Bny Mellon Advisors, Inc.

Allegations: THIS IS A PUTATIVE CLASS ACTION ALLEGING THAT BNY MELLON IMPROPERLY CHARGED AND REPORTED PRICES FOR STANDING INSTRUCTION FOREIGN EXCHANGE TRANSACTIONS EXECUTED IN CONNECTION WITH CUSTODY SERVICES PROVIDED BY BNY MELLON. PLAINTIFF ASSERTS BREACH OF FIDUCIARY DUTY, BREACH OF CONTRACT AND UNJUST ENRICHMENT CLAIMS. THE REGISTRANT IS NOT A DEFENDANT TO THIS ACTION. Status: Final Summary: ON MARCH 19, 2015, BNY MELLON, THE PARENT COMPANY TO THE REGISTRANT, ANNOUNCED THAT IT HAS RESOLVED SUBSTANTIALLY ALL OF THE FOREIGN EXCHANGE ("FX")-RELATED ACTIONS CURRENTLY PENDING AGAINST BNY MELLON, RESULTING IN A TOTAL OF $714 MILLION IN SETTLEMENT PAYMENTS. THIS ACTION WAS PART OF A CONSOLIDATED CUSTOMER CLASS ACTION LAWSUIT. BNY MELLON REACHED A SETTLEMENT WITH THE PLAINTIFFS IN THE CUSTOMER CLASS ACTIONS RELATED TO STANDING INSTRUCTION FX TRANSACTIONS. UNDER THIS SETTLEMENT, WHICH HAS BEEN APPROVED BY THE COURT, BNY MELLON PAID $335 MILLION.

Allegations: THIS LAWSUIT ALLEGES THAT THE BANK OF NEW YORK MELLON CORPORATION ("BNY MELLON") IMPROPERLY CHARGED AND REPORTED PRICES FOR STANDING INSTRUCTION FOREIGN EXCHANGE ("FX") TRANSACTIONS EXECUTED IN CONNECTION WITH CUSTODY SERVICES PROVIDED BY BNY MELLON. PLAINTIFFS ASSERT CLAIMS FOR BREACH OF CONTRACT, FRAUD, VIOLATION OF THE OHIO DECEPTIVE TRADE PRACTICES ACT AND UNJUST ENRICHMENT. THE REGISTRANT IS NOT A DEFENDANT TO THIS ACTION. Status: Final Summary: ON MARCH 19, 2015, BNY MELLON, THE PARENT COMPANY TO THE REGISTRANT, ANNOUNCED THAT IT HAD RESOLVED SUBSTANTIALLY ALL OF THE FOREIGN EXCHANGE ("FX")-RELATED ACTIONS CURRENTLY PENDING AGAINST BNY MELLON, RESULTING IN A TOTAL OF $714 MILLION IN SETTLEMENT PAYMENTS. THIS ACTION WAS PART OF A CONSOLIDATED CUSTOMER CLASS ACTION LAWSUIT. BNY MELLON REACHED A SETTLEMENT WITH THE PLAINTIFFS IN THE CUSTOMER CLASS ACTIONS RELATED TO STANDING INSTRUCTION FX TRANSACTIONS. UNDER THIS SETTLEMENT, WHICH HAS BEEN APPROVED BY THE COURT, BNY MELLON PAID $335 MILLION.

Allegations: THE LAWSUIT ALLEGES THAT THE BANK OF NEW YORK MELLON CORPORATION ("THE BANK") IMPROPERLY CHARGED AND REPORTED PRICES FOR STANDING INSTRUCTION FOREIGN EXCHANGE ("FX") TRANSACTIONS EXECUTED IN CONNECTION WITH CUSTODY SERVICES PROVIDED BY THE BANK. THE REGISTRANT ("LOCKWOOD") IS NOT A DEFENDANT TO THIS ACTION. Status: Pending Summary: ON OCTOBER 4, 2011, THE NEW YORK ATTORNEY GENERAL'S ("NYAG") OFFICE FILED A COMPLAINT AGAINST THE BANK OF NEW YORK MELLON CORPORATION, THE PARENT COMPANY OF THE REGISTRANT. THIS COMPLAINT SUPERSEDES A QUI TAM COMPLAINT FILED BY A PRIVATE RELATOR. ON FEBRUARY 16, 2012, THE U.S. ATTORNEY'S OFFICE FOR THE SOUTHERN DISTRICT OF NEW YORK FILED A COMPLAINT AGAINST THE BANK OF NEW YORK MELLON ('THE BANK"), AN AFFILIATE OF THE REGISTRANT. ON MARCH 19, 2015, BNY MELLON ANNOUNCED THAT IT HAS RESOLVED SUBSTANTIALLY ALL OF THE FOREIGN EXCHANGE ("FX")-RELATED ACTIONS CURRENTLY PENDING AGAINST BNY MELLON AND THE BANK (TOGETHER, THE "COMPANY"), RESULTING IN A TOTAL OF $714 MILLION IN SETTLEMENT PAYMENTS. WITH REGARD TO THIS ACTION, BNY MELLON HAS REACHED A SETTLEMENT WITH THE NYAG WHICH FULLY RESOLVES THE NYAG'S LAWSUIT REGARDING STANDING INSTRUCTION FX TRANSACTIONS IN CONNECTION WITH CERTAIN CUSTODY SERVICES THE BANK PROVIDED PRIOR TO EARLY 2012 TO ITS CUSTODY CLIENTS. UNDER THE TERMS OF THE SETTLEMENT, WHICH HAS BEEN APPROVED BY THE COURT, THE BANK PAID THE NYAG $167.5 MILLION, AFTER WHICH A NOTICE OF DISCONTINUANCE WAS SUBMITTED TO THE COURT, AND PROVIDED FUNCTIONALITY ALLOWING CUSTOMERS TO COMPARE PRICING FOR BNY MELLON'S "DEFINED SPREAD" AND "SESSION RANGE" STANDING INSTRUCTION FX PRODUCTS.

Allegations: ON 21 FEBRUARY 2019, THE UK FINANCIAL CONDUCT AUTHORITY ("FCA") FOUND THAT NEWTON INVESTMENT MANAGEMENT LIMITED ("NIM"), THROUGH THE ACTIONS OF A FORMER EMPLOYEE IN 2014 AND 2015, SHARED INFORMATION WITH THREE OTHER UK INVESTMENT ADVISERS IN RELATION TO TWO INITIAL PUBLIC OFFERINGS AND ONE PLACING BY UK ISSUERS BY DISCLOSING THE PRICE IT INTENDED TO PAY, OR ACCEPTING SUCH INFORMATION, OR BOTH, SHORTLY BEFORE THE SHARE PRICES WERE SET. THE FCA FOUND THAT PARTS OF THIS CONDUCT VIOLATED THE UK COMPETITION ACT 1998. NIM SELF-REPORTED THIS MATTER TO THE FCA FOLLOWING IDENTIFICATION OF THE ISSUE. THE FORMER EMPLOYEE'S ACTIONS CONTRAVENED NIM'S CODE OF CONDUCT AND ETHICAL STANDARDS, AND THE EMPLOYEE HAS SINCE BEEN DISMISSED. THE BANK OF NEW YORK MELLON CORPORATION ("BNYM") WAS FOUND JOINTLY AND SEVERALLY LIABLE BY REASON OF BEING NIM'S ULTIMATE PARENT COMPANY. NEITHER BNYM NOR ANY OF ITS EMPLOYEES WAS INVOLVED IN ANY ASPECT OF THE RELEVANT CONDUCT AND THERE HAS BEEN NO ALLEGATION NOR NEGATIVE FINDING BY THE FCA IN RESPECT OF THE CONDUCT OF BNYM. Status: Final Sanction Detail: NO SANCTIONS WERE IMPOSED. Summary: THE FCA ISSUED THEIR DECISION ON 21 FEBRUARY 2019. THE FCA WILL PUBLISH A NON-CONFIDENTIAL VERSION OF ITS DECISION UNDER THE COMPETITION ACT 1998 IN DUE COURSE.

Allegations: THE FEDERAL RESERVE ALLEGED VIOLATIONS OF REGULATION Y OF THE BOARD OF GOVERNORS (12 C.F.R. § 225) FOR ITS REGULATORY ACCOUNTING TREATMENT OF CERTAIN ASSETS OF VARIABLE INTEREST ENTITIES (THE "VIES"). Status: Final Sanction Detail: A CIVIL MONEY PENALTY IN THE AMOUNT OF $3,000,000. BNY MELLON EFFECTED PAYMENT ON OR ABOUT JUNE 27, 2017. Summary: THIS ACTION ARISES OUT OF THE FEDERAL RESERVE'S ASSERTION THAT BNY MELLON FAILED TO PROPERLY INCLUDE APPROXIMATELY $14 BILLION OF CERTAIN ASSETS OF VARIABLE INTEREST ENTITIES (THE "VIES") IN ITS CALCULATION OF ITS RISK-BASED REGULATORY CAPITAL RATIOS. BEGINNING IN THE THIRD QUARTER OF 2010, THE FEDERAL RESERVE FOUND THAT BNY MELLON ACCOUNTED FOR THESE VIE ASSETS IN ITS "TRADING BOOK," WHEREIN IT ASSIGNED THE ASSETS A ZERO-RISK WEIGHTING UNDER A VALUE-AT-RISK MODEL. IT WAS DETERMINED THAT BNY MELLON'S REGULATORY ACCOUNTING TREATMENT OF THE VIE ASSETS WAS IMPROPER UNDER THEN-APPLICABLE BASEL I REGULATORY RISK CAPITAL RULES. AS THE FEDERAL RESERVE CONSENT ORDER RELATES, BNY MELLON DEVIATED FROM THE REGULATORY CAPITAL RULES WITHOUT THE NECESSARY AUTHORIZATION FROM THE FEDERAL RESERVE AND EXCLUDED THESE ASSETS FROM ITS REGULATORY CAPITAL RATIOS FOR NEARLY 14 QUARTERS, RESULTING IN BNY MELLON UNDERSTATING ITS RISK-WEIGHTED ASSETS AND OVERSTATING ITS RISK-BASED CAPITAL RATIOS. THE FEDERAL RESERVE FOUND THAT THIS CONDUCT REPRESENTS OR RESULTED IN UNSAFE OR UNSOUND PRACTICES, AND A VIOLATION OF REGULATION Y OF THE BOARD OF GOVERNORS (12 C.F.R. § 225). ON JUNE 26, 2017, THE FEDERAL RESERVE ANNOUNCED THAT IT HAD ASSESSED BNY MELLON A CIVIL MONETARY PENALTY IN THE AMOUNT OF $3 MILLION.

Allegations: THE SEC STAFF ALLEGED VIOLATIONS OF SECTION 206(4) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERS ACT") AND RULE 206(4)-7 THEREUNDER FOR LOCKWOOD'S FAILURE TO ADOPT AND IMPLEMENT POLICIES AND PROCEDURES REASONABLY DESIGNED TO PROVIDE CLIENTS OR THEIR INVESTMENT ADVISERS WITH MATERIAL INFORMATION ABOUT THIRD PARTY PORTFOLIO MANAGERS' "TRADING AWAY" PRACTICES IN LOCKWOOD'S SPONSORED SEPARATELY MANAGED ACCOUNT WRAP FEE PROGRAMS ("WRAP PROGRAMS") AND THE FULL EXTENT OF THE COSTS OF CHOOSING CERTAIN PORTFOLIO MANAGERS IN THOSE WRAP PROGRAMS. Status: Final Sanction Detail: LOCKWOOD WAS ORDERED TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTION 206(4) OF THE ADVISERS ACT AND RULE 206(4)-7 THEREUNDER. LOCKWOOD SHALL PAY A CIVIL MONEY PENALTY IN THE AMOUNT OF $200,000 TO THE SEC. LOCKWOOD WILL EFFECT PAYMENT ON A DATE TO BE DETERMINED. Summary: THIS ACTION ARISES OUT OF THE SEC'S ASSERTION THAT LOCKWOOD FAILED TO ADOPT AND IMPLEMENT POLICIES AND PROCEDURES REASONABLY DESIGNED TO PROVIDE CLIENTS OR THEIR INVESTMENT ADVISERS WITH MATERIAL INFORMATION ABOUT THIRD PARTY PORTFOLIO MANAGERS' "TRADING AWAY" OR "STEP OUT TRADING" PRACTICES IN LOCKWOOD'S SPONSORED SEPARATELY MANAGED ACCOUNT WRAP FEE PROGRAMS ("WRAP PROGRAMS") AND THE FULL EXTENT OF THE COSTS OF CHOOSING CERTAIN PORTFOLIO MANAGERS IN THOSE WRAP PROGRAMS. SPECIFICALLY, THE SEC DETERMINED THAT LOCKWOOD'S POLICIES AND PROCEDURES FAILED TO REQUIRE THAT MATERIAL INFORMATION ABOUT "TRADING AWAY" OR "STEP OUTS" (1) WOULD BE OBTAINED AND CONSIDERED BY LOCKWOOD PRIOR TO MAKING THE THIRD PARTY PORTFOLIO MANAGEMENT FIRMS AVAILABLE TO CLIENTS IN ITS WRAP PROGRAMS AND/OR (2) WOULD BE DISCLOSED TO CLIENTS DIRECTLY OR THROUGH THEIR THIRD PARTY ADVISERS. LOCKWOOD OFFERED ITS WRAP PROGRAMS TO THIRD PARTY ADVISERS AND THEIR CLIENTS. IN THE WRAP PROGRAMS, THE INVESTMENTS WERE MANAGED BY THIRD PARTY PORTFOLIO MANAGEMENT FIRMS PURSUANT TO INVESTMENT STRATEGIES SELECTED BY THE CLIENTS IN CONSULTATION WITH THEIR ADVISERS. LOCKWOOD AND THE OTHER PARTICIPATING FIRMS WERE COMPENSATED FOR THE ADVISORY, BROKERAGE AND CUSTODIAL SERVICES THAT THEY PROVIDED BY SHARING AN ANNUAL WRAP FEE BASED ON A PERCENTAGE OF THE ASSETS UNDER MANAGEMENT. CERTAIN EXPENSES WERE NOT COVERED BY THE WRAP FEE, SUCH AS WHEN A PORTFOLIO MANAGER ELECTED TO DIRECT THE EXECUTION OF A TRADE THROUGH A BROKER-DEALER FIRM THAT WAS NOT PARTICIPATING IN THE WRAP PROGRAM. THIS PRACTICE WAS REFERRED TO AS "TRADING AWAY" OR "STEP OUT TRADING" AND IN MANY CASES RESULTED IN TRANSACTION COSTS BEING BORNE BY THE WRAP PROGRAM CLIENT IN ADDITION TO THE ANNUAL WRAP FEE. DESPITE PAYING THESE COSTS, WRAP PROGRAM CLIENTS WERE NOT NOTIFIED THAT PARTICULAR TRADES WERE "TRADED AWAY" NOR, IF APPLICABLE, INFORMATION ON HOW MUCH "STEP OUT TRADING" WOULD COST ON TOP OF THE WRAP FEE. BY CONTRACT, LOCKWOOD HAD ALLOCATED TO THE CLIENTS' ADVISERS THE RESPONSIBILITY OF EVALUATING THE SUITABILITY OF THE PORTFOLIO MANAGERS FOR THE INDIVIDUAL CLIENTS, BUT THE SEC STAFF FOUND THAT LOCKWOOD DID NOT PROVIDE THOSE ADVISERS WITH ENOUGH INFORMATION TO PERFORM THAT EVALUATION. LOCKWOOD SUBMITTED AN OFFER OF SETTLEMENT WHICH THE SEC HAS DETERMINED TO ACCEPT. ON AUGUST 14, 2018, THE SEC ANNOUNCED THAT IT HAD ENTERED INTO AN ADMINISTRATIVE SETTLEMENT AND LOCKWOOD WAS ORDERED TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTION 206(4) OF THE ADVISERS ACT AND RULE 206(4)-7 THEREUNDER. LOCKWOOD SHALL PAY A CIVIL MONEY PENALTY IN THE AMOUNT OF $200,000 TO THE SEC.

Allegations: THE SEC STAFF ALLEGED VIOLATIONS OF SECTIONS 13(B)(2)(A) & (B) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR BOOKS AND RECORDS AND INTERNAL REGULATORY ACCOUNTING CONTROL DEFICIENCIES IN CONNECTION WITH THE CALCULATION OF RISK-BASED REGULATORY CAPITAL RATIOS PRESENTED IN ANNUAL AND QUARTERLY REPORTS FILED WITH THE SEC. Status: Final Sanction Detail: A CIVIL MONEY PENALTY IN THE AMOUNT OF $6,600,000. BNY MELLON WILL EFFECT PAYMENT ON A DATE TBD. Summary: THIS ACTION ARISES OUT OF THE SEC'S ASSERTION THAT BNY MELLON FAILED TO PROPERLY INCLUDE APPROXIMATELY $14 BILLION OF CERTAIN ASSETS OF VARIABLE INTEREST ENTITIES (THE "VIES") IN ITS CALCULATION OF RISK-BASED REGULATORY CAPITAL RATIOS PRESENTED IN ANNUAL AND QUARTERLY REPORTS FILED WITH THE SEC. BEGINNING IN THE THIRD QUARTER OF 2010, THE SEC FOUND THAT BNY MELLON WAS REQUIRED TO CONSOLIDATE THE ACCOUNTS OF CERTAIN VIES - WHICH TOOK THE FORM OF COLLATERALIZED LOAN OBLIGATIONS ("CLOS") - ONTO ITS BALANCE SHEET PURSUANT TO APPLICABLE GUIDANCE ISSUED BY THE FINANCIAL ACCOUNTING STANDARDS BOARD IN JUNE 2009 (NOW CODIFIED IN ASC 810). AS A RESULT OF ASC 810, IT WAS DETERMINED THAT RISK-BASED CAPITAL RULES REQUIRED BNY MELLON TO INCLUDE THE ASSETS OF THESE VIES IN ITS RISK-WEIGHTED ASSETS FOR PURPOSES OF CALCULATING ITS REGULATORY CAPITAL RATIOS. AS THE SEC ORDER RELATES, BNY MELLON, HOWEVER, DEVIATED FROM THE REGULATORY CAPITAL RULES WITHOUT THE NECESSARY AUTHORIZATION FROM THE FEDERAL RESERVE BOARD AND EXCLUDED THESE ASSETS FROM ITS REGULATORY CAPITAL RATIOS AFTER MAKING A DETERMINATION THAT THE VIES DID NOT POSE A RISK TO THE FIRM. THE SEC FOUND THAT (1) BNY MELLON'S EXCLUSION OF THE VIES CAUSED THE FIRM TO MISREPORT ITS RISK-BASED REGULATORY CAPITAL RATIOS IN EACH OF ITS QUARTERLY AND ANNUAL REPORTS FROM THE THIRD QUARTER OF 2010 THROUGH THE FIRST QUARTER OF 2014, (2) THROUGHOUT THIS TIME PERIOD, BNY MELLON FAILED TO MAKE AND KEEP ACCURATE BOOKS AND RECORDS WITH RESPECT TO ITS RISK-WEIGHTED ASSETS AND REGULATORY CAPITAL RATIOS, AND (3) BNY MELLON ALSO FAILED TO DEVISE AND MAINTAIN A SYSTEM OF INTERNAL REGULATORY ACCOUNTING CONTROLS SUFFICIENT TO PROVIDE REASONABLE ASSURANCES THAT ITS FINANCIAL STATEMENTS WERE PREPARED IN CONFORMITY WITH APPLICABLE CRITERIA. ON JANUARY 12, 2017, THE SEC ANNOUNCED THAT IT HAD ENTERED INTO AN ADMINISTRATIVE SETTLEMENT ON A NEITHER-ADMIT-NOR-DENY BASIS WITH BNY MELLON IN WHICH BNY MELLON AGREED TO PAY $6.6 MILLION.

Allegations: SEC RELEASE NO. 34-75720; ACCOUNTING & AUDIT ENFORCEMENT RELEASE NO. 3679; ADMIN PROCEEDING FILE NO. 3-16762. Status: Final Sanction Detail: DISGORGEMENT OF $8,300,000, PREJUDGMENT INTEREST OF $1,500,000 AND A CIVIL MONEY PENALTY IN THE AMOUNT OF $5,000,000, FOR A TOTAL PAYMENT OF $14,800,000. BNY MELLON EFFECTED PAYMENT ON AUGUST 24, 2015. Summary: IN JANUARY 2011, THE ENFORCEMENT DIVISION OF THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE "SEC STAFF") INFORMED SEVERAL FINANCIAL INSTITUTIONS, INCLUDING THE BANK OF NEW YORK MELLON CORPORATION ("BNY MELLON"), THAT IT HAD COMMENCED AN INQUIRY INTO CERTAIN OF THEIR BUSINESS PRACTICES AND RELATIONSHIPS WITH SOVEREIGN WEALTH FUND CLIENTS. IN THE THIRD QUARTER OF 2014, THE SEC STAFF ISSUED WELLS NOTICES TO CERTAIN CURRENT AND FORMER EMPLOYEES OF BNY MELLON, INFORMING THEM THAT THE SEC STAFF HAD MADE A PRELIMINARY DETERMINATION TO RECOMMEND ENFORCEMENT ACTION AGAINST THEM FOR ALLEGED VIOLATIONS OF THE U.S. FOREIGN CORRUPT PRACTICES ACT IN CONNECTION WITH THE PROVISION OF A LIMITED NUMBER OF INTERNSHIPS TO RELATIVES OF SOVEREIGN WEALTH FUND OFFICIALS. BNY MELLON RECEIVED A SIMILAR WELLS NOTICE IN THE FOURTH QUARTER OF 2014. ON JANUARY 23, 2015, BNY MELLON RECEIVED AN ADDITIONAL SUBPOENA FROM THE SEC EXPANDING THE SCOPE OF THE SEC'S INQUIRY INTO THE PROVISION OF INTERNSHIPS AND EMPLOYMENT OPPORTUNITIES OFFERED TO OFFICIALS AND RELATIVES OF OFFICIALS AT GOVERNMENT-RELATED ENTITIES. ON AUGUST 18, 2015, THE SEC ANNOUNCED THAT IT HAD ENTERED INTO AN ADMINISTRATIVE SETTLEMENT ON A NEITHER-ADMIT-NOR-DENY BASIS WITH BNY MELLON IN WHICH BNY MELLON AGREED TO PAY $14.8 MILLION TO RESOLVE THIS INQUIRY. IN ADDITION, THE SEC HAS INDICATED THAT IT IS NO LONGER PURSUING ANY CURRENT OR FORMER BNY MELLON EMPLOYEES IN CONNECTION WITH THIS MATTER.

Allegations: IA RELEASE 40-5287/MARCH 11, 2019: THE SECURITIES AND EXCHANGE COMMISSION DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLIC ADMINISTRATIVE AND CEASE AND DESIST PROCEEDINGS BE INSTITUTED AGAINST LOCKWOOD ADVISORS, INC. ("RESPONDENT"). BASED ON THIS ORDER, AND THE RESPONDENT'S OFFER OF SETTLEMENT, WHICH WAS SUBMITTED WITHOUT ADMITTING OR DENYING THE ALLEGATIONS SET FORTH IN THE ORDER, THE COMMISSION FINDS THAT THESE PROCEEDINGS ARISE OUT OF BREACHES OF FIDUCIARY DUTY AND INADEQUATE DISCLOSURES BY THE RESPONDENT IN CONNECTION WITH ITS MUTUAL FUND SHARE CLASS SELECTION PRACTICES AND THE FEES IT RECEIVED. AT TIMES DURING THE RELEVANT PERIOD, RESPONDENT PURCHASED, RECOMMENDED, OR HELD FOR ADVISORY CLIENTS MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER COST SHARE CLASSES OF THE SAME FUNDS FOR WHICH THE CLIENTS WERE ELIGIBLE, AND RESPONDENT'S AFFILIATE RECEIVED 12B-1 FEES IN CONNECTION WITH THESE INVESTMENTS. RESPONDENT FAILED TO ADEQUATELY DISCLOSE IN ITS FORM ADV, OR OTHERWISE, THE CONFLICTS OF INTEREST RELATED TO (A) ITS AFFILIATE'S RECEIPT OF 12B-1 FEES, AND/OR (B) ITS SELECTION OF MUTUAL FUND SHARE CLASSES THAT PAY SUCH FEES. AS A RESULT OF THE CONDUCT, RESPONDENT VIOLATED SECTIONS 206(2) AND 207 OF THE ADVISERS ACT. Status: Final Sanction Detail: TOTAL DISGORGEMENT AND PREJUDGMENT INTEREST: $52,187.98 Summary: ON FEBRUARY 12, 2018 THE SEC ANNOUNCED THE SHARE CLASS SELECTION DISCLOSURE INITIATIVE ("SCSD INITIATIVE"), A SELF-REPORTING INITIATIVE DIRECTED AT INVESTMENT ADVISERS, UNDER WHICH THE SEC DIVISION OF ENFORCEMENT AGREED TO RECOMMEND FAVORABLE SETTLEMENT TERMS FOR ADVISERS WHO SELF-REPORT VIOLATIONS OF THE FEDERAL SECURITIES LAWS RELATING TO CERTAIN MUTUAL FUND SHARE CLASS SELECTION AND DISCLOSURE ISSUES AND WHO PROMPTLY RETURN MONEY TO HARMED CLIENTS. LOCKWOOD VOLUNTARILY PARTICIPATED IN THE SCSD INITIATIVE. IN CONNECTION WITH THE SCSD INITIATIVE, LOCKWOOD UNDERTOOK A REVIEW OF ITS DISCLOSURES, AND OF THE MUTUAL FUND SHARE CLASSES RECOMMENDED TO, OR PURCHASED OR HELD BY, CLIENTS INVESTED IN LOCKWOOD PROGRAMS DURING THE PERIOD BETWEEN JANUARY 1, 2014 AND SEPTEMBER 4, 2015; AND DETERMINED THAT, DURING THIS PERIOD, CERTAIN MUTUAL FUNDS PAID 12B-1 FEES TOTALING $45,872 TO PERSHING ADVISER SOLUTIONS, A BROKER-DEALER AFFILIATED WITH LOCKWOOD, WHEN A LOWER COST SHARE CLASS WAS AVAILABLE. LOCKWOOD VOLUNTARILY REPORTED THIS TO THE SEC PURSUANT TO THE SCSD INITIATIVE. ON MARCH 11, 2019, THE SEC ISSUED AN ORDER INSTITUTING ADMINISTRATIVE AND CEASE AND DESIST PROCEEDINGS, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS AND A CEASE AND DESIST ORDER AGAINST LOCKWOOD (THE "ORDER"), WHICH ORDER FOUND THAT LOCKWOOD VIOLATED SECTIONS 206(2) AND 207 OF THE ADVISERS ACT. LOCKWOOD WAS ORDERED TO CEASE AND DESIST FROM FUTURE VIOLATIONS OF SECTIONS 206(2) AND 207 OF THE ADVISERS ACT; WAS CENSURED; AND WAS ORDERED TO PAY DISGORGEMENT OF $45,872, TOGETHER WITH PREJUDGMENT INTEREST OF $6,315.98, AND TO DISTRIBUTE SUCH AMOUNTS TO AFFECTED CLIENTS.