Matthew Patrick Holmes

Description of Principal Fees & Costs: Fees for our Asset Management Services are charged based on a percentage of assets under management, billed in advance on a quarterly calendar basis, and calculated based on the fair market value of your account as of the last business day of the previous billing period. The annual fee for asset management services will not exceed 1.85%. The exact percentage-based fee charged to your account(s) will be based on both the nature and total dollar asset value of the account(s). Because our fee is based upon the value of your account(s), we have an incentive to recommend that you increase the level of assets in your account(s). We utilize a “wrap fee” program, which means that the fee you pay us covers both our advisory services and the transaction fees imposed by the broker-dealer. Since a wrap fee program covers transaction expenses it tends to be higher than non-wrap fee alternatives. You will also be charged internal fees and expenses by the mutual funds and ETFs we invest in within your account assets.

If you are an Asset Management Services client, you will not be charged a separate or stand-alone fee for Financial Planning (Specialized Services) . Financial planning services for non-Asset Management clients are provided under a fixed fee arrangement (ranging between $1,500 and $30,000). Fees are negotiable depending on the complexity of the client’s financial situation, the actual services requested and the Allworth investment adviser representative providing the services. One-half of the quoted fee is due in advance with the remainder due upon completion of the services. Any fees we charge for financial planning Allworth Financial, L.P. Date of Form ADV Part 3: April 2023 services will not cover the costs associated with implementing any recommendations we may make. You will not incur an annual investment advisory fee for Variable Annuity Sub-Account Management due to the commissions earned by your investment adviser representative in his or her separate capacity as a registered representative of AW Securities and an insurance agent. For our Qualified Retirement Plan Consulting Services, there is no direct charge to the plan participant; rather, we charge the retirement plan sponsor an investment advisory fee.

Additional Information: You will pay fees and costs whether you make or lose money on your investments. Fees and costs will reduce any amount of money you make on your investments over time. Please make sure you understand what fees and costs you are paying. For more information about the fees we charge and the other fees and expenses you will incur, please see Item 5 of Form ADV Part 2A and Item 4 of Form ADV Part 2A: Appendix 1.

Standard of Conduct: When we act as your investment adviser, we have to act in your best interest and not put our interest ahead of yours. At the same time, the way we make money creates some conflicts with your interests. You should understand and ask us about these conflicts because they can affect the investment advice we provide you. Here are some examples to help you understand what this means. When we provide asset management services, we will ask that you establish an account with a qualified custodian to maintain custody of your assets and to effect trades for your account. Our recommendation to use these companies is not based solely on your interest of receiving the best execution possible. We also recommend custodians because they provide us with research, products and tools that help us manage and further develop our business operations. As a result, we do not have to pay for such benefits, which save us money; however, these arrangements create a conflict of interest. As a result, these arrangements create a conflict of interest. (3) To the extent we recommend you roll over your account from a current retirement plan to an individual retirement account (“IRA”) managed by us and subject to our assetbased fees, this is a conflict of interest because we have a financial incentive to recommend that you move your IRA to our firm even if it is not in your best interest.

Description of Salary/Payment of IARs: We compensate our investment adviser representatives with a flat salary and up to 10 basis points in variable compensation based upon assets under their management. Investment adviser representatives are also eligible for referral bonuses through either an internal referral program or on a per case basis. These bonuses generally do not exceed 1% of the total amount of the client’s investable assets. This creates a conflict of interest as it gives your representative an incentive to recommend investing with us due to the potential for increase compensation.