews exceptions generated by compliance monitoring software daily in an effort to ensure all transactions comply with the Firm’s compliance policies and procedures. Palisade’s Investment Committee is a forum for the exchange of investment ideas among investment professionals primarily responsible for the Firm’s investment management strategies that utilize publicly traded securities. During its discussions, client accounts are informally reviewed and discussed. Mutual Fund and Collective Fund Accounts Mutual Fund and Collective Fund accounts are primarily reviewed by their respective portfolio managers. Palisade periodically reviews and monitors each Mutual Fund and Collective Fund’s

holdings in accordance with the investment objectives as detailed in each fund prospectus, Declaration of Trust and/or Disclosure Memorandum (as the case may be). The underlying securities within Mutual Fund and Collective Fund accounts are primarily monitored by each account’s portfolio manager to determine whether securities positions should be maintained in view of current market conditions. The Chief Investment Officer supervises the Firm’s institutional account portfolio managers and periodically reviews such accounts in the course of his duties. Each Mutual Fund and Collective Fund is periodically assessed by its respective portfolio manager, a member of the Firm’s Risk Management and Performance Department, and a member of Palisade’s Compliance Department, as described above. Mutual Fund and Collective Fund accounts are also monitored on a systematic basis by an electronic portfolio compliance system to ensure consistency with client portfolio restrictions. More active accounts and larger Collective Fund accounts are reviewed on a more frequent basis. A member of Palisade’s Compliance Department reviews exceptions generated by compliance monitoring software daily in an effort to ensure each Mutual Fund and Collective Fund account’s transactions comply with the Firm’s compliance policies and procedures. Wrap Fee and Model Portfolios Wrap Fee and Model Portfolios, if any, are primarily reviewed by their portfolio managers. The underlying securities within wrap fee (including SMA) and model portfolio (including UMA) accounts are continually monitored by each account’s portfolio manager to determine whether securities positions should be maintained in view of current market conditions. The Chief Investment Officer supervises the Firm’s institutional account portfolio managers and periodically reviews such accounts in the course of his duties. In addition, all accounts are periodically assessed by (i) a member of the Firm’s Risk Management and Performance Department and (ii) a member of Palisade’s Compliance Department. These additional assessments utilize aggregated data and summary reports to show dispersion between similarly managed accounts and deviation from core investment strategies. Wrap (including wrap-fee, SMA, and UMA) accounts are also monitored on a systematic basis by an electronic portfolio compliance system to ensure consistency with client portfolio restrictions. More active wrap accounts and larger wrap accounts are reviewed on a more frequent basis. A member of Palisade’s Compliance Department reviews exceptions generated by compliance monitoring software daily in an effort to ensure that such transactions comply with the Firm’s compliance policies and procedures. B.

Factors Prompting a Non-Periodic Review of Accounts

Non-periodic reviews will be performed at a client’s request. Also, as noted above, significant market events affecting the prices of one or more securities in client accounts, or changes in the investment objectives or guidelines of a particular client or fund portfolio, may trigger reviews of client accounts or fund portfolios on other than a periodic basis. More active accounts and larger

accounts will be reviewed more frequently than less active or smaller accounts. Any periodic compliance review or electronic alert that identifies a potential issue will be brought to the attention of the Compliance Department, researched to understand the cause and remedy, and if necessary, reviewed in more detail by the portfolio manager and/or a member of the Operations Department or senior Palisade management. C.

Content and Frequency of Regular Account Reports

The reports described below are typically written, but may be delivered electronically as requested by our clients (or, as applicable, Wrap Fee Sponsors). Reports to investors of our clients that are mutual funds or other pooled investment vehicles also are typically written, but may be delivered electronically as authorized by such holders and applicable law. Palisade generally provides quarterly reports to its separately managed account clients (including private wealth management, institutional account clients, and Access Person Accounts, as well as wrap fee (including SMA) and model portfolio (including UMA) account clients), if any, that summarize account performance, balances, and holdings. In addition, clients will generally receive monthly statements and confirmations of transactions from their broker-dealer and/or custodian. Palisade can provide more frequent reporting if requested by a client. Clients are encouraged to compare the information provided by Palisade against the information provided by their account’s Custodian. Content of the respective statements may vary based on accounting procedures, reporting dates, or valuation procedures for certain securities. Clients invested in Mutual Funds subadvised by Palisade should refer to each fund’s prospectus for information regarding regular reports to clients by the respective Mutual Fund. Palisade, as sub-adviser, provides to the Mutual Funds quarterly reports summarizing account performance, balances, and holdings. Palisade can provide more frequent reporting if requested by a Mutual Fund. Clients invested in Collective Funds subadvised by Palisade should refer to each fund’s Declaration of Trust and Disclosure Memorandum for information regarding regular reports to clients by the respective Collective Funds. Palisade, as sub-adviser, provides to the Collective Funds quarterly reports summarizing account performance, balances, and holdings. Palisade can provide more frequent reporting if requested by the Collective Funds. In addition to the above reports, we generally will provide our clients with reasonable, periodic access to our investment professionals through conference calls or other reasonably agreed upon means to discuss their accounts or our services and any questions regarding their accounts or our services.

Client assets are held in custody by unaffiliated broker-dealers or banks known as “qualified custodians”. However, the Firm meets the Advisers Act definition of having custody over certain client accounts. With respect to managed accounts, the Firm may access certain clients’ funds through our ability to debit advisory fees. In these cases, Palisade is considered to have custody of client assets under Rule 206(4)-2 of the Advisers Act. Clients should receive statements at least quarterly from the broker-dealer, bank, or other qualified custodian that holds and maintains the client’s investment assets. We encourage clients to carefully review these statements, and to compare these statements with statements provided by Palisade. Palisade is deemed to have custody as a result of standing letters of authorization in place from clients (each a “SLOA”) that allow Palisade to direct the client’s custodian to send client funds based on the SLOA. Advisers relying on SLOAs to make certain disbursements on behalf of a client may avoid obtaining a surprise asset verification if each such client (i) provides written instructions to their custodian regarding specific disbursements that the client authorizes the custodian to make upon request of Palisade and (ii) provides Palisade with written instructions that explicitly describe the specific disbursements that the client authorizes Palisade to make. Further, the custodian must verify these instructions when executing each transaction and confirm these instructions at least annually with Palisade. Palisade has no ability to change any routing information regarding such disbursements and the client can terminate such relationship at any time.

Palisade’s clients typically retain Palisade to provide discretionary investment advisory services, in which case we place trades in a client’s account without contacting the client prior to each trade to obtain the client’s permission. Investment decisions for sub-advised funds and the Collective Funds are made in accordance with the applicable fund’s investment objectives, strategies, and guidelines, and are not specific to the individual needs of any particular investor in a specific subadvised fund or the Collective Fund. Unless otherwise instructed or directed by a discretionary client, our discretionary authority includes the ability to do the following without contacting the client (subject to restrictions on its activities set forth in the applicable investment management agreement and any written investment guidelines):

determine the security to buy or sell; and/or determine the amount of the security to buy or sell.

Clients give us discretionary authority when they sign a discretionary investment management agreement with our Firm and may limit this authority by giving us written instructions. Clients may also change or amend such limitations by once again providing us with written instructions. Because of the differences in client investment objectives and strategies, risk tolerances, tax status, and other criteria, there will be differences among clients in invested positions and securities held. Examples of restrictions that clients may (and customarily do) place on our discretionary authority include:

Quantitative limitations on holdings, sectors, or industries (e.g., no more than 5% of a portfolio may be comprised of any one security; no more than a comparable index’s weight in a particular sector); Restrictions on specific holdings (e.g., no investments in the client company’s stocks or bonds, or those of subsidiaries and affiliates); Qualitative limitations on holdings (e.g., bonds owned in the portfolio must be rated “B” or higher; no “broken” convertible bonds); Liquidity restrictions (e.g., stocks must be traded on an exchange; no private placement securities); and Tax considerations (e.g., no exposure to unrelated business taxable income (known as “UBTI”); no investments generating an Internal Revenue Service Form K-1).

Please see Item 12 of this Brochure above for a complete description of Palisade’s allocation procedures and other applicable brokerage policies.

Palisade will vote Client proxies if a Client specifically requests Palisade to do so and Palisade consents to such agreement in writing. With respect to ERISA accounts, Palisade will vote proxies unless the plan documents or the Client’s Investment Management Agreement with Palisade reserve the plan sponsor’s right to vote proxies. Clients may delegate such authority and responsibility to a properly authorized agent. If Clients delegate such authority to Palisade, this delegation generally is contained in the Client’s Investment Management Agreement with Palisade or in a separate written instruction. To direct Palisade to vote a proxy in a particular manner, Clients should (i) contact Palisade by mail at: Palisade Capital Management, LP, One Bridge Plaza North, Suite 1095, Fort Lee, New Jersey 07024-7102, Attn: Compliance Department, (ii) call their client service representative at (201) 585-7733, or (iii) send an email to investorrelations@palcap.com. If Palisade agrees in writing to be responsible for voting Client proxies or making elections with respect to issuers of securities held in Client account(s), Palisade will vote proxies in accordance with Clients’ economic interests and in accordance with Palisade’s established policies and procedures. Palisade has contracted with Institutional Shareholder Services, Inc., a third-party proxy voting agent (the “Proxy Agent”) to provide research and assist with voting. Palisade will retain the following information in connection with each proxy vote:

The issuer’s name; The security’s ticker symbol or CUSIP, as applicable; The shareholder meeting date; The number of shares Palisade voted; A brief identification of the matter voted on; Whether the matter was proposed by the Issuer or a security-holder; Whether Palisade cast a vote; How Palisade cast its vote (for the proposal, against the proposal, withhold, or abstain); and Whether Palisade cast its vote with or against management.

Clients may request information on how proxies for its shares were voted by contacting Palisade as described above. For accounts where Palisade does not vote proxies, Palisade may provide investment advisory services relative to Client investment assets but Clients will maintain exclusive responsibility for: (i) directing the manner in which proxies solicited by issuers of securities beneficially owned by the Client as of the record date shall be voted, and (ii) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy proceedings or other type of events pertaining to the Client’s investment assets. Clients that vote their own proxies are responsible for instructing each of their custodians to forward to the Client copies of all proxies and shareholder communications relating to the Client’s investment assets. If Palisade receives a proxy for a Client and does not

have proxy voting authority, the proxy will be forwarded to the Client for voting as promptly as reasonably possible. Except as noted in this policy, Palisade has no obligation or authority to vote any Client’s proxy, to render any advice with respect to the voting of proxies, or to make elections solicited by or with respect to issuers of securities held by any Client. Accordingly, Clients will receive their proxies or other solicitations directly from their custodian and are responsible for voting such proxies on their own. Unless otherwise agreed to in writing, Palisade will neither advise nor act on behalf of a Client in legal proceedings involving companies whose securities are held in such Client’s account(s), including, but not limited to, the filing of “Proofs of Claim” in class action settlements. If desired, Clients may direct Palisade to transmit copies of class action notices to the Client or a third party. Upon such direction, Palisade will make commercially reasonable efforts to forward such notices in a timely manner. Notwithstanding the foregoing, Palisade has contracted with a third-party vendor to assist Clients (at a Client’s request and sole expense) with the filing and processing of “Proofs of Claim” in class action settlements. If Palisade exercises voting authority on behalf of a Palisade Client and maintains investment supervision of such Client’s securities, then the following Proxy Voting Procedures (the “Procedures”) will apply to those Client securities: Proxy Voting Procedures The Proxy Agent provides research to Palisade on each proxy issue, along with a proxy voting recommendation. The recommendations are determined in accordance with the Proxy Agent’s guidelines, which Palisade has adopted as its general proxy voting policy (the “Guidelines”). Clients may obtain a copy of the Guidelines by submitting a request to Palisade, as described above. Palisade also relies on the Proxy Agent to ensure soliciting materials that are received close to the submission deadline are incorporated into voting recommendations. Palisade receives reports from the Proxy Agent regularly to monitor for additional soliciting materials/changes in voting recommendations after the initial voting recommendations are received, but before the submission deadline. Palisade’s Compliance Department is responsible for monitoring receipt of research and recommendations from the Proxy Agent, obtaining voting decisions from the appropriate Palisade investment professionals responsible for voting (if necessary), and for ensuring that Client proxies are voted and submitted to the Proxy Agent in a timely manner. However, if Palisade does not send its vote preference to the Proxy Agent before the voting deadline, the Proxy Agent will vote Palisade Client proxies in accordance with its recommendations. If Palisade receives a physical proxy for a Client for whom Palisade has proxy voting authority, such proxy will be voted promptly in accordance with these Procedures and forwarded to the Proxy Agent for recordkeeping purposes.

When the Proxy Agent recommends voting a proxy consistent with the portfolio company management team’s recommendation, such proxy will automatically be voted in accordance with the Proxy Agent’s recommendation. When the Proxy Agent recommends either withholding, voting contrary to the portfolio company management team’s recommendation, or does not provide a recommendation for a particular ballot issue, the applicable research and recommendation from the Proxy Agent will be forwarded to the Investment Team that manages the portfolio owning the issue. If the Investment Team desires to vote the proxy contrary to the Proxy Agent’s recommendation, a member of the Investment Team will provide a brief memorandum to Palisade’s Compliance Department explaining the reasons for their desired vote. The Compliance Department will evaluate whether any material conflict of interest (as discussed below) has influenced the Investment Team’s proxy voting decision and, if there is no material conflict of interest present, the Firm will vote to “override” the Proxy Agent’s recommendation. In all cases, overriding consideration will be given to each Client’s stated guidelines or restrictions, if any. Any attempt to influence the proxy voting process by issuers or others not identified in these policies and Procedures should be promptly reported to the Chief Compliance Officer. Similarly, any Client’s attempt to influence proxy voting with respect to other Clients’ securities should be promptly reported to the Chief Compliance Officer. Palisade will not neglect its proxy voting responsibilities, but Palisade may abstain from voting if it deems that abstaining is in its Clients’ best interests. In addition, Palisade may be unable to vote securities that have been lent by a Client’s custodian (under a separate agreement between the Client and its custodian), as such securities generally do not generate a proxy. Because Palisade has no knowledge of when securities are loaned by a Client’s custodian, loaned securities are not subject to these Procedures. Also, proxy voting in certain countries involves “share blocking”, which limits Palisade’s ability to sell the affected security during a blocking period that can last for several weeks. Palisade believes that the potential consequences of being unable to sell a security usually outweigh the benefits of participating in a proxy vote, so Palisade generally abstains from voting when share blocking is required. The Compliance Department will prepare and maintain memoranda describing the rationale for any instance when Palisade receives but does not vote a Client’s proxy. Conflicts of Interest A conflict of interest exists when Palisade has knowledge of a situation where Palisade, its Supervised Persons or affiliates would enjoy a special or increased benefit from casting a Client proxy vote in a particular way. A conflict of interest may occur in the following cases; however, this list is not all-inclusive:

The issuer of securities that Palisade holds in Client accounts (and for which Palisade is required to vote Client proxies) is a Palisade client.

Palisade is soliciting new business from an issuer of securities that Palisade holds in Client accounts (and for which Palisade is required to vote Client proxies).

A Palisade Supervised Person (or a Supervised Person of a Palisade affiliate) serves as a director of an issuer of securities that Palisade holds in Client accounts (and for which Palisade is required to vote Client proxies).

When a material conflict of interest occurs, the Proxy Agent will be solely responsible for voting the affected Client proxy based on its Guidelines or specific Client restrictions, and Palisade will not be permitted to “override” the recommendation (as described above). When a non-material conflict occurs, Palisade’s Conflicts of Interest Committee will be permitted to “override” the recommendation (as described above). As used above, a conflict of interest is presumed to be “material” if it involves 1% or more of Palisade’s annual revenue. The definition of “material” is subject to change at Palisade’s discretion. Palisade will document all conflicts of interest, whether or not material, and keep the documentation with the Client’s proxy records. Such documentation will be compiled by the Conflicts of Interest Committee and be attached to the Proxy Agent’s certification and voting statement. All documentation in connection with a Palisade conflict of interest will be sent to the Client for whom there was a conflict. Palisade maintains a list of securities and issuers (known as the “Restricted List”) that cannot be traded in Client or employee personal accounts. The Restricted List minimizes the possibility of the occurrence of a material conflict of interest by prohibiting the trading of securities of issuers where Palisade possesses non-public information, or where Palisade deems it necessary or prudent for other compliance, business, or regulatory objectives. Palisade updates its Restricted List promptly as needed. Terminated Accounts Palisade will not vote proxies received after a Client terminates its advisory relationship with the Firm.

Balance Sheet

Palisade is not required to provide a balance sheet. B.

Financial Conditions and Impairment of Contractual Commitments to Clients

As an advisory firm that maintains discretionary authority and custody for client accounts, we are required to disclose any financial condition that is reasonably likely to impair our ability to meet our contractual obligations. Palisade does not have any financial condition that meets this criterion. C.

Bankruptcy Filings

Palisade has never been the subject of a bankruptcy petition.

ANNEX A

FACTS WHY?

WHAT?

PRIVACY NOTICE

WHAT DOES PALISADE CAPITAL MANAGEMENT, LP (“PALISADE”) DO WITH YOUR PERSONAL INFORMATION? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

The types of personal information we collect and share depend on the product or service you have with us. This information can include:  Social security number  Income  Assets  Risk tolerance  Wire transfer instructions  Transaction history When you are no longer our customer, we continue to share information about you as described in this notice.

HOW?

All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Palisade chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information:

Does Palisade Share?

Can you limit this sharing?

Yes

No

No

We don’t share

No

We don’t share

Yes

No

No

We don’t share

No

We don’t share

For our everyday business purposes - such as to process your transactions, maintain your accounts(s) or respond to court orders and legal investigations. For our marketing purposes - to offer our products and services to you For joint marketing with other financial companies For our affiliates' everyday business purposes information about your transactions and experiences For our affiliates' everyday business purposes – information about your creditworthiness For nonaffiliates to market to you

Questions?

Call Bradley Goldman, Partner, General Counsel & Chief Compliance Officer at (201) 585-5433 or visit us on the web at https://www.palisadecapital.com.

Who we are Who is providing this notice?

This notice is being delivered by Palisade Capital Management, LP.

What we do How does Palisade protect my personal information?

How does Palisade collect my personal information?

Why can't I limit all sharing?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We collect your personal information, for example, when you  Enter into an investment advisory contract  Seek financial advice  Make deposits or withdrawals from your account  Tell us about your investment or retirement portfolio  Give us your employment history Federal law gives you the right to limit only  sharing for affiliates’ everyday business purposes—information about your creditworthiness  affiliates from using your information to market to you  sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.

Definitions

Affiliates

Nonaffiliates

Companies related by common ownership or control. They can be financial and nonfinancial companies. 

Companies not related by common ownership or control. They can be financial and nonfinancial companies. 

Joint Marketing

Our affiliates include entities created to serve as Palisade’s General Partner and Limited Partner.

Palisade does not share with nonaffiliates so they can market to you.

A formal agreement between nonaffiliated financial companies that together market financial products or services to you. 

Palisade does not jointly market.