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The DDK Group
Wrap Fee Program Brochure
March 21, 2025
The DDK Group
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
Toll Free: 800-792-2473
www.rwbaird.com
Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue
Milwaukee, WI 53202
1-800-792-2473
rwbaird.com
Member FINRA & SIPC
SEC File No. 801-7571
This wrap fee program brochure (“Brochure”) provides information about the qualifications and
business practices of Robert W. Baird & Co. Incorporated (“Baird”) and the DDK Group (“DDK”), a
team within Baird’s Private Wealth Management department. Clients should carefully consider this
information before becoming a client of DDK. If you have any questions about the contents of this
Brochure, please contact DDK at the toll-free phone number listed above. The information contained
in this Brochure has not been approved or verified by the United States Securities and Exchange
Commission or by any state securities authority. Additional information about Baird is available on
the SEC’s website at www.adviserinfo.sec.gov.
Material Changes
The DDK Group (“DDK”), a team within the Private Wealth Management department of Robert W. Baird &
Co. Incorporated (“Baird”), updated its Form ADV Part 2A wrap fee program brochure (the “Brochure”) on
March 21, 2025. The following summary discusses the material changes that DDK has made to the Brochure
since March 21, 2024, the date of the last annual update to the Brochure.
• Additional tax management services are now available through the ALIGN 55ip Tax Managed Solutions.
See the Section of the Brochure entitled “Services, Fees and Compensation—SMA Programs—DDK
Recommended Managers Service” for specific information.
• Effective May 30, 2025, the ALIGN Satellite Sleeve, an investment portfolio currently consisting of the
Allspring Emerging Market Equity, BlackRock High Yield Bond, and DWS RREEF Real Assets mutual funds
that was managed by Baird’s Asset Manager Research Department (“AMR”), will be discontinued and no
longer offered as an investment option in the UAS Program. After that date, a client’s Baird Financial
Advisor will work with the client to identify investments that meet the client’s needs for exposure to the
types of investments contained within the ALIGN Satellite Sleeve. It is important to note that, as of the
date of the Brochure, the mutual funds that comprise the ALIGN Satellite Sleeve remain on AMR’s
Recommended Mutual Fund List and available for investment in the UAS Program. They simply will not
be offered as a combined investment portfolio that is managed by AMR. No changes to a client’s UAS
Account will be made as a result of the discontinuation of the ALIGN Satellite Sleeve. A client currently
investing in the ALIGN Satellite Sleeve will continue to hold those mutual funds after May 30, 2025,
unless otherwise directed by the client.
• As optional services under the UMA Programs, the Overlay Manager now makes available tax overlay
and values overlay services. See the Section of the Brochure entitled “Services, Fees and
Compensation—Additional Program Information—Tax Management and Overlay Services—Overlay
Manager Tax Overlay and Values Overlay Services (UMA Programs Only)” for specific information.
• Baird updated the description of investment options available under its Cash Sweep Program. See the
Section of the Brochure entitled “Services, Fees and Compensation—Additional Service Information—
Cash Sweep Program” for specific information.
• Baird updated information about risks associated with recent events, such as those associated with
potential market uncertainty caused by policy changes as the result of the recent U.S. Presidential
election, Russia’s ongoing war with Ukraine, conflicts in the Middle East, the strained relationship
between the U.S. and China and other countries, inflation, discord in U.S. politics and other geopolitical
events. See the Section of the Brochure entitled “Portfolio Manager Selection and Evaluation—Methods
of Analysis, Investment Strategies and Risk of Loss—Principal Risks” for more specific information.
• Baird updated information about Baird’s regulatory assets under management. See the Section of the
Brochure entitled “Portfolio Manager Selection and Evaluation—Selection and Evaluation—Advisory
Business” for more information.
• Baird updated information about Baird’s affiliates and related persons. See the Section of the Brochure
entitled “Additional Information—Other Financial Industry Activities and Affiliations” for more
information.
A client should note that the foregoing summary only discusses material changes made to the Brochure
since March 21, 2024. The updated Brochure contains changes that are not listed above.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Table of Contents
Services, Fees and Compensation ................................................................... 1
The Client-Baird Fiduciary Relationship ............................................................ 1
Summary of DDK’s Services .......................................................................... 1
Consulting Services ...................................................................................... 5
Financial Planning ................................................................................... 5
Risk Analysis .......................................................................................... 5
Asset Allocation and Investment Strategy Development ............................... 5
Consolidated Reporting ............................................................................ 5
Additional Consultant Services .................................................................. 5
Discretionary Services ................................................................................... 6
ALIGN Strategic Portfolios Program ........................................................... 6
BairdNext Portfolios Program .................................................................... 7
DDK Investment Management Service ....................................................... 7
Russell Model Strategies Program ............................................................. 8
Non-Discretionary Services ............................................................................ 9
Baird Advisory Choice Program ................................................................. 9
SMA Services ............................................................................................. 11
Baird Affiliated Managers Program .......................................................... 11
DDK Recommended Managers Service ..................................................... 15
Baird SMA Network Program .................................................................. 17
Dual Contract Program .......................................................................... 20
Other SMA Strategy Information ............................................................. 21
UMA Programs ........................................................................................... 21
ALIGN UMA Select Portfolios Program ...................................................... 21
Unified Advisory Select Portfolios Program ............................................... 23
SMA Strategy Information ...................................................................... 26
Additional Service Information ..................................................................... 26
Investment Discretion ........................................................................... 26
Trading for Client Accounts .................................................................... 29
Complex Strategies and Complex Investment Products .............................. 35
Permitted Investments .......................................................................... 38
Unsupervised Assets ............................................................................. 40
Special Considerations for the Services .................................................... 40
Goal Management ................................................................................. 42
Tax Management and Overlay Services .................................................... 43
Investment Objectives ........................................................................... 45
Mutual Fund Share Class Policy ............................................................... 47
Custody Services .................................................................................. 48
Cash Sweep Program ............................................................................ 49
Trust Services Arrangements .................................................................. 50
Margin Loans ........................................................................................ 51
Securities-Based Lending Program .......................................................... 52
Client Responsibilities ............................................................................ 52
Legal and Tax Considerations ................................................................. 52
Advisory Fees ............................................................................................ 53
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Fee Options and Fee Schedule ................................................................ 53
Service Account Minimums ..................................................................... 55
Calculation and Payment of Advisory Fees ................................................ 56
Obtaining Services Separately: Brokerage or Advisory? Factors
to Consider ...................................................................................... 59
Advisory Fee Payments to Baird, DDK Consultants and
Investment Managers ........................................................................ 59
Other Fees and Expenses ............................................................................ 61
Cost and Expense Information for Certain Investment Products .................. 61
Additional Account Fees and Charges ...................................................... 62
Other Fees and Charges ........................................................................ 62
Compensation Received by DDK and Baird .................................................... 63
Account Requirements and Types of Clients .................................................. 63
Opening an Account .................................................................................... 63
Certain Account Requirements ..................................................................... 64
Minimum Account Size ........................................................................... 64
Account Contributions and Withdrawals ................................................... 64
Liens and Use of Account Assets as Collateral ........................................... 65
Electronic Delivery of Documents ............................................................ 66
Termination of Accounts .............................................................................. 66
Types of Clients.......................................................................................... 67
Portfolio Manager Selection and Evaluation .................................................. 67
Selection and Evaluation ............................................................................. 67
Baird Affiliated Managers Program .......................................................... 67
DDK Recommended Managers Service ..................................................... 67
Baird SMA Network and Dual Contract Programs ....................................... 68
ALIGN, BairdNext Portfolios, DDK Investment Management and
Russell Programs .............................................................................. 69
UMA Programs ...................................................................................... 69
Oversight of the Services ....................................................................... 71
Performance Calculation .............................................................................. 71
Portfolio Management by DDK, Baird and Related Persons ............................... 72
Advisory Business ....................................................................................... 73
Performance-Based Fees and Side-By-Side Management ................................. 74
Methods of Analysis, Investment Strategies and Risk of Loss ........................... 74
Investment Strategies and Methods of Analysis ........................................ 74
Principal Risks ..................................................................................... 109
Voting Client Securities .............................................................................. 126
Baird Advisory Choice Program and Other Non-Discretionary
Accounts ......................................................................................... 126
UMA Programs ..................................................................................... 126
Separately Managed Accounts ............................................................... 126
Discretionary Services .......................................................................... 126
Other Proxy Voting Information ............................................................. 128
Providing Baird Voting Instructions......................................................... 128
Legal Proceedings and Corporate Actions ................................................ 128
Client Information Provided to Portfolio Managers ..................................... 128
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Client Contact with Portfolio Managers ....................................................... 129
Additional Information ................................................................................ 129
Disciplinary Information ............................................................................. 129
Other Financial Industry Activities and Related Parties ................................... 131
Broker-Dealer Activities ........................................................................ 131
Investment Management Activities ......................................................... 131
Certain Affiliated and Related Parties ...................................................... 132
Other Financial Industry Activities .......................................................... 135
Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading ................................................................................... 136
Code of Ethics ..................................................................................... 136
Participation or Interest in Client Transactions ......................................... 136
Review of Accounts .................................................................................... 143
Client Account Review .......................................................................... 143
Account Statements and Performance Reports ......................................... 143
Client Referrals and Other Compensation ..................................................... 145
Financial Information ................................................................................. 145
Special Considerations for Retirement Accounts ............................................ 145
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
those other
contain
information about
retirement
accounts, which
adviser under the Investment Advisers Act of
1940, as amended (the “Advisers Act”). DDK and
Baird are deemed to have a fiduciary relationship
with a client when providing the investment
advisory services that are described in this
Brochure. That means that DDK and Baird are
required to act in the best interest of the client
when providing investment advisory services.
From time to time DDK and Baird may engage in
certain business practices or may
receive
compensation or other benefits that create a
potential for conflict between the interests of
clients and the interests of DDK and Baird. DDK
and Baird generally address potential conflicts of
interest by disclosing them to clients through
documents provided to clients, including, without
limitation, this Brochure, Brochure supplements
individuals
that
providing investment advice to clients and the
services they provide, and the agreements clients
enter into with DDK and Baird. In addition, Baird
has adopted internal policies and procedures for
DDK and Baird that require them to: provide
investment advice that is suitable for advisory
clients (based upon the information provided by
such clients); make full disclosure of all potential,
material conflicts of interest; act with utmost care
and good faith in dealings with advisory clients;
and seek to obtain “best execution” of advisory
client transactions. The specific business practices
that create potential conflicts of interest with
clients and additional measures used by DDK and
Baird to address them are discussed in other
sections of this Brochure.
(“IRC”)
(collectively,
A client should note that registration as an
investment adviser does not imply a certain level
of skill or training.
including
Services, Fees and Compensation
This Brochure describes some of the investment
advisory services that Robert W. Baird & Co.
Incorporated (“Baird”) offers to its clients through
the DDK Group (“DDK”), a team within Baird’s
Private Wealth Management (“PWM”) department.
Baird and DDK offer other investment advisory
services not described in this Brochure. Separate
brochures describe
investment
advisory services and discuss the terms and
conditions, fees and costs and potential conflicts
of interest associated with those services. This
Brochure also references other documents that
contain additional important information about
Baird. Those documents describe the types of
services that Baird offers to clients and certain
types of investments it makes available to clients,
including the terms, conditions, fees and costs
applicable to those services and investments and
certain risks and conflicts of interest associated
with those services and investments. Those
documents are available on Baird’s website at
bairdwealth.com/retailinvestor. Included on that
website is Baird’s Client Relationship Booklet,
contains Baird’s Form CRS Client
which
and Baird’s Client
Relationship Summary
Relationship Details document. The Client
Relationship Booklet also contains an important
disclosure document for retirement investors that
have
include
employee pension benefit plan accounts that are
subject to the Employee Retirement Income
Security Act of 1974, as amended (“ERISA”) and
individual retirement accounts (“IRAs”) that are
subject to the Internal Revenue Code of 1986, as
“Retirement
amended
Accounts”). A client of Baird should have already
received a copy of the Client Relationship Booklet.
A client or prospective client who wishes to obtain
a brochure for another investment advisory
service provided by Baird, or a paper copy of any
of the other documents referenced
in this
Brochure,
the Client Relationship
Booklet, should contact a DDK Consultant or call
Baird toll-free at 1-800-792-2473.
The information contained in this Brochure is
current as of the date above and is subject to
change at Baird’s discretion. Please retain this
Brochure for your records.
Summary of DDK’s Services
This Brochure describes certain
investment
advisory programs and services that DDK and
Baird offer to clients (“Services”) and applies to
each advisory account advised by DDK
(“Account”). The investment advisory services
offered under the Services generally include
investment advice and consulting services, which
are provided by Baird PWM’s home office
investment professionals or DDK, and, depending
upon the Service that a client selects, the Service
may include portfolio management. The Services
consist of:
The Client-Baird Fiduciary Relationship
is registered with the Securities and
Baird
Exchange Commission (“SEC”) as an investment
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
consulting
services
(“Consulting
• certain
Services”);
• discretionary services, whereby a client gives
DDK or Baird (including Baird PWM’s home
office investment professionals or the client’s
DDK Consultant) full discretionary authority to
manage the client’s Account (“Discretionary
Services”);
Portfolios. The Additional Consultant Services are
only provided to certain clients upon request by a
client and agreement to do so by DDK. DDK
primarily provides Consulting Services and
recommends the DDK Investment Management
Service and DDK Recommended Managers
Service to clients when appropriate. DDK will
infrequently recommend the other Services when
DDK believes it is appropriate for a particular
client.
provide
investment
advice
client’s
Account
• non-discretionary services, whereby DDK or
Baird
and
recommendations but the client retains full
authority with respect to the management of
the
(“Non-Discretionary
Services”);
funds and exchange
traded
Generally, DDK provides clients with analysis and
recommendations on investment managers and
strategies. Investment strategies typically may
include either public or private securities, private
institutional
placements,
limited partnerships,
mutual
funds
(“ETFs”). Often these investment managers or
strategies may be affiliated with external
custodians. DDK will assist clients in evaluating
custodians and negotiating custodial fees, trading
commissions, as well as, investment management
fees.
to
• separately managed account (“SMA”) programs
and services, whereby investment managers,
which may include third party investment
managers unrelated or related to Baird (“Other
Managers”) or Baird, manage the client’s
Account according to a strategy (each, an “SMA
Strategy”) with full discretionary authority, and
DDK and Baird provide additional consulting
the client (collectively, “SMA
services
Services”); and
firm,
Envestnet
• unified managed account (“UMA”) Programs,
whereby the client gives Baird and an overlay
Asset
management
Management, Inc. (the “Overlay Manager”),
selected by Baird authority to manage the
client’s Account according to a strategy (each, a
“UMA Strategy”) selected by the client (“UMA
Programs”).
the client has
Depending on their particular needs or objectives,
clients may use one or more of these Services.
The SMA Services are generally offered under a
“single contract” arrangement. Under a single
contract arrangement, a client enters into an
advisory agreement with DDK and Baird, and
Baird, in turn, enters into a subadvisory or similar
agreement with the investment manager on the
client’s behalf. This type of arrangement is
frequently referred to as a single contract
arrangement because there is only one contract
between the client and DDK and Baird; the client
does not have an agreement directly with the
client’s investment manager. Under the Dual
Contract Program, a client has a “dual contract”
arrangement, meaning
two
contracts; one contract with DDK and Baird and
another contract with the client’s investment
manager.
The UMA Programs allow a client to invest in a
combination of mutual funds, exchange traded
products (“ETPs”), primarily ETFs and exchange
traded notes (“ETNs”), SMA Strategies, and
groups of mutual funds and ETFs (referred to as
“sleeves”) and other model portfolios of securities
managed by Baird PWM (such sleeves and model
portfolios collectively, “PWM-Managed Portfolios”)
using a single Account.
Baird has engaged the Overlay Manager to
provide certain subadvisory services to clients
The Consulting Services
include: Financial
Planning; Risk Analysis; Asset Allocation and
Investment Strategy Development; Consolidated
Reporting; and Additional Consultant Services
described below. The Discretionary Services
include: ALIGN Strategic Portfolios; BairdNext
Portfolios; DDK Investment Management; and
Russell Model Strategies. The Non-Discretionary
Services include: Baird Advisory Choice. The SMA
Services
include: Baird Affiliated Managers
(“BAM”); DDK Recommended Managers; Baird
SMA Network (“BSN”); and Dual Contract (“DC”).
The UMA Programs include: ALIGN UMA Select
Portfolios and Unified Advisory Select (“UAS”)
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
to execute
transactions without
referred
intend
investment advice or account monitoring, who
tend
the
recommendation or advice of an advisor, which
to as “unsolicited”
are commonly
transactions, or who
to utilize an
investment strategy, product or solution that is
not available in a Service.
and bonds
(collectively,
Manager,
and
investment products
that participate in certain SMA Services and the
UMA Programs. The SMA Services and UMA
Programs make available two types of SMA
strategies,
(1) manager-traded
Strategies:
whereby the manager itself manages a client’s
Account and conducts the trading to implement
the SMA Strategy selected by the client (a
“Manager-Traded Strategy”); and (2) model-
traded strategies, whereby the manager does not
manage a client’s Account (a “Model Provider”)
but instead provides a model portfolio (“Model
Portfolio”) to an overlay management firm, which
may include the Overlay Manager, Baird or other
third party
firm (each, an “Implementation
Manager”), that in turn manages a client’s
Account and conducts the trading to implement
the SMA Strategy selected by the client (a
“Model-Traded Strategy”). If a client selects a
Model-Traded Strategy, the Model Provider will
provide the Model Portfolio and updates to the
Implementation
the
Implementation Manager will manage the client’s
Account with full discretionary authority according
to the strategy selected by the client. Otherwise,
if the client selects a Manager-Traded Strategy,
the investment manager will directly manage the
client’s Account with full discretionary authority as
more fully described below.
Some Services offer clients the ability to pursue
alternative investment strategies (“Alternative
Strategies”) or other non-traditional or complex
investment strategies that involve special risks
not apparent in more traditional investments like
stocks
“Complex
Strategies”). Similarly, some Programs offer
clients the ability to invest in non-traditional or
real assets (“Non-Traditional Assets”). Some
Programs also offer the ability to invest in
investment products
that pursue Alternative
Strategies (“Alternative Investment Products”) or
other Complex Strategies (collectively, “Complex
these
Investment Products”). The use of
strategies and
involves
special risks, and a client should not engage in a
strategy or purchase an investment product
unless the client understands the related risks.
See “Additional Service Information—Complex
Strategies and Complex Investment Products”
and “Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Principal Risks” below for more
information.
allocation
strategies
have
Fee.
See
“Additional
Baird is also registered with the SEC as a broker-
dealer under Securities Exchange Act of 1934, as
amended (the “Exchange Act”). DDK and Baird
provide the Services described in this Brochure
under a “wrap fee” arrangement. This means that
in addition to the investment advisory services
that DDK and Baird provide in connection with
each Service, Baird, in its capacity as broker-
dealer, also provides clients with trade execution,
custody and other standard brokerage services for
a single fee (“Advisory Fee”). A client should note
that the client may incur costs in addition to the
Advisory
Service
Information—Trading for Client Accounts” and
“Other Fees and Expenses” below for more
information.
Each Service is designed to address different
investment needs of clients. All of the Services
discussed in this Brochure may not be appropriate
for every client. For example, the Services may
not be appropriate for clients who have low or no
trading activity, who desire to pay transaction-
based fees, who maintain their accounts invested
in high levels of cash or other concentrated
positions, who do not want ongoing professional
Certain Services make available asset allocation
investment strategies. Asset allocation strategies
involve investing in one or more categories of
assets, such as equity securities, fixed income
securities, Non-Traditional Assets, Alternative
Investment Products and cash, and one or more
subcategories of assets, called asset classes.
Asset
varying
investment objectives and investment strategies.
Some asset allocation strategies use strategic
investment strategies, which involve investing
accounts in accordance with a predetermined
target allocation to different asset classes. Some
asset allocation strategies use tactical investing,
which typically involves tactically and actively
adjusting account allocations to different asset
classes based upon the manager’s perception of
how those asset classes will perform in the short-
term. Some asset allocation strategies involve the
use of both strategic and tactical investment
strategies, sometimes referred to as dynamic
strategies. Asset allocation strategies may be
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Analysis—Investment
implemented using a variety of investment types,
such as individual securities, mutual funds and
ETPs, including ETFs and ETNs. The amount
allocated to an asset class or investment type
varies by strategy, and some strategies may have
little or no allocation to one or more asset classes
or types of investments described above. See
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of
Strategies—Asset
Allocation Strategies” below for more information.
applicable to the services selected by the client,
fees payable by the client, and other terms
applicable to the client’s advisory relationship with
DDK and Baird. A client should note that the
client’s advisory relationship with DDK and Baird
does not begin until they enter into the applicable
advisory agreement with the client, which occurs
when Baird PWM’s Home Office has accepted the
client’s advisory agreement and determined that
all of the client’s paperwork is in order. See
“Account Requirements and Types of Clients”
below for more information.
Greenhouse
Funds
As mentioned above, Baird, in its capacity as
broker-dealer, also provides DDK clients with
trade execution, custody and other standard
brokerage services. For this reason, a client will
also enter into a client relationship agreement or
other account agreement with DDK and Baird
(“account agreement”) if the client has not
already done so. The client’s account agreement
authorizes DDK and Baird to execute trades for,
and perform related brokerage and custody
services to, the client’s Account. Baird generally
does not permit a client to include assets in the
client’s Account that are held by a third party
custodian or that are otherwise held outside of a
Baird account (“Held-Away Assets”), although
DDK will provide Consulting Services on Held-
Away Assets when requested by a client and
agreed to by DDK.
Service
has
different
the
related
and
ongoing
research,
Each
structures,
administration, types and levels of service, and
fees and expenses. In particular, a client should
investment advisory services
note that
provided by DDK and Baird, including the depth of
initial
evaluation,
monitoring and review of the investments in a
client’s Account, varies by Service and the
investments selected for the Account.
The Services make available investment products
and services offered by parties that are not
related to Baird. Some Services make available
investment products and services offered by
parties related to Baird, including: Baird Advisors
and Baird Equity Asset Management, investment
management departments of Baird; Chautauqua
Capital Management (“CCM”), a division of Baird
Equity Asset Management; GAMMA Investing, LLC
(“GAMMA”),
LLLP
(“Greenhouse”), LoCorr Fund Management, LLC
(“LoCorr”), Riverfront Investment Group, LLC
(“Riverfront”) and Strategas Asset Management,
LLC (“Strategas”), investment managers that are
affiliated with Baird; Baird Trust Company (“Baird
Trust”), a trust company that is affiliated with
Baird; mutual funds offered by Baird Funds, Inc.
(the “Baird Funds”), which is affiliated with Baird;
and mutual funds offered by LoCorr Investment
Trust (the “LoCorr Funds”), which is related to
Baird. Those affiliated investment products and
services generally consist of mutual funds, ETPs
or other funds offered by parties related to Baird
(“Affiliated Funds”) and SMA Strategies offered by
parties
(“Affiliated SMA
to Baird
Strategies”). For more information about these
“Additional
related parties, see
and other
Information—Other Financial Industry Activities
and Affiliations” below.
DDK clients typically work with a DDK Consultant
to determine the services that are appropriate
given their financial goals and circumstances.
However, it is a client that ultimately selects the
Service and investment strategy that is most
appropriate for the client.
The foregoing discussion of the Services is only a
summary. More specific information about the
Services and the particular investment advisory
services that DDK and Baird provide in connection
with each Service are further described below and
in the client’s advisory agreement. Clients are
encouraged to review this Brochure and their
advisory agreement carefully.
A client that wishes to participate in a Service will
enter into a client relationship agreement or other
investment advisory agreement with DDK and
client’s
(“advisory agreement”). The
Baird
advisory agreement will contain the specific terms
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
asset allocation decision to the client on a
quarterly basis.
Consulting Services
Financial Planning
Additional Consultant Services
DDK offers the following additional consultant
services.
includes a
The Financial Planning Service
comprehensive development of a needs analysis
that is based upon an analysis of the client’s cash
flow. Generally, this service includes tax and
estate planning review and coordination with the
client’s external professional providers.
in preparing an
the client’s
Risk Analysis
in
When performing risk analysis services, DDK
seeks to analyze and review with a client the risks
financial planning process
identified
the
described above. DDK seeks
to minimize
investment risk through an asset allocation and
investment strategy.
the
Asset Allocation and Investment Strategy
Development
accurately
reflects
the
Investment Policy Statement. DDK will assist a
Investment Policy
client
Statement reflecting
investment
objectives, policies, constraints, and risk profile.
The Investment Policy Statement is designed to
investment
provide guidance to the client’s
manager(s). The Investment Policy Statement is
a product of information and data provided by the
client; therefore, the client is responsible for
review and final approval of the Investment Policy
Statement. The client is solely responsible for
Investment Policy
determining whether
Statement
client’s
investment objectives, policies, constraints, and
risk profile.
strategic
asset
allocation
for
determining whether
into account by DDK
Asset Allocation Report. DDK provides to a client
or its fiduciaries an Asset Allocation Report which
identifies one or more investment portfolios for
the client (in terms of risk and return) based on
certain
information requested by DDK and
provided by the client. The client is solely
responsible
the
in
information taken
formulating an Asset Allocation Report is accurate
and complete.
Using a variety of tools, including the financial
framework, DDK will develop and recommend a
long-term,
and
investment strategy appropriate for the client’s
risk and return objectives. Investment strategies
may involve the use of different equity styles or
strategies, such as: large cap growth, large cap
value, mid cap growth, mid cap value, small cap
growth, small cap value,
international and
emerging market equities strategies; different
fixed income styles or strategies, such as short or
intermediate, taxable and
tax-exempt bond,
international and emerging market bond, and
high yield bond strategies; and Complex
Strategies, such as real estate and real estate
funds (including private real estate funds and
private real estate fund of funds), commodity
strategies, hedge funds, funds of hedge funds,
private equity funds, funds of private equity
funds, private debt funds and managed futures.
investment
objectives,
Consolidated Reporting
include
Investment Manager Search Report. DDK
provides to a client an Investment Manager
Search Report that lists investment managers
with investment philosophies and investment
strategies believed to be consistent with the
policies,
client’s
constraints, and risk profile, as specified by the
client to DDK. DDK does not assume responsibility
for the client’s choice of any investment manager
or for any investment manager’s performance
when providing this service to the client, nor is
DDK responsible for an unaffiliated investment
manager’s compliance with applicable law or for
matters beyond DDK’s reasonable control.
Clients of DDK generally receive a performance
report and asset allocation report each quarter.
Generally, this report covers all accounts and
asset classes specified in the advisory agreement.
For the convenience of clients of DDK, reports
may
information, usually related to
client’s personal assets, that is provided by the
client and
is not covered by the advisory
agreement. If a third party reporting company is
used, Baird, DDK or the client may pay an
additional fee to the third party for this service.
DDK provides analysis of both performance and
Investment Manager Search Interviews. DDK
coordinates client interviews with a select number
of investment managers listed on the Investment
Manager Search Report. The interviews enable
the client to gain additional information regarding
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such investment managers’ respective investment
philosophies, policies and business operations.
fund or ETP comprises in each asset class within
an ALIGN Strategic Portfolio. Baird may make
changes to an ALIGN Strategic Portfolio from time
to time as it deems appropriate and without
providing prior notice to, or obtaining the consent
of, a client.
compares
various
aspects
of
Past Performance Reviews. DDK provides to a
client a Past Performance Review which, based on
information supplied by the client, includes the
historical performance of the client’s portfolios
such
and
performance to one or more benchmark indices.
Account data will be derived from information
provided by the client or its agent(s) for the
agreed upon time period. DDK is not responsible
for verifying information supplied by the client or
its agent(s).
Portfolios
are
The ALIGN Strategic Portfolios include certain
element portfolios (“ALIGN Elements Portfolios”)
that are designed for certain specific client
investment preferences, such as clients preferring
passive investment management or tax efficiency,
and clients with smaller accounts. ALIGN
Elements Portfolios do not invest in as many
mutual funds or ETFs compared to other ALIGN
Strategic
therefore
and
comparatively less diversified.
provide
a
specific
information about
Performance Monitoring Reports. DDK will
client written
to
periodically
Performance Monitoring Reports which include
calculations of the performance of the client’s
Account(s) over various
time periods and
compare various aspects of such performance to
one or more benchmark indices.
Discretionary Services
ALIGN Strategic Portfolios Program
of
For more
the
investment options made available through the
Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those investment options,
if any, see “Portfolio Manager Selection and
Evaluation—Methods of Analysis,
Investment
Strategies
Loss—Investment
and Risk
Strategies and Methods of Analysis—ALIGN
Programs” below.
strategic
asset
allocation
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account. Typically, a client
selects the ALIGN Strategic Portfolio appropriate
for the client’s Account with the assistance of the
client’s DDK Consultant.
Assets,
Alternative
in
certain
Service
Baird may replace investments in a client’s
Account, rebalance a client’s Account assets to be
consistent with
the client’s chosen ALIGN
Strategic Portfolio strategy, change the client’s
asset allocation, or engage in tax management
circumstances. See
strategies
“Additional
Information—Special
Considerations for the Programs” and “Additional
Service Information—Tax Management” below for
more information.
Under the ALIGN Strategic Portfolios Program,
Baird manages a client’s Account with
full
discretionary authority according to a proprietary
model
strategy
developed by Baird (each such model an “ALIGN
Strategic Portfolio”) that is selected by the client.
The ALIGN Strategic Portfolios Program offers
model asset allocation portfolios
that have
different investment objectives and use different
investment strategies. Each ALIGN
strategic
Strategic Portfolio provides for specific levels of
investment across different asset classes, such as
equity securities, fixed income securities, Non-
Traditional
Investment
Products and cash. Each Portfolio generally uses
mutual funds and ETPs, primarily ETFs, in order to
implement the model asset allocation strategy.
The amount allocated to an asset class or type of
investment varies by Portfolio, and some
Portfolios may have little or no allocation to one
or more asset classes or types of investments
described above.
Important
Information about Affiliated
Funds. Some of the mutual funds offered by
Baird Funds, which is affiliated with Baird, have
been selected by Baird for inclusion in certain
ALIGN Strategic Portfolios. This presents a conflict
of interest. For more information, see “Additional
in
Baird constructs each ALIGN Strategic Portfolio
and adjusts the asset allocation of each ALIGN
Strategic Portfolio from time to time. Baird also
determines the mutual funds and ETPs that are
the ALIGN Strategic Portfolios
available
Program, including the percentage each mutual
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
and Risk
of
Information—Other Financial Industry Affiliations
and Activities” below.
Strategies
Loss—Investment
Strategies and Methods of Analysis—BairdNext
Portfolios Program” below.
BairdNext Portfolios Program
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account. Typically, a client
selects the BairdNext Portfolio appropriate for the
client’s Account with the assistance of the client’s
DDK Consultant.
that have
different
in
in
Service
Baird may replace investments in a client’s
Account, rebalance a client’s Account assets to be
consistent with the client’s chosen BairdNext
Portfolio strategy, change the client’s asset
tax management
allocation, or engage
circumstances. See
certain
strategies
“Additional
Information—Special
Considerations for the Programs” and “Additional
Service Information—Tax Management” below for
more information.
Under the BairdNext Portfolios Program, Baird
manages a client’s Account with full discretionary
authority according
to a proprietary model
strategic asset allocation strategy developed by
Baird (each such model, a “BairdNext Portfolio”)
that is selected by the client. The BairdNext
Portfolios Program offers model asset allocation
portfolios
investment
objectives and use different strategic investment
strategies. Each BairdNext Portfolio provides for
specific levels of investment across different asset
classes, such as equity securities, fixed income
securities, Non-Traditional Assets, Alternative
Investment Products and cash. Each Portfolio
generally uses mutual funds and ETPs, primarily
ETFs, in order to implement the model asset
allocation strategy. The amount allocated to an
asset class or type of investment varies by
Portfolio, and some Portfolios may have little or
no allocation to one or more asset classes or
types of investments described above.
Important
Information about Affiliated
Funds. Some of the mutual funds offered by
Baird Funds, which is affiliated with Baird, have
been selected by Baird for inclusion in certain
BairdNext Portfolios. This presents a conflict of
interest. For more information, see “Additional
Information—Other Financial Industry Affiliations
and Activities” below.
DDK Investment Management Service
Under the DDK Investment Management Service,
a client grants full discretionary authority and
management of the client’s Account to Baird and
the client’s DDK Consultant.
Baird constructs each BairdNext Portfolio and
adjusts the asset allocation of each BairdNext
Portfolio from time to time. Baird also determines
the mutual funds and ETPs that are available in
the BairdNext Portfolios Program, including the
percentage each mutual fund or ETP comprises in
each asset class within a BairdNext Portfolio.
Baird may make changes to a BairdNext Portfolio
from time to time as it deems appropriate and
without providing prior notice to, or obtaining the
consent of, a client.
reviews
the client’s
The BairdNext Portfolios Program is designed for
clients with smaller accounts and as such does
not invest in as many mutual funds or ETFs
compared to other Programs. Clients that are able
to satisfy applicable account minimums for other
Programs are encouraged to discuss with their
DDK Consultant whether another Program may be
a more appropriate choice for them.
specific
information about
Consultant makes
a
For more
the
investment options made available through the
Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those investment options,
if any, see “Portfolio Manager Selection and
Investment
Evaluation—Methods of Analysis,
In the DDK Investment Management Service, a
client’s DDK Consultant seeks to meet the client’s
particular investment needs by developing a
customized
investment strategy based upon
guidelines that are jointly established by the client
and
the
the client’s DDK Consultant. At
commencement of services, the client’s DDK
Consultant
investment
objectives and risk tolerance using the Consulting
Services described above. Based upon that review
and other information provided by the client, the
subsequent
DDK
recommendation to the client as to which
investment style the DDK Consultant believes is
best suited for the client. A client makes the final
decision as to which investment style is chosen
for the client’s Account. More specific information
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
as to how the client’s DDK Consultant will manage
the client’s Account is provided to the client in
connection with the opening of the Account.
Mutual funds, ETFs and other investment products
affiliated with Baird are available to clients under
the DDK Investment Management Service. This
interest. For more
presents a conflict of
information, see “Additional Information—Other
Financial Industry Affiliations and Activities”
below.
the heading
and
Russell Model Strategies Program
in various
Service
Assets,
Alternative
A DDK Consultant typically recommends or
selects for client accounts investments in mutual
funds and ETFs that pursue the strategies
“Consulting
described under
Services—Asset Allocation
Investment
Strategy Development” above. However, from
time to time, a DDK Consultant may make direct
investments
types of securities,
including, but not limited to, equity securities,
fixed income securities, Non-Traditional Assets
and certain Alternative Investment Products. All
or a portion of the assets in a client’s Account
may be held in cash or cash equivalents, including
securities issued by money market mutual funds,
or may be deposited in interest-bearing bank
accounts. Additional information about the types
of investments a DDK Consultant may use for
client accounts is contained under the heading
“Additional
Information—Permitted
Investments” below. For more information about
the DDK Investment Management Service, see
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—DDK
Investment Management
Service” below.
typically
Under the Russell Model Strategies Program (the
“Russell Program”), Baird manages a client’s
Account with full discretionary authority according
to a model mutual fund asset allocation strategy
(a “Russell Strategy”) developed by Russell
Investment Management, LLC (“Russell”) that is
selected by a client. The Russell Program offers
that have
model asset allocation portfolios
different investment objectives and use different
strategic and tactical investment strategies. Each
Russell Strategy provides for specific levels of
investment across different asset classes, such as
equity securities, fixed income securities, Non-
Traditional
Investment
Products and cash. Each Strategy generally uses
mutual funds and ETFs in order to implement the
model asset allocation strategy. The amount
allocated to an asset class or type of investment
varies by Strategy, and some Strategies may
have little or no allocation to one or more asset
classes or types of investments described above.
invest
Each Russell Strategy will
exclusively or significantly in mutual funds offered
by Russell Investment Company (the “Russell
Funds”), although some non-Russell Funds may
be used.
Baird may remove any DDK Consultant or
strategy from the Service at any time and
transfer day-to-day management responsibility of
a client’s Account to another DDK Consultant or
Baird Financial Advisor at any time without
providing prior notice to, or obtaining the consent
of, a client.
involve
special,
Russell constructs each Russell Strategy and
adjusts the asset allocation of each Strategy from
time to time. Russell also determines the mutual
funds and ETFs, including the Russell Funds, that
are available in each Russell Strategy, including
the percentage each mutual
fund and ETF
comprises in each Strategy. From time to time,
Russell may remove mutual funds and ETFs and
replace them with other mutual funds and ETFs.
investing
in
Service
Important Information about DDK Investment
Management Service Accounts. DDK Consultants
may invest client accounts in illiquid securities
and Complex Investment Products. These types of
investments
sometimes
significant, risks and are not appropriate for all
clients. A client should understand those risks
those products. See
before
“Additional
Information—Complex
Strategies and Complex Investment Products”
and “Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Principal Risks” below for more
information.
the client’s
investments
Baird anticipates that it generally will implement a
Russell Strategy as proposed by Russell.
However, Baird has sole discretionary authority
over a client’s Account invested in a Russell
Strategy, and Baird may implement a Russell
Strategy differently than proposed by Russell or
may sell
if Baird
determines such action to be necessary and in the
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
client’s best interest.
specific
information about
including purchases and sales
the Account, without
of
For more
the
investment options made available through the
Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those investment options,
if any, see “Portfolio Manager Selection and
Investment
Evaluation—Methods of Analysis,
Strategies
Loss—Investment
and Risk
Strategies and Methods of Analysis—Russell Model
Strategies Program” below.
portfolio,
the model
DDK and Baird do not have discretionary
authority over the assets in a client’s Baird
Advisory Choice Account, and DDK and Baird
cannot purchase or sell any securities or other
investments in the client’s Baird Advisory Choice
Account,
to
rebalance
the client’s
authorization. Ultimately, the client makes the
final decision as to selection of investments for
the client’s Baird Advisory Choice Account.
Furthermore, if a client selects a model portfolio
for the client’s Baird Advisory Choice Account, a
is
client should understand that the client
ultimately responsible for: the selection of the
model
portfolio’s
implementation, and the selection of a rebalance
option, if any.
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account. Typically, a client
selects the Russell Strategy appropriate for the
client’s Account with the assistance of the client’s
DDK Consultant.
in
in
regarding:
financial
Service
for
Baird may rebalance a client’s Account assets to
be consistent with the client’s chosen asset
allocation strategy, change the client’s asset
tax management
allocation, or engage
circumstances. See
strategies
certain
Information—Special
“Additional
Considerations for the Programs” and “Additional
Service Information—Tax Management” below for
more information.
Non-Discretionary Services
Baird Advisory Choice Program
The Baird Advisory Choice Program is a Non-
Discretionary Service whereby DDK and Baird
provide advice to a client in connection with the
client’s own management of the client’s Account.
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account.
A client should understand that DDK and Baird
only provide a client with certain consulting
services and,
for eligible Accounts, Account
rebalancing services under the Baird Advisory
Choice Program. The consulting services that may
be available in the Program from the client’s DDK
Consultant include research, analysis, advice and
recommendations
and
investment goals and needs; asset allocation
strategies, investment strategies and investment
restrictions; methods
implementing
investment strategies; trends and expectations
investments,
regarding securities and other
securities markets, and economic sectors and
industries; and the purchase, holding and sale of
securities and other investments. The specific
consulting services to be provided to a client will
be determined by mutual agreement between the
client and the client’s DDK Consultant. DDK and
Baird do not undertake to provide any other
consulting or investment advisory services under
this Program unless DDK and Baird agree to do so
in writing.
in various
Some DDK Consultants may recommend that a
client implement a model portfolio in the client’s
Advisory Choice Account. A client implementing a
model portfolio in the client’s Advisory Choice
Account may have the option to have Baird and
the client’s DDK Consultant rebalance the client’s
Advisory Choice Account to the target asset
allocations specified by the model portfolio at
predetermined intervals. Currently, Baird offers
the following rebalance options to applicable
Advisory Choice Accounts: annual, semi-annual
and quarterly.
Baird or the client’s DDK Consultant will provide
investment recommendations
for the client’s
Account and may recommend the amount, type
and timing with respect to buying, holding,
exchanging, converting and selling securities and
other assets for the client’s Account. Baird or the
recommend
client’s DDK Consultant may
investments
types of securities,
including, but not limited to, equity securities,
fixed income securities, Non-Traditional Assets,
certain Alternative Investment Products and
mutual funds and ETPs that in turn invest in those
investments. All or a portion of the assets in a
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
bank
is contained under
Service
client’s Account may be held in cash or cash
equivalents, including securities issued by money
market mutual funds, or may be deposited in
accounts. Additional
interest-bearing
information about the types of investments Baird
or a DDK Consultant may recommend for client
accounts
the heading
“Additional
Information—Permitted
Investments” below. For more information about
the Baird Advisory Choice Program, see “Portfolio
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Investment Strategies and Methods of
Analysis—Baird Advisory Choice Program” below.
about
the
investment
A client should ask the client’s DDK Consultant
questions
styles,
philosophies, strategies, analyses and techniques
the client’s DDK Consultant will use in order to
meet the client’s objectives.
on market timing. If a client’s Baird Advisory
Choice Account engages in “excessive trading
activity” (herein defined as activity that would be
considered “excessive” by industry professionals
in a non-discretionary, fee-based program, as
determined by Baird in its sole discretion), DDK or
Baird may, to the extent permitted by applicable
law, immediately, upon sending notice to the
client, restrict the activity occurring in the client’s
Account, terminate the Account, convert the
Account to a commission-based account, or
charge a higher fee at such rate as DDK or Baird,
in their sole discretion, may elect. A client is
responsible for monitoring the client’s Account
and determining the desirability of maintaining
the Account as opposed
to maintaining a
traditional, commission-based brokerage account.
In addition to Baird Advisory Choice Accounts and
traditional,
brokerage
commission-based
accounts, DDK offers various other advisory
programs in which it has investment discretion. A
client should periodically reevaluate whether the
ongoing use of this Non-Discretionary Advisory
Program is desired and request a DDK Consultant
to explain the benefits and disadvantages of
maintaining a Baird Advisory Choice Account and
the availability of alternative arrangements.
is
appropriate.
In making
Additional information regarding the differences
between brokerage and advisory relationships can
be found in the “Understanding Brokerage and
Investment Advisory Relationships” document
that
is available on Baird’s website at
bairdwealth.com/retailinvestor.
relevant
factors,
including
it
into a
A client may terminate a Baird Advisory Choice
Account and convert
traditional,
commission-based brokerage account at any time
by contacting DDK. DDK and Baird also have the
right, at any time upon notice to a client, to
terminate a client’s Baird Advisory Choice Account
and convert it into commission-based brokerage
account.
trading.
Important Information about Baird Advisory
Choice Accounts. A Baird Advisory Choice
Account provides a fee-based alternative to a
traditional, commission-based brokerage account.
Unlike a traditional brokerage account where a
client is paying for traditional brokerage services,
an Advisory Choice client is also paying for
investment advice and other investment advisory
services above and beyond those available in a
traditional brokerage account. Each client should
determine whether a Baird Advisory Choice
Account
this
determination, a client should carefully consider
all
the client’s
investment objectives, risk tolerance, past and
anticipated trading practices, current assets,
current investments, the value and type of
Permitted Investments to be held in the Account,
anticipated use of other Baird products and
services, and the costs and benefits of the
Account. The costs of a Baird Advisory Choice
Account may be more or less than in an account
where the client is charged on a per-transaction
basis. A Baird Advisory Choice Account may not
be appropriate for a client who anticipates little or
no trading activity, a client who prefers to direct
the client’s own
investment strategies and
security selection independent of the advice of
DDK or Baird or a client who does not receive or
request investment advisory or other non-trading
services from DDK or Baird. A Baird Advisory
Choice Account is also not for day trading or other
including excessive
extreme trading activity,
options trading or trading in mutual funds based
A client should note that the client’s Baird
Advisory Choice Account may be engaged in
strategies that involve concentrated and less
diversified portfolios of securities, leverage or
In
margin, options, and
frequent
addition,
the client’s Baird Advisory Choice
Account may be invested in illiquid securities and
Complex Investment Products. These types of
involve special,
strategies and
investments
risks and are not
sometimes
significant,
for all clients. A client should
appropriate
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Service
invest a client’s Account in various types of
securities, which will be chosen by the BAM
Manager and which may include mutual funds,
ETFs or other investment products affiliated with
the manager or Baird.
understand those risks before engaging in those
strategies or investing in those products. See
“Additional
Information—Complex
Strategies and Complex Investment Products”
and “Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Principal Risks” below for more
information.
Currently, certain PWM-Managed Portfolios and
SMA Strategies offered by Baird Equity Asset
Management, Baird Trust, GAMMA, Riverfront and
Strategas are offered through the BAM Program.
PWM-Managed Portfolios
Mutual funds, ETFs and other investment products
affiliated with Baird are available to clients under
the Advisory Choice Program. This presents a
conflict of interest. For more information, see
“Additional Information—Other Financial Industry
Affiliations and Activities” below.
SMA Services
Baird Affiliated Managers Program
Under the BAM Program, Baird makes available to
clients the following PWM-Managed Portfolios
managed by Baird PWM’s Research team: the
Baird Recommended Portfolio, the Baird Rising
Dividend Portfolio, and the AQA Portfolios, which
are described under
the heading “Portfolio
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Investment Strategies and Methods of
Analysis—Methods of Analysis—Certain PWM-
Managed Portfolios” below.
BAM SMA Strategies
Baird Equity Asset Management
The BAM Program is a program whereby a client
independently selects Baird or an investment
manager related to Baird to manage the client’s
Account with full discretionary authority according
to a strategy selected by the client. The BAM
Program is designed to accommodate a client who
wishes to select Baird or an investment manager
related to Baird to manage the assets in the
client’s Account instead of an unaffiliated manager
made available in other SMA Programs.
(“BAM Strategies”)
eligible
Under the BAM Program, Baird determines the
investment managers (“BAM Managers”) and their
strategies
to
participate in the Program. The BAM Strategies
and BAM Managers are not subject to the same
evaluation process or eligibility standards imposed
upon on other SMA Strategies and SMA Managers
offered through other SMA Programs.
Under the BAM Program, Baird makes available to
clients certain SMA Strategies offered by Baird
Equity Asset Management,
including: growth
investment strategies (the “Baird Equity Asset
Management Growth Strategies”); Specialized
Asset Management (“SAM”) portfolio strategies
(the “SAM Strategies”), consisting of SAM
Strategic Portfolio strategies and SAM Custom
Portfolio strategies; and certain CCM International
Growth and CCM Global Growth SMA Strategies
(“CCM Portfolios”).
and
For more specific information about eligibility
standards imposed upon the managers and SMA
Strategies made available through the BAM
Program, see “Portfolio Manager Selection and
Evaluation—Selection
Evaluation—Baird
Affiliated Managers Program” below.
Baird Equity Asset Management also manages
client portfolios according to other strategies
selected by clients (“Other Baird Equity Asset
Management Strategies”, and with the Baird
Equity Asset Management Growth Strategies and
the SAM Strategies, the “Baird Equity Asset
Management Strategies”).
portfolios
that
have
A client should only participate in the BAM
Program if the client wishes to select Baird or a
manager related to Baird to manage the client’s
Account and the client understands the potential
conflicts of interest presented by the arrangement
and the risks of doing so.
have
varying
The SAM Strategic Strategies are model asset
different
allocation
investment objectives and strategies. Each SAM
Strategy provides for specific levels of investment
across different asset classes, such as equity
securities, fixed income securities, Non-Traditional
Assets, Alternative Investment Products and cash.
investment
BAM Managers
objectives, styles and strategies, and they may
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Each Strategy generally uses individual securities,
mutual funds and ETFs in order to implement the
model asset allocation strategy. The amount
allocated to an asset class or type of investment
varies by Strategy, and some Strategies may
have little or no allocation to one or more asset
classes or types of investments described above.
customized investment portfolio, managed to fit a
client’s specific needs. The Baird Trust Portfolio
Manager will determine the investments for a
client’s Account based on a comprehensive
assessment process that includes the client’s
investment objective, time horizon,
financial
situation, and special circumstances. Once the
assessment
is complete, a client’s portfolio
construction begins. Baird Trust Custom Portfolio
Management accounts typically invest in a mix of
equity securities, fixed income securities, mutual
funds and ETFs, depending upon the needs of a
particular client.
A SAM Custom Portfolio provides a client with a
customized level of investment across one or
more of the asset classes described above. The
custom model asset allocation strategy
is
determined by the client with the assistance of
Baird Equity Asset Management.
GAMMA
receipts
the use of Alternative
The CCM Portfolios invest in equity securities of
companies located in different regions around the
world, primarily in developed markets but also in
emerging and less developed markets. Each
Portfolio generally uses common or ordinary
shares, depositary
representing an
ownership interest in ordinary shares, preferred
stocks, in order to implement the strategy. The
CCM Portfolios generally invest in a limited
number of securities, but seek to be diversified in
terms of currencies, regions and economic
sectors.
Under the BAM Program, Baird makes available to
clients certain SMA Strategies offered by GAMMA
(“GAMMA Portfolios”). GAMMA offers Custom
Indexing strategies providing for specific levels of
investment across different asset classes, such as
equity securities, fixed income securities, and
cash. Each Portfolio generally uses stocks and
ETPs, primarily ETFs and ETNs, in order to
implement the target strategy. When deemed
appropriate, GAMMA’s management may also
Investment
involve
Products. The amount allocated to an asset class
or type of investment varies by Portfolio, and
some Portfolios may have little or no allocation to
one or more asset classes or types of investments
described above.
include mutual
Baird Equity Asset Management may invest a
client’s Baird Equity Asset Management Strategies
Account in various types of securities, which will
be chosen by Baird Equity Asset Management and
which may
funds or other
investment products affiliated with Baird.
Baird Trust
Under the BAM Program, Baird makes available to
clients five (5) portfolio strategies developed and
maintained by Baird Trust
(“Baird Trust
the heading
Strategies”) described under
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—Methods of Analysis—Baird Trust
Strategies” below. The Baird Trust Strategies
invest in a mix of equity securities and ETFs.
The GAMMA Custom Indexing strategies that
GAMMA offers under the Baird Affiliated Managers
Program include managed portfolios of individual
securities that seek to deliver similar return and
risk characteristics as an index strategy (“target
strategy”) selected by the client. Custom Indexing
strategies can be benchmarked to any standard
or customized index, or combination of standard
or customized benchmarks. Custom Indexing
strategies typically invest directly in a subset of
the securities which make up the target strategy.
The
investment objective of each Custom
Indexing strategy is to provide exposure to a
client selected market segment or combination of
market segments into an overall asset allocation
while maximizing after-tax returns.
Riverfront
In addition, Baird makes available to clients Baird
Trust Custom Portfolio Management℠, which
offers clients a customized approach to investing
and the ability to work directly with an in-house
Baird Trust Portfolio Manager. A client’s Baird
Trust Portfolio Manager and DDK Consultant will
work closely with a client to develop a diversified,
Under the BAM Program, Baird makes available to
clients certain SMA Strategies offered by
Riverfront (“Riverfront Portfolios”). The Riverfront
Portfolio strategies are model asset allocation
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
that have
different
Additional Information about the BAM
Program
Clients are urged to review the BAM Manager’s
Form ADV Part 2A Brochure, which should contain
additional important information about the BAM
Manager, including information about the BAM
Manager’s strategies, the types of investments
the BAM Manager may use for a client’s Account,
and the risks associated with investing in a BAM
Strategy. Such brochures are available upon
request.
portfolios
investment
objectives and use different strategic and tactical
investment strategies. Each Riverfront Portfolio
provides for specific levels of investment across
different asset classes, such as equity securities,
fixed income securities, Non-Traditional Assets,
Alternative Investment Products and cash. Each
Portfolio generally uses mutual funds and ETPs,
primarily ETFs and ETNs, in order to implement
the model asset allocation strategy. The amount
allocated to an asset class or type of investment
varies by Portfolio, and some Portfolios may have
little or no allocation to one or more asset classes
or types of investments described above.
Some of the services provided under the BAM
Program may be provided to a client by a DDK
Consultant assigned to the client’s Account, and
the client’s DDK Consultant may provide his or
her own advice and recommendations about BAM
Managers.
The Riverfront Portfolio strategies that Riverfront
offers under
the Baird Affiliated Managers
include Riverfront Asset Allocation
Program
Portfolios (also known as “Advantage Portfolios”);
Riverfront ETF Portfolios (also known as “ETF
Advantage Portfolios”); Riverfront Income ETF
Portfolios (also known as “Income ETF Advantage
Portfolios”); RiverShares Model Portfolios; and
Riverfront Custom Portfolios.
Strategas
If a client participates in the BAM Program, the
client authorizes and directs DDK and Baird to
appoint the BAM Manager selected by the client to
serve as sub-adviser to the client’s Account. The
client also authorizes and directs the BAM
Manager to manage client’s Account with full
discretionary authority in accordance with the
BAM Strategy selected by the client.
invest
Under the BAM Program, Baird makes available to
clients certain SMA Strategies offered by
Strategas (“Strategas Portfolios”). The Strategas
Portfolios include thematic strategies (“Strategas
Thematic Portfolios”), asset allocation strategies
(“Strategas Asset Allocation Portfolios”) and fixed
income strategies (“Strategas Fixed Income
Portfolios”). The Strategas Thematic Strategies
invest principally in equity securities using certain
proprietary investment themes, ideas or trends.
The Strategas Asset Allocation Portfolios invest
primarily in equity and fixed income securities in a
manner that aligns with client goals and risk
preferences over a medium-term time horizon.
Each Portfolio combines Strategas’s strategic
asset allocation outlook with tactical tilts towards
those sectors and investments that it believes are
most favorable for investment. The Strategas
Fixed Income Strategies are actively managed,
multisector, enhanced total return bond strategies
that seek to maximize return, while seeking to
minimize total return volatility. The Strategas
in
Fixed Income Strategies primarily
sector-focused ETFs.
Certain BAM Strategies are only made available
through the Overlay Manager. The BAM Strategies
offered through the Overlay Manager consist of
Manager-Traded Strategies and Model-Traded
Strategies. If a client selects a BAM Strategy
offered through the Overlay Manager for the
client’s Account, the client authorizes and directs
DDK and Baird to appoint the Overlay Manager to
serve as sub-adviser to the client’s Account. If a
client selects a Model-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the client authorizes and directs the
Overlay Manager to manage the client’s Account
with full discretionary authority in accordance
with the BAM Strategy selected by the client. If a
client selects a Manager-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the client authorizes and directs the
Overlay Manager to appoint the applicable BAM
Manager as sub-adviser, and the client also
authorizes and directs such BAM Manager to
manage the client’s Account with full discretionary
authority in accordance with the BAM Strategy
selected by the client.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
services under the BAM Program unless Baird
agrees to do so in writing.
is
regarding
If a client selects a Model-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the Overlay Manager will typically
implement the Model Portfolio as proposed by the
Model Provider. However, since the Overlay
Manager has discretionary authority over the
client’s Account, the Overlay Manager may
implement the Model Portfolio differently than
proposed by the Model Provider if the Overlay
Manager determines such action to be necessary
and in the client’s best interest. A client should
note that Baird does not monitor or ascertain
fully and
whether the Overlay Manager
faithfully implementing the Model Portfolio on a
continuous basis. The client should periodically
discuss the Account’s performance with the
client’s DDK Consultant.
A client that participates in the BAM Program is
strongly encouraged to contact the client’s Baird
DDK Consultant or BAM Manager on a periodic
basis to discuss: the Account and its investment
performance; the BAM Manager’s investment
philosophy and style (to determine if the BAM
Strategy remains appropriate for the client); any
potential conflicts of interest; and any investment
restrictions the client may wish to impose or
change. A client should also periodically check the
registration status, disciplinary events and other
information
the BAM Manager,
described on the manager’s Form ADV, which is
available on the SEC's website at www.adviser
info.sec.gov.
the
Information—Trading
Certain managers of Model-Traded Strategies
offered
through the Overlay Manager have
adopted trade rotation policies that allow them to
send Model Portfolio updates to the Overlay
Manager after they have implemented the Model
Portfolio updates for client accounts managed by
them or after they have otherwise completed
trading for those accounts. As a result, the
performance of a Baird client Account pursuing a
Model Portfolio strategy offered by those Model
Providers will differ, perhaps in a materially
negative manner, from the performance of client
accounts managed by those Model Providers. See
“Additional Service
for
Client Accounts—Trading Practices of Investment
Managers” below for more information.
Program, Baird
cannot
appoint
and
Evaluation—Baird
The BAM Strategies and BAM Managers made
available under the BAM Program are subject to
change or removal at any time in Baird’s sole
discretion. A client’s appointment and continued
retention of a BAM Manager to manage the
client’s Account are based upon the client’s review
of the BAM Manager and its services. In selecting
client ultimately
the BAM Strategy,
determines that the strategy to be used in
managing the client’s Account is consistent with
the client’s stated investment objectives and
financial needs and risk tolerance. Once retained
by the client, a BAM Manager will only be
removed from managing the client’s Account upon
the BAM Manager’s removal from the Program by
Baird, the BAM Manager’s withdrawal or the
client’s direction to do so. Under the terms of the
BAM
a
replacement manager without client consent.
Given the terms of the BAM Program, upon the
withdrawal or removal of an investment manager
from the BAM Program, a client’s BAM Program
Account will be automatically removed from the
BAM Program and the Account will become an
unmanaged brokerage account, unless the client
instructions to Baird. See
provides contrary
“Portfolio Manager Selection and Evaluation—
Selection
Affiliated
Managers Program” below for further information.
the
reviewing
the
If a client’s Account is managed by an Other
Manager under the BAM Program, the client
should understand that: Baird does not manage
the Account and does not otherwise have any
influence over the Other Manager’s investment
decisions or securities selections, and therefore,
Baird is not responsible for the decisions made by
the Other Manager; Baird does not provide any
recommendation or investment advice regarding
the purchase or sale of investment products made
for the client’s Account; and Baird and the client’s
DDK Consultant only provide the client with
certain consulting services, which may include the
assistance with
client’s DDK Consultant’s
determining
needs,
financial
client’s
investment goals and investment restrictions and
periodically
manager’s
performance. Baird does not undertake to provide
any other consulting or investment advisory
Important
Information about Affiliated
Managers All of the BAM Strategies made
available under the BAM Program are offered by
Baird or a manager affiliated with Baird. PWM-
Managed Portfolios are Managed by Baird PWM.
Baird Equity Asset Management and CCM are
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
DDK Recommended Managers have varying
investment objectives, styles and strategies, and
they may invest a client’s Account in various
types of securities, which will be chosen by the
DDK Recommended Manager and which may
include mutual funds, ETFs or other investment
products affiliated with the manager or Baird.
investment management departments of Baird.
Baird Trust, GAMMA, Riverfront and Strategas are
affiliated with Baird. Baird has a potential conflict
of interest to the extent Baird would advise clients
to participate in the BAM Program. For more
information, see “Additional Information—Other
Financial Industry Affiliations and Activities”
below.
are urged
review
information
about
Clients
the DDK
to
Recommended Manager’s Form ADV Part 2A
contain additional
Brochure, which
should
important
DDK
the
Recommended Manager, including information
about
the DDK Recommended Manager’s
strategies, the types of investments the DDK
Recommended Manager may use for a client’s
Account, and the risks associated with investing in
a DDK RM Strategy. Such brochures are available
upon request.
A client’s appointment and continued retention of
a BAM Manager to manage the client’s Account
are based upon the client’s review of the BAM
Manager and its services. In selecting the BAM
Strategy, the client ultimately determines that the
strategy to be used in managing the client’s
Account is consistent with the client’s stated
investment objectives and financial needs and risk
tolerance. Once retained by the client, a BAM
Manager will only be removed from managing the
client’s Account upon the BAM Manager’s removal
from the Program by Baird, the BAM Manager’s
withdrawal or the client’s direction to do so.
DDK Recommended Managers Service
initially selects
RM
Strategy with
Some of the services provided under the DDK
Recommended Managers Service will be provided
to a client by a DDK Consultant assigned to the
client’s Account. A client, typically working with a
DDK Consultant,
the DDK
Recommended Manager and DDK RM Strategy for
the client’s Account. Thereafter, whenever Baird
or
it
the client’s DDK Consultant deems
necessary, Baird or the client’s DDK Consultant
will replace a DDK Recommended Manager or
another DDK
DDK
Recommended Manager or DDK RM Strategy for
the client’s Account.
The DDK Recommended Managers Service is a
program whereby a client provides Baird and the
client’s DDK Consultant with discretionary
authority to appoint investment managers to
manage the client’s Account with full discretionary
authority and to terminate or replace investment
managers for the client’s Account. The DDK
Recommended Managers Service is designed for a
client who wishes to have the client’s Account
managed by
investment managers that are
monitored by DDK and Baird on an ongoing basis.
the
Under the DDK Recommended Managers Service,
DDK and Baird determine
investment
managers (“DDK Recommended Managers”) and
their strategies (“DDK RM Strategies”) eligible to
participate in the Service through an initial and
ongoing evaluation process.
full discretionary authority
If a client participates in the DDK Recommended
Managers Service, the client authorizes and
directs DDK and Baird
to appoint DDK
Recommended Managers to serve as sub-adviser
to the client’s Account and to otherwise manage
the client’s Account in accordance with the terms
of the DDK Recommended Managers Service. The
client also authorizes and directs the DDK
Recommended Managers to manage the client’s
Account with
in
accordance with the DDK RM Strategy selected.
RM
Strategies
offered
For more specific information about the managers
and SMA Strategies made available through the
DDK Recommended Managers Service and the
level of initial and ongoing research, evaluation,
monitoring and review performed by Baird on
those managers and SMA Strategies, see
“Portfolio Manager Selection and Evaluation—
Selection and Evaluation—DDK Recommended
Managers Service” below.
Certain DDK RM Strategies are only made
available through Implementation Managers. The
through
DDK
Implementation Managers consist of Manager-
Traded Strategies and Model-Traded Strategies. If
a DDK RM Strategy offered
through an
Implementation Manager is selected for a client’s
Account, the client authorizes and directs DDK
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
the client should understand
the discretionary
full discretionary authority
recommendation or
full discretionary authority
If a client’s Account is managed by an Other
Manager under the DDK Recommended Managers
that,
Service,
authority
notwithstanding
granted to Baird and the client’s DDK Consultant
under the Service: Baird and the client’s DDK
Consultant do not manage the Account and do not
otherwise have any influence over the Other
investment decisions or securities
Manager’s
selections, and therefore, Baird and the client’s
DDK Consultant are not responsible for the
decisions made by the Other Manager; and Baird
and the client’s DDK Consultant do not provide
any
investment advice
regarding the purchase or sale of investment
products made for the client’s Account.
and Baird to appoint the Implementation Manager
to serve as sub-adviser to the client’s Account. If
a Model-Traded Strategy offered through an
Implementation Manager is selected for a client’s
Account, the client authorizes and directs the
Implementation Manager to manage the client’s
Account with
in
accordance with the selected DDK RM Strategy. If
a Manager-Traded Strategy offered through an
Implementation Manager is selected for a client’s
Account, the client authorizes and directs the
Implementation Manager to appoint the applicable
DDK Recommended Manager as sub-adviser, and
the client also authorizes and directs such DDK
Recommended Manager to manage the client’s
Account with
in
accordance with the selected DDK RM Strategy.
from
the
the
implement
the direction of
the
client’s Account,
the prior manager and
From time to time, DDK or Baird may remove
investment managers
DDK
Recommended Managers Service, and DDK or
Baird may select a replacement manager to
manage the client’s Account. In such event, DDK
or Baird, at
the client’s
replacement manager, or the client’s replacement
manager may sell all or a portion of the securities
or other investments in the Account that were
the
managed by
replacement manager will reinvest the cash
proceeds of those sales. Sales of securities or
other investments could result in adverse tax
consequences for the client.
faithfully
If a Model-Traded Strategy offered through an
Implementation Manager is selected for a client’s
Implementation Manager will
Account,
the Model Portfolio as
typically
proposed by the Model Provider. However, since
the Implementation Manager has discretionary
authority over
the
Implementation Manager may implement the
Model Portfolio differently than proposed by the
Model Provider if the Implementation Manager
determines such action to be necessary and in the
client’s best interest. A client should note that
DDK and Baird do not monitor or ascertain
whether a third party Implementation Manager is
fully and
implementing the Model
Portfolio on a continuous basis. The client should
periodically discuss the Account’s performance
with the client’s DDK Consultant.
in
If DDK or Baird terminates an
investment
manager from the DDK Recommended Managers
Service, a client authorizes DDK and Baird to
invest, with full discretionary authority, the assets
in the client’s Account previously managed by the
terminated
other
investment manager
securities, including, but not limited to, mutual
funds and ETPs. DDK’s and Baird’s discretionary
authority to make such other investments will
continue until a replacement investment manager
is selected or alternative arrangements are made
for the management of the client’s assets.
below
Certain managers of Model-Traded Strategies
offered
through the Overlay Manager have
adopted trade rotation policies that allow them to
send Model Portfolio updates to the Overlay
Manager after they have implemented the Model
Portfolio updates for client accounts managed by
them or after they have otherwise completed
trading for those accounts. As a result, the
performance of a DDK client Account pursuing a
Model Portfolio strategy offered by those Model
Providers will differ, perhaps in a materially
negative manner, from the performance of other
client accounts managed by
those Model
Providers. See “Additional Service Information—
Trading for Client Accounts—Trading Practices of
Investment Managers”
for more
information.
A client who prefers to continue using an
investment manager that has been removed from
the DDK Recommended Managers Service, or who
directs or otherwise requests that a particular
investment manager not recommended by DDK
be selected to manage the client’s Account, will
need to move to another Service, such as the
BSN Program. See “Baird SMA Network Program”
below for more information. Clients who elect to
do so will no longer receive the same level of
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
rigorous ongoing monitoring, evaluation, or
review of that investment manager from DDK or
Baird.
important
including
information about 55ip,
information about 55ip’s strategies, the types of
investments 55ip may use for a client’s Account,
and the risks associated with 55ip’s strategies.
Such brochure is available upon request.
ALIGN 55ip Tax Managed Solutions
A client should note that the time it takes to
transition an Account to a Target ALIGN Strategy
could be significant and involve a period of five
(5) years or more. The actual time can vary
greatly by Account and will depend on a number
of factors, including, but not limited to, the
differences between the holdings of the Account
and the Target ALIGN Portfolio, the tax basis of
the Account holdings, and additions to and
withdrawals from the Account.
The DDK Recommended Managers Service makes
available ALIGN 55ip Tax Managed Solutions that
are designed for a client that: (1) desires to have
the strategy for the client’s Account transitioned
to an ALIGN Strategic Portfolio strategy selected
by the client (the “Target ALIGN Strategy”) using
tax management strategies that are intended to
reduce the negative impact of U.S. federal income
taxes on an Account resulting from the transition;
(2) seeks investment in an ALIGN Strategic
Portfolio strategy together with enhanced tax
management strategies on an ongoing basis; or
(3) a combination of both services. Baird has
engaged 55I, LLC (d/b/a 55ip, “55ip”) to provide
tax management services on a subadvisory basis
to clients that select ALIGN 55ip Tax Managed
Solutions.
Important
Information about Affiliated
Managers. The DDK Recommended Managers
Service makes available to clients investment
services that are offered by Baird Advisors and
investment
Baird Equity Asset Management,
management departments of Baird. Baird has a
potential conflict of interest to the extent Baird
would advise a client to select
investment
products offered by those Baird Departments. For
more information, see “Additional Information—
Other Financial Industry Affiliations and Activities”
below. Baird receives a portion of the Portfolio
Fee paid by clients pursuing ALIGN 55ip Tax
Managed Solutions for portfolio management
services that Baird provides in connection with
those Solutions. Such compensation provides
Baird a financial incentive to recommend those
Solutions.
strategy
together with
its
Baird SMA Network Program
If a client selects an ALIGN 55ip Tax Managed
Solution for the client’s Account, the client
authorizes and directs Baird to appoint 55ip to
serve as sub-adviser to the client’s Account. The
client also authorizes and directs 55ip to manage
the client’s Account with
full discretionary
authority: (1) to transition the Account holdings
to reflect the target portfolio holdings of the
Target ALIGN Strategy selected by the client
using its tax management strategies; and (2) in
accordance with the selected ALIGN Strategic
tax
Portfolio
management strategies on an ongoing basis, as
applicable.
a
is designed
client who wishes
Additional information about the ALIGN Strategic
Portfolio strategies is contained under the heading
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—ALIGN Programs” below.
investment strategies, there
The BSN Program is a program whereby a client
independently selects an investment manager to
manage the client’s Account with full discretionary
authority according to a strategy selected by the
to
client. The BSN Program
accommodate
to
independently select an investment manager not
available in the DDK Recommended Managers
Program to manage the assets in the client’s
Account.
Like all
is no
guarantee that 55ip’s implementation of tax
management strategies will be successful, and
when such strategies are used, a client’s Account
may not be successful in pursuing its primary
investment strategies, objectives or goals.
(“BSN
Strategies”)
eligible
Under the BSN Program, Baird determines the
investment managers (“BSN Managers”) and their
strategies
to
participate in the Program through a significantly
less rigorous evaluation process compared to the
DDK Recommended Managers Service. However,
Clients are urged to review 55ip’s Form ADV Part
2A Brochure, which should contain additional
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
a client should note that DDK and Baird do not
make any recommendation to clients regarding
any BSN Strategy or any
representations
regarding a BSN Manager’s qualifications as an
investment adviser or abilities to manage client
assets.
appoint the BSN Manager selected by the client to
serve as sub-adviser to the client’s Account. The
client also authorizes and directs the BSN
Manager to manage client’s Account with full
discretionary authority in accordance with the
BSN Strategy selected by the client.
if any, see
and
Evaluation—Selection
For more specific information about the managers
and SMA Strategies made available through the
BSN Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those managers and SMA
“Portfolio Manager
Strategies,
Selection
and
Evaluation—Baird SMA Network and Dual Contract
Programs” below.
the
A client should only participate in the BSN
Program if the client wishes to take more
responsibility for monitoring the client’s Account,
the DDK Recommended Managers Program does
not contain an SMA Strategy that meets the
client’s particular needs, and
client
understands the risks of doing so.
have
varying
Certain BSN Strategies are only made available
through the Overlay Manager. The BSN Strategies
offered through the Overlay Manager consist of
Manager-Traded Strategies and Model-Traded
Strategies. If a client selects a BSN Strategy
offered through the Overlay Manager for the
client’s Account, the client authorizes and directs
DDK and Baird to appoint the Overlay Manager to
serve as sub-adviser to the client’s Account. If a
client selects a Model-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the client authorizes and directs the
Overlay Manager to manage the client’s Account
with full discretionary authority in accordance
with the BSN Strategy selected by the client. If a
client selects a Manager-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the client authorizes and directs the
Overlay Manager to appoint the applicable BSN
Manager as sub-adviser, and the client also
authorizes and directs such BSN Manager to
manage the client’s Account with full discretionary
authority in accordance with the BSN Strategy
selected by the client.
investment
BSN Managers
objectives, styles and strategies, and they may
invest a client’s Account in various types of
securities, which will be chosen by the BSN
Manager and which may include mutual funds,
ETFs or other investment products affiliated with
the manager or Baird. Certain managers offer
strategies that exclusively invest in Investment
Funds (“Fund Strategist Portfolios”).
Clients are urged to review the BSN Manager’s
Form ADV Part 2A Brochure, which should contain
additional important information about the BSN
Manager, including information about the BSN
Manager’s strategies, the types of investments
the BSN Manager may use for a client’s Account,
and the risks associated with investing in a BSN
Strategy. Such brochures are available upon
request.
If a client selects a Model-Traded Strategy offered
through the Overlay Manager for the client’s
Account, the Overlay Manager will typically
implement the Model Portfolio as proposed by the
Model Provider. However, since the Overlay
Manager has discretionary authority over the
client’s Account, the Overlay Manager may
implement the Model Portfolio differently than
proposed by the Model Provider if the Overlay
Manager determines such action to be necessary
and in the client’s best interest. A client should
note that DDK and Baird do not monitor or
ascertain whether the Overlay Manager is fully
and faithfully implementing the Model Portfolio on
a continuous basis. The client should periodically
discuss the Account’s performance with the
client’s DDK Consultant.
Some of the services provided under the BSN
Program may be provided to a client by a DDK
Consultant assigned to the client’s Account, and
the client’s DDK Consultant may provide his or
her own advice and recommendations about BSN
Managers.
If a client participates in the BSN Program, the
client authorizes and directs DDK and Baird to
Certain managers of Model-Traded Strategies
offered
through the Overlay Manager have
adopted trade rotation policies that allow them to
send Model Portfolio updates to the Overlay
Manager after they have implemented the Model
18
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Information—Trading
Portfolio updates for client accounts managed by
them or after they have otherwise completed
trading for those accounts. As a result, the
performance of a DDK client Account pursuing a
Model Portfolio strategy offered by those Model
Providers will differ, perhaps in a materially
negative manner, from the performance of client
accounts managed by those Model Providers. See
for
“Additional Service
Client Accounts—Trading Practices of Investment
Managers” below for more information.
for
manager or otherwise manage a client’s Account
assets. Given the terms of the BSN Program,
upon the withdrawal or removal of an investment
manager from the BSN Program, a client’s BSN
Program Account will be automatically removed
from the BSN Program and the Account will
become an unmanaged brokerage account, unless
the client provides contrary instructions to DDK.
See “Portfolio Manager Selection and Evaluation—
Selection and Evaluation—Baird SMA Network and
Dual Contract Programs” below
further
information.
influence over
Important Information about
the BSN
Program. Portfolios managed by 55I, LLC (d/b/a
55ip, “55ip”) are made available under the BSN
Program. 55ip uses research and other services
from Riverfront, an affiliate of Baird, in the
development of certain of those portfolios, and
Riverfront receives compensation from 55ip with
respect to those portfolios. This presents a conflict
of interest. For more information, see “Additional
Information—Other Financial Industry Affiliations
and Activities” below.
reviewing
the
If a client’s Account is managed by an Other
Manager under the BSN Program, the client
should understand that: DDK and Baird do not
manage the Account and do not otherwise have
any
the Other Manager’s
investment decisions or securities selections, and
therefore, DDK and Baird are not responsible for
the decisions made by the Other Manager; DDK
and Baird do not provide any recommendation or
investment advice regarding the purchase or sale
of investment products made for the client’s
Account; and DDK and Baird only provide the
client with certain consulting services, which may
include the client’s DDK Consultant’s assistance
with determining the client’s financial needs,
investment goals and investment restrictions and
periodically
manager’s
performance. DDK and Baird do not undertake to
investment
provide any other consulting or
advisory services under the BSN Program unless
DDK and Baird agree to do so in writing.
appointment
the Account and
its
in managing
the client’s Account
regarding
the
foregoing when deciding
A client that participates in the BSN Program is
strongly encouraged to contact the client’s DDK
Consultant or BSN Manager on a periodic basis to
discuss:
investment
performance; the BSN Manager’s investment
philosophy and style (to determine if the BSN
Strategy remains appropriate for the client); any
potential conflicts of interest; and any investment
restrictions the client may wish to impose or
change. A client should also periodically check the
registration status, disciplinary events and other
information
the BSN Manager,
described on the manager’s Form ADV, which is
available on the SEC's website at www.adviser
info.sec.gov.
The BSN Program is designed to accommodate a
client who wishes to independently select an
investment manager that is not available in the
DDK Recommended Managers Service to manage
the client’s Account. The client assumes ultimate
responsibility for monitoring the client’s BSN
the BSN Manager’s
Program Account and
performance. A
and
client’s
continued retention of a BSN Manager to manage
the client’s Account are based ultimately upon the
client’s independent review of the BSN Manager
and the BSN Manager’s services. The client
ultimately determines that the BSN Strategy to be
used
is
consistent with the client’s stated investment
objectives and financial needs and risk tolerance.
Once retained by the client, a BSN Manager will
only be removed from managing the client’s BSN
Program Account upon the manager’s withdrawal,
removal from the BSN Program, or the client’s
direction to do so. A client should carefully
consider
to
participate in the BSN Program and also consider
whether another Service, such as the DDK
Recommended Managers Service, may be more
appropriate for the client.
The BSN Strategies and BSN Managers made
available under the BSN Program are subject to
change or removal at any time in Baird’s sole
discretion. Under the terms of the BSN Program,
DDK and Baird cannot appoint a replacement
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Dual Contract Program
Manager’s strategies, the types of investments
the DC Manager may use for a client’s Account,
and the risks associated with investing in a DC
Strategy. Such brochures are available upon
request.
a
is designed
client who wishes
The DC Program is a program whereby a client
independently selects an investment manager to
manage the client’s Account with full discretionary
authority according to a strategy selected by the
to
client. The DC Program
accommodate
to
independently select an investment manager not
available in the DDK Recommended Managers
Service or BSN Program to manage the assets in
the client’s Account.
Some of the services provided under the DC
Program may be provided to a client by a DDK
Consultant assigned to the client’s Account, and
the client’s DDK Consultant may provide his or
her own advice and recommendations about DC
Managers.
Under the DC Program, Baird determines the
investment managers (“DC Managers”) and their
strategies (“DC Strategies”) eligible to participate
in the Program through a significantly less
rigorous evaluation process compared to the DDK
Recommended Managers Service. However, a
client should note that DDK and Baird do not
make any recommendation to clients regarding
any DC Strategy or any representations regarding
a DC Manager’s qualifications as an investment
adviser or abilities to manage client assets.
Under the DC Program, DC Managers are offered
to clients through a dual contract arrangement,
and a client will need to enter into a separate
agreement with the DC Manager in addition to the
advisory agreement the client enters into with
DDK and Baird. A client participating in the DC
Program is solely responsible for negotiating the
client’s agreement with the client’s DC Manager,
and neither DDK nor Baird will participate or
advise a client regarding the terms of such an
agreement, the advisability of entering into such
an agreement, or the retention of the client’s DC
Manager unless DDK and Baird agree to do so in
writing.
if any, see
and
Evaluation—Selection
For more specific information about the managers
and SMA Strategies made available through the
DC Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those managers and SMA
Strategies,
“Portfolio Manager
and
Selection
Evaluation—Baird SMA Network and Dual Contract
Programs” below.
A client should only participate in the DC Program
if the client wishes to take more responsibility for
monitoring
the DDK
the client’s Account,
Recommended Managers Program does not
contain an SMA Strategy that meets the client’s
particular needs, and the client understands the
risks of doing so.
reviewing
the
If a client’s Account is managed by an Other
Manager under the DC Program, the client should
understand that: DDK and Baird do not manage
the Account and do not otherwise have any
influence over the Other Manager’s investment
decisions or securities selections, and therefore,
DDK and Baird are not responsible for the
decisions made by the Other Manager; DDK and
Baird do not provide any recommendation or
investment advice regarding the purchase or sale
of investment products made for the client’s
Account; and DDK and Baird only provide the
client with certain consulting services, which may
include the client’s DDK Consultant’s assistance
with determining the client’s financial needs,
investment goals and investment restrictions and
manager’s
periodically
performance. DDK and Baird do not undertake to
provide any other consulting or
investment
advisory services under the DC Program unless
DDK and Baird agree to do so in writing.
DC Managers have varying investment objectives,
styles and strategies, and they may invest a
client’s Account in various types of securities,
which will be chosen by the DC Manager and
which may include mutual funds, ETFs or other
investment products affiliated with the manager
or Baird.
A client that participates in the DC Program is
strongly encouraged to contact the client’s DDK
Consultant or DC Manager on a periodic basis to
investment
discuss:
the Account and
its
Clients are urged to review the DC Manager’s
Form ADV Part 2A Brochure, which should contain
additional important information about the DC
Manager, including information about the DC
20
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Rev. 03/21/2025
Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
the DC Manager’s
the
foregoing when deciding
Manager will only be removed from managing the
client’s DC Program Account upon the manager’s
withdrawal, removal from the DC Program, or the
client’s direction to do so. A client should carefully
consider
to
participate in the DC Program and also consider
whether another Service, such as the DDK
Recommended Managers Service, may be more
appropriate for the client.
performance;
investment
philosophy and style (to determine if the DC
Strategy remains appropriate for the client); any
potential conflicts of interest; and any investment
restrictions the client may wish to impose or
change. A client should also periodically check the
registration status, disciplinary events and other
information regarding the DC Manager, described
on the manager’s Form ADV, which is available on
the SEC's website at www.adviserinfo.sec.gov.
Other SMA Strategy Information
Certain SMA Strategies are available through
multiple Services. The overall cost of an SMA
Strategy and the types and levels of service
provided to a client in connection with an SMA
Strategy will vary depending upon the particular
Service selected by the client. A client should ask
the client’s DDK Consultant whether an SMA
Strategy is available through multiple Programs
and, if so, the client should discuss with the DDK
Consultant the different costs of the Services and
the types and levels of service provided in
connection with the Services. A client is solely
responsible for selecting the Service in which the
client’s Account will participate.
The DC Strategies and DC Managers made
available under the DC Program are subject to
change or removal at any time in Baird’s sole
discretion. Under the terms of the DC Program,
DDK and Baird cannot appoint a replacement
manager or otherwise manage a client’s Account
assets. Given the terms of the DC Program, upon
the withdrawal or removal of an investment
manager from the DC Program, a client’s DC
Program Account will be automatically removed
from the DC Program and the Account will
become an unmanaged brokerage account, unless
the client provides contrary instructions to DDK.
See “Portfolio Manager Selection and Evaluation—
Selection and Evaluation—Baird SMA Network and
for more
Dual Contract Programs” below
information.
UMA Programs
ALIGN UMA Select Portfolios Program
Information about
the DC
Important
investment management
Program. Other
departments of Baird and managers affiliated with
Baird are available to clients under the DC
Program. This presents a conflict of interest. For
more information, see “Additional Information—
Other Financial Industry Affiliations and Activities”
below.
assumes ultimate
responsibility
Under the ALIGN UMA Select Portfolios Program,
Baird and the Overlay Manager manage a client’s
Account with full discretionary authority according
to a proprietary model asset allocation strategy
developed by Baird (each such model, an “ALIGN
UMA Select Portfolio”) that is selected by the
client. The ALIGN UMA Select Portfolios Program
offers model asset allocation portfolios that have
different investment objectives and use different
investment strategies. Each ALIGN UMA Select
Portfolio provides for specific levels of investment
across different asset classes, such as equity
securities, fixed income securities, Non-Traditional
Assets, Alternative Investment Products and cash.
Each Portfolio generally uses mutual funds, ETPs,
primarily ETFs, and SMA Strategies in order to
implement the model asset allocation strategy.
The amount allocated to an asset class or type of
investment varies by Portfolio, and some
Portfolios may have little or no allocation to one
or more asset classes or types of investments
described above.
Baird constructs each ALIGN UMA Select Portfolio
and adjusts the asset allocation of each ALIGN
UMA Select Portfolio from time to time. Baird also
The DC Program is designed to accommodate a
client who wishes to independently select an
investment manager that is not available in the
DDK Recommended Managers Service or BSN
Program to manage the client’s Account. The
client
for
monitoring the client’s DC Program Account and
the DC Manager’s performance. A client’s
appointment and continued retention of a DC
Manager to manage the client’s Account are
based ultimately upon the client’s independent
review of the DC Manager and the DC Manager’s
services. The client ultimately determines that the
DC Strategy to be used in managing the client’s
Account is consistent with the client’s stated
investment objectives and financial needs and risk
tolerance. Once retained by the client, a DC
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
the
investments
Portfolios
Program,
including
strategies,
the
types of
investment manager may use for a client’s
Account, and the risks associated with investing in
the investment manager’s SMA Strategies. Such
brochures are available upon request.
in
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account. Typically, a client
selects
the ALIGN UMA Select Portfolio
appropriate for the client’s Account with the
assistance of the client’s DDK Consultant.
determines the mutual funds, ETPs, or SMA
Strategies that are available in the ALIGN UMA
Select
the
percentage each investment comprises in each
asset class within an ALIGN UMA Select Portfolio.
Baird may remove mutual funds, ETPs, or SMA
Strategies used
the ALIGN UMA Select
Portfolios Program from time to time and replace
them with other investment options. Baird may
make changes to an ALIGN UMA Select Portfolio
from time to time as it deems appropriate and
without providing prior notice to, or obtaining the
consent of, a client.
through an
(“BRM Strategies”)
The ALIGN UMA Select Portfolios Program makes
available: (1) certain mutual funds and ETPs that
Baird determines are eligible
for the UMA
initial and ongoing
Programs
evaluation process (“UMA Recommended Funds”),
which may include Affiliated Funds; (2) certain
strategies
that Baird
determines are eligible for the UMA Programs
through an initial and ongoing evaluation process
(“UMA Recommended SMA Strategies”), which
may include Affiliated SMA Strategies; and (3)
PWM-Managed Portfolios.
specific
information about
and
of
For more
the
investment options made available through the
Program and the level of initial and ongoing
research, evaluation, monitoring and review
performed by Baird on those investment options,
if any, see “Portfolio Manager Selection and
Evaluation—Selection
Evaluation—UMA
Programs” and “Portfolio Manager Selection and
Investment
Evaluation—Methods of Analysis,
Strategies
Loss—Investment
and Risk
Strategies and Methods of Analysis—UMA
Programs” below.
Baird has engaged the Overlay Manager to
provide certain subadvisory services in connection
with the ALIGN UMA Select Portfolios Program.
The ALIGN UMA Select Portfolios Program makes
both Manager-Traded Strategies and Model-
Traded Strategies available to clients. If a client
selects an ALIGN UMA Select Portfolio, the client
authorizes and directs Baird to manage the
client’s Account with full discretionary authority in
accordance with the ALIGN UMA Select Portfolio
selected by the client. The client also authorizes
and directs Baird to appoint the Overlay Manager
to serve as sub-adviser to the client’s Account
and directs the Overlay Manager to manage the
client’s Account in accordance with the ALIGN
UMA Select Portfolio selected by the client and the
terms of the ALIGN UMA Select Program. If an
ALIGN UMA Select Portfolio contains a Model-
Traded Strategy, the client authorizes and directs
the Overlay Manager to manage such SMA
Strategy within the client’s Account with full
discretionary authority in accordance with the
SMA Strategy. If an ALIGN UMA Select Portfolio
contains a Manager-Traded Strategy, the client
authorizes and directs the Overlay Manager to
appoint the applicable investment manager as
sub-adviser, and the client also authorizes and
directs such investment manager to manage such
SMA Strategy within the client’s Account with full
discretionary authority in accordance with the
SMA Strategy.
Investment managers participating in the ALIGN
UMA Select Portfolios Program have varying
investment objectives, styles and strategies, and
they may invest a client’s Account in various
types of securities, which will be chosen by the
investment manager and which may include
mutual funds, ETFs or other investment products
affiliated with the manager or Baird.
implement
the
investment manager,
Clients are urged to review the investment
manager’s Form ADV Part 2A Brochure, which
should contain additional important information
about
including
investment manager’s
information about the
If an ALIGN UMA Select Portfolio contains a
Model-Traded Strategy, the Overlay Manager will
typically
the Model Portfolio as
proposed by the Model Provider. However, since
the Overlay Manager has discretionary authority
over the applicable portion of the client’s Account,
the Overlay Manager may implement the Model
Portfolio differently than proposed by the Model
Provider if the Overlay Manager determines such
action to be necessary and in the client’s best
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Portfolios. This presents a conflict of interest. For
more information, see “Additional Information—
Other Financial Industry Affiliations and Activities”
below.
periodically
discuss
interest. A client should note that DDK and Baird
do not monitor or ascertain whether the Overlay
Manager is fully and faithfully implementing the
Model Portfolio on a continuous basis. The client
should
the Account’s
performance with the client’s DDK Consultant.
Unified Advisory Select Portfolios Program
Assets,
Alternative
strategy,
client
selects
Information—Trading
Certain managers of Model-Traded Strategies
offered
through the Overlay Manager have
adopted trade rotation policies that allow them to
send Model Portfolio updates to the Overlay
Manager after they have implemented the Model
Portfolio updates for client accounts managed by
them or after they have otherwise completed
trading for those accounts. As a result, the
performance of a DDK client Account pursuing a
Model Portfolio strategy offered by those Model
Providers will differ, perhaps in a materially
negative manner, from the performance of client
accounts managed by those Model Providers. See
“Additional Service
for
Client Accounts—Trading Practices of Investment
Managers” below for more information.
Under the UAS Portfolios Program, Baird and the
Overlay Manager generally manage a client’s
Account on a non-discretionary basis according to
a custom model asset allocation strategy (each
such model, a “UAS Portfolio”) that is selected by
the client. UAS Portfolios involve the use of
various different investment strategies because
they are customized for each client. A UAS
Portfolio provides a client with a customized level
of investment across different asset classes, such
as equity securities, fixed income securities, Non-
Traditional
Investment
Products and cash. To implement the asset
allocation
the
a
investments for the Account from among those
mutual funds, ETPs, SMA Strategies and PWM-
Managed Portfolios that Baird has determined are
eligible for use in the Program.
that option, a
client grants
If a portion of client’s ALIGN UMA Select Portfolios
Account is managed by an Other Manager, the
client should understand that: DDK and Baird do
not manage such portion of the Account and do
not otherwise have any influence over the Other
Manager’s
investment decisions or securities
selections, and therefore, DDK and Baird are not
responsible for the decisions made by the Other
Manager; and DDK and Baird do not provide any
recommendation or investment advice regarding
the purchase or sale of investment products made
for such portion of the client’s Account.
The UAS Portfolios Program also makes available
a discretionary management option, whereby a
client grants discretionary investment authority
over the client’s UAS Program Account to Baird
and a DDK Consultant who has been approved by
Baird to manage client accounts in the UAS
Portfolios Program (a “UAS Manager”). If a client
selects
full
discretionary authority and management of the
client’s Account to Baird and the client’s UAS
Manager. A client’s UAS Manager will manage the
client’s Account on a discretionary basis according
to the UAS Portfolio strategy selected by the client
by investing Account assets in various mutual
funds, ETPs, SMA Strategies and PWM-Managed
Portfolios that Baird has determined are eligible
for use in the Program.
for
Funds, which may
A client participating in the ALIGN UMA Select
Program gives the Overlay Manager and Baird the
authority to replace investments in a client’s
Account, rebalance a client’s Account assets to be
consistent with the client’s chosen asset allocation
strategy, or engage in tax management strategies
in certain circumstances. See “Additional Service
the
Information—Special Considerations
Programs” and “Additional Service Information—
Tax Management” below for more information.
Information about Affiliated
Important
Products. Some of the investment services and
products offered by Riverfront, and mutual funds
offered by the Baird Funds, both of which are
affiliated with Baird, have been selected by Baird
in certain ALIGN UMA Select
for
inclusion
The UAS Portfolios Program makes available two
categories of mutual funds and ETPs: (1) UMA
Recommended
include
Affiliated Funds, that Baird determines are eligible
for the UMA Programs through an initial and
ongoing evaluation process; and (2) certain other
mutual funds and ETPs that Baird makes available
under the UAS Program through a significantly
less rigorous evaluation process compared to the
UMA Recommended Funds
(“UAS Available
Funds”), which may include Affiliated Funds.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
to
and
Similarly, the UAS Portfolios Program makes
available two categories of SMA Strategies: (1)
UMA Recommended SMA Strategies, which may
include Affiliated SMA Strategies, that Baird
determines are eligible for the UMA Programs
through an initial and ongoing evaluation process;
and (2) certain SMA Strategies made available by
certain managers (“UAS Available Managers”)
through the Overlay Manager that Baird makes
available under the UAS Program through a
less rigorous evaluation process
significantly
compared
the UMA Recommended SMA
Strategies (“UAS Available SMA Strategies”),
which may include Affiliated SMA Strategies.
Strategies that are not affiliated with Baird. To be
included in the UAS Available Fund lineup or the
UAS Available SMA Strategy lineup, an Affiliated
Fund or Affiliated SMA Strategy, respectively, only
needs to meet certain limited criteria. For more
specific information about the investment options
made available through the Program and the level
of
initial and ongoing research, evaluation,
monitoring and review performed by Baird on
those investment options, if any, see “Portfolio
Manager Selection and Evaluation—Selection and
Evaluation—UMA
“Portfolio
Programs”
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Investment Strategies and Methods of
Analysis—UMA Programs” below.
A client retaining discretion over the client’s UAS
Program Account should only select UAS Available
Funds or UAS Available SMA Strategies if the
client wishes to take more responsibility for
the client’s UAS
managing and monitoring
Program Account, the UMA Recommended Funds
and UMA Recommended SMA Strategies do not
meet the client’s particular needs, and the client
understands the risks of doing so.
Investment managers participating in the UAS
Portfolios Program have varying
investment
objectives, styles and strategies, and they may
invest a client’s Account in various types of
securities, which will be chosen by the investment
manager and which may include mutual funds,
ETFs or other investment products affiliated with
the manager or Baird.
If a client has not selected the discretionary
management option of the UAS Program, the
client should note that: (1) the UAS Available
Funds and UAS Available SMA Strategies are
made available to accommodate a client who
wishes to independently select investments that
are not on a Baird recommended list for the
client’s Account; (2) DDK and Baird do not make
any recommendation to clients regarding any UAS
Available Fund or UAS Available SMA Strategy and
DDK and Baird do not select any investments for
the client’s UAS Program Account; and (3) DDK
and Baird do not make any representation to
clients regarding any UAS Available Manager’s
qualifications as an investment adviser or abilities
to manage client assets. If a client has selected
the discretionary option of the UAS Program, the
client should note that the client’s UAS Manager
may use UAS Available Funds and UAS Available
SMA Strategies for the client’s UAS Program
if the UAS Manager believes such
Account
investments are consistent with the client’s
investment objectives, risk tolerance and in the
client’s best interest.
the
investment manager,
the
Clients are urged to review the investment
manager’s Form ADV Part 2A Brochure, which
should contain additional important information
including
about
investment manager’s
information about the
strategies,
the
investments
types of
investment manager may use for a client’s
Account, and the risks associated with investing in
the investment manager’s SMA Strategies. Such
brochures are available upon request.
and
selects
the UAS
Some of the services provided under this Program
may be provided to a client by a DDK Consultant
assigned to the client’s Account. Typically, a client
develops
Portfolio
appropriate for the client’s Account with the
assistance of the client’s DDK Consultant. If the
client has selected the discretionary management
When Affiliated Funds are included in the UMA
Recommended Funds lineup, and when Affiliated
in
SMA Strategies are
the UMA
included
Recommended SMA Strategies
lineup, those
Affiliated Funds and Affiliated SMA Strategies are
subject to the same eligibility standards that are
imposed upon mutual funds, ETFs and SMA
Strategies that are not affiliated with Baird.
However, when Affiliated Funds are included in
the UAS Available Funds lineup, and when
Affiliated SMA Strategies are included in the UAS
Available SMA Strategies lineup, those Affiliated
Funds and Affiliated SMA Strategies are not
subject to the same eligibility standards that are
imposed upon mutual funds, ETFs and SMA
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
option of the Program, Baird and the DDK
Consultant, acting as UAS Manager, will manage
the client’s Account.
Information—Trading
Certain managers of Model-Traded Strategies
offered
through the Overlay Manager have
adopted trade rotation policies that allow them to
send Model Portfolio updates to the Overlay
Manager after they have implemented the Model
Portfolio updates for client accounts managed by
them or after they have otherwise completed
trading for those accounts. As a result, the
performance of a DDK client Account pursuing a
Model Portfolio strategy offered by those Model
Providers will differ, perhaps in a materially
negative manner, from the performance of client
accounts managed by those Model Providers. See
“Additional Service
for
Client Accounts—Trading Practices of Investment
Managers” below for more information.
and Baird
not
provide
Baird has engaged the Overlay Manager to
provide certain subadvisory services in connection
with the UAS Select Portfolios Program. The UAS
Portfolios Program makes both Manager-Traded
Strategies and Model-Traded Strategies available
to clients. If a client selects a UAS Portfolio, the
client authorizes and directs Baird to manage the
client’s Account in accordance with the UAS
Portfolio selected by the client and the terms of
the UAS Program. The client also authorizes and
directs Baird to appoint the Overlay Manager to
serve as sub-adviser to the client’s Account and
directs the Overlay Manager to manage the
client’s Account in accordance with the UAS
Portfolio selected by the client and the terms of
the UAS Program. If a UAS Portfolio contains a
Model-Traded Strategy, the client authorizes and
directs the Overlay Manager to manage such SMA
Strategy within the client’s Account with full
discretionary authority in accordance with the
SMA Strategy. If a UAS Portfolio contains a
Manager-Traded Strategy, the client authorizes
and directs the Overlay Manager to appoint the
applicable investment manager as sub-adviser,
and the client also authorizes and directs such
investment manager
to manage such SMA
Strategy within the client’s Account with full
discretionary authority in accordance with the
SMA Strategy. If a UAS Portfolio contains a PWM-
Managed Portfolio, the client authorizes and
directs Baird to manage such PWM-Managed
Portfolio within the client’s Account with full
discretionary authority in accordance with the
PWM-Managed Portfolio.
If a portion of client’s UAS Program Account is
managed by an Other Manager, the client should
understand that: DDK and Baird do not manage
such portion of the Account and do not otherwise
have any influence over the Other Manager’s
investment decisions or securities selections, and
therefore, DDK and Baird are not responsible for
the decisions made by the Other Manager; and
DDK
any
do
recommendation or investment advice regarding
the purchase or sale of investment products made
for such portion of the client’s Account; and if the
client has not
the discretionary
selected
management option of the Program, DDK and
Baird only provide
the client with certain
consulting services, which may include the client’s
DDK Consultant’s assistance with determining the
client’s financial needs, investment goals and
investment restrictions and periodically reviewing
the manager’s performance. DDK and Baird do
not undertake to provide any other consulting or
investment advisory services under this Program
unless DDK and Baird agree to do so in writing.
the
periodically
discuss
A client that selects a UAS Available SMA is
strongly encouraged to contact the client’s DDK
Consultant or investment manager on a periodic
basis to discuss: the Account and its investment
performance;
investment manager’s
investment philosophy and style (to determine if
the UAS Available SMA remains appropriate for
the client); any potential conflicts of interest; and
any investment restrictions the client may wish to
impose or change. A client should also periodically
check the registration status, disciplinary events
and other information regarding the investment
manager, described on the manager’s Form ADV,
If a UAS Portfolio contains a Model-Traded
Strategy, the Overlay Manager will typically
implement the Model Portfolio as proposed by the
Model Provider. However, since the Overlay
Manager has discretionary authority over the
applicable portion of the client’s Account, the
Overlay Manager may implement the Model
Portfolio differently than proposed by the Model
Provider if the Overlay Manager determines such
action to be necessary and in the client’s best
interest. A client should note that DDK and Baird
do not monitor or ascertain whether the Overlay
Manager is fully and faithfully implementing the
Model Portfolio on a continuous basis. The client
the Account’s
should
performance with the client’s DDK Consultant.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
which is available on the SEC's website at
www.adviserinfo.sec.gov.
Baird constructs each PWM-Managed Portfolio and
may make changes to a PWM-Managed Portfolio
from time to time as it deems appropriate and
without providing prior notice to, or obtaining the
consent of, a client.
client’s
independent
review of
for
A client participating
in the UAS Portfolios
Program gives the Overlay Manager and Baird the
authority to replace investments in a client’s
Account, rebalance a client’s Account assets to be
consistent with the client’s chosen asset allocation
strategy or engage in tax management strategies
in certain circumstances. See “Additional Service
the
Information—Special Considerations
Programs” and “Additional Service Information—
Tax Management” below for more information.
If a client has not selected the discretionary
management option of the UAS Program, it is
important to note that: the UAS Available Funds
and UAS Available SMA Strategies are made
available to accommodate a client who wishes to
independently select investments that are not on
a Baird recommended list for the client’s Account;
the client assumes ultimate responsibility for
monitoring each UAS Available Fund and UAS
Available SMA Strategy and
the manager’s
performance; the client’s selection and continued
holding of a UAS Available Fund or a UAS
Available SMA Strategy are based ultimately upon
the
such
investment; the client ultimately determines that
each UAS Available Fund and UAS Available SMA
Strategy in the client’s Account is consistent with
the client’s stated investment objectives and
financial needs and risk tolerance; and once an
investment is made by the client, the investment
will only be removed from the client’s Account
upon the manager’s withdrawal, removal of the
investment from the Program, or the client’s
direction to do so. A client should carefully
consider the foregoing when deciding to select a
UAS Available Fund or UAS Available SMA
Strategy or when deciding to participate in the
UAS Program and also consider whether another
mutual fund, ETF, SMA Strategy or Service may
be more appropriate for the client.
full discretionary authority
SMA Strategy Information
If a client has not selected the discretionary
management option of the Program, the client
retains discretionary authority over the selection
of mutual funds, ETFs, SMA Strategies and PWM-
Managed Portfolios for the Account. However, by
selecting an SMA Strategy or PWM-Managed
Portfolio, the client authorizes and directs Baird,
the Overlay Manager and the client’s investment
manager, as applicable, to manage each SMA
Strategy or PWM-Managed Portfolio portion of the
in
Account with
accordance with the SMA Strategy or PWM-
Managed Portfolio selected by the client.
If a client has selected
the discretionary
the UAS Portfolios
management option of
Program, the client should note that Baird may
remove any UAS Manager or strategy from the
UAS Portfolios Program at any time and transfer
responsibility of a
day-to-day management
client’s Account to another UAS Manager or
another DDK Consultant or Baird Financial Advisor
at any time without providing prior notice to, or
obtaining the consent of, a client.
Certain SMA Strategies are available through
multiple Services. The overall cost of an SMA
Strategy and the types and levels of service
provided to a client in connection with an SMA
Strategy will vary depending upon the particular
Service selected by the client. A client should ask
the client’s DDK Consultant whether an SMA
Strategy is available through multiple Programs
and, if so, the client should discuss with the DDK
Consultant the different costs of the Services and
the types and levels of service provided in
connection with the Services. A client is solely
responsible for selecting the Service in which the
client’s Account will participate.
Program.
Other
departments
of Baird,
Additional Service Information
Investment Discretion
Investment Selection and Trading
Authorizations
the UAS
Important Information about
investment
Portfolios
management
and
managers, mutual funds and ETFs affiliated with
Baird are available to clients under the UAS
Portfolios Program. This presents a conflict of
interest. For more information, see “Additional
Information—Other Financial Industry Affiliations
and Activities” below.
A client
retains complete discretion over
investment selection and trading decisions with
respect to assets in a client’s Non-Discretionary
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
for
buying,
holding,
Service Accounts, and DDK and Baird will only
execute transactions for such Accounts pursuant
to the client’s instruction or authorization.
If a client’s Account participates in a Discretionary
Service, the client’s advisory agreement provides
Baird and the client’s DDK Consultant, as
applicable, discretionary authority to manage the
assets in the client’s Account in accordance with
the terms of the Service selected by the client.
the client. Pursuant
a
If a client’s Account participates in the DDK
Recommended Managers Service, the client’s
advisory agreement provides Baird and the
client’s DDK Consultant discretionary authority to
appoint investment managers to manage the
client’s Account and to terminate or replace
investment managers for the client’s Account for
any reason without prior notice to the client. If
DDK or Baird terminates an investment manager
from management
client’s DDK
of
Recommended Managers Service Account, the
client’s advisory agreement provides DDK and
Baird discretionary authority to manage the
assets in the client’s Account until a replacement
investment manager is selected or alternative
arrangements are made for the management of
the client’s assets.
authority to determine the amount, type and
timing
exchanging,
converting and selling securities and other assets
for the client’s Account, subject to the terms of
the Service selected by the client. The client’s
advisory agreement also grants to DDK, Baird,
the client’s DDK Consultant and the client’s
investment manager, as applicable, complete and
unlimited trading authorization and appoints them
as the client’s agents and attorneys-in-fact to
manage the assets in the client’s Account on the
client’s behalf, subject to the terms of the Service
to such
selected by
authorization and powers of attorney, DDK, Baird,
the client’s DDK Consultant and the client’s
investment manager may, in their sole discretion
and at the client’s risk, purchase, sell, exchange,
convert and otherwise trade the securities and
other assets in the client’s Account, as well as
arrange for delivery and payment in connection
with the above, and act on the client’s behalf in
all matters necessary or incidental to the handling
of the client’s Account without prior notice to the
client. Such trading authorizations and powers of
attorney, whether granted to DDK, Baird, the
client’s DDK Consultant or the client’s investment
manager, shall remain in full force and effect until
terminated by the client, the client’s investment
manager, DDK or Baird.
include
If a client’s Account participates in an SMA
Service, the client’s advisory agreement provides
the investment manager selected to manage the
client’s Account, which may
an
Implementation Manager, discretionary authority
to manage the assets in the client’s Account in
accordance with the terms of the SMA Service
selected by the client.
If a client’s Account participates in a UMA
Program, the client provides Baird, the client’s
UAS Manager, the Overlay Manager and the
client’s
investment manager, as applicable,
discretionary authority to manage the assets in
the client’s Account in accordance with the terms
of the UMA Program selected by the client.
Orders for the purchase and sale of securities in a
client’s Discretionary Service Accounts will
generally be executed by Baird, in its capacity as
broker-dealer, as further described under the
heading “Trading for Client Accounts” below,
unless Baird’s duty to seek to obtain best
execution otherwise requires or unless the client
has provided other instructions to Baird in writing.
DDK and Baird do not have discretionary
authority over the assets in a client’s SMAs or
UMAs that are managed by an Other Manager and
cannot purchase or sell such assets without the
consent of the client or such Other Manager. The
investment manager for a client’s SMAs or UMAs
may initiate securities transactions through Baird,
in its capacity as broker-dealer, as further
described under the heading “Trading for Client
Accounts” below, subject to the manager’s duty to
seek to obtain best execution, or unless a client
has provided other instructions in writing. Baird,
as broker-dealer, will rely upon any such
instructions of any investment managers selected
to manage the client’s Account.
If a client grants discretionary authority over the
client’s Account to DDK, Baird, the client’s DDK
Consultant or the client’s investment manager,
the client’s advisory agreement authorizes DDK,
Baird, the client’s DDK Consultant and the client’s
investment manager, as applicable, to manage
the client’s Account and to make investment
decisions for the client’s Account, with the
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Account may not flow through to the securities
owned by that investment vehicle.
and
any Other Manager
Should a client wish to impose or modify existing
restrictions, or the client’s financial condition or
investment objectives have changed, the client
should contact the client’s DDK Consultant.
Affiliated Investment Products
If a client participates in an SMA Service or UMA
Program, the client authorizes DDK and Baird to
the Overlay
share client’s
information with
or
Manager
Implementation Manager managing the client’s
Account. The client also authorizes and directs
DDK and Baird to transmit to the Overlay
Manager and any such Other Manager or
Implementation Manager any instructions that the
client may provide to DDK or Baird to the extent
necessary to carry out the client’s instructions.
Client Investment Restrictions
investment
restrictions on
including
DDK, Baird and Baird’s affiliates may use the
discretionary authority granted to them by a
client to invest the client’s Account in investment
products affiliated with Baird or that pay fees to
Baird or to any of its affiliates for investment
advisory or other services they provide (“affiliated
investment products”). Baird and its affiliates may
receive fees or other compensation related to
such investments made by the client.
The Discretionary and the SMA Services and the
UMA Programs offer a client the ability to impose
the
reasonable
the
management of an Account,
designation of particular securities or types of
securities that should not be purchased for the
client’s Account, but a client may not require that
particular funds or securities (or
types) be
purchased for the client’s Account. Reasonable
investment restrictions requested by a client will
apply only to those assets over which DDK, Baird
or a client’s investment manager has discretion.
investments
to
those
DDK may also offer clients a socially responsible
investing (“SRI”) service, which assists a client in
restricting
that are
consistent with the client’s social investment
guidelines or objectives. Clients electing the SRI
service generally bear the cost of the SRI service
as it is generally included in the Advisory Fee.
to
invest
in affiliated
accounts without
restrictions
By signing an advisory agreement with DDK, a
client consents to DDK, Baird and Baird’s affiliates
investing all or a portion of the client’s Account in
affiliated investment products. The amount of fees
received by Baird and its affiliates is generally
described in the prospectus or other offering or
disclosure documents for the investment product.
Additional information is also available on Baird’s
website at bairdwealth.com/retailinvestor. DDK,
Baird and Baird’s affiliates will use
their
discretionary authority to invest the client’s
Account in affiliated investment products when
they determine it to be in the client’s best interest
to do so. Generally, the criteria used by them in
deciding
investment
products are the same as those used in deciding
to invest a client’s assets in investment products
unaffiliated with Baird. For more information
about the criteria used by DDK and Baird, clients
should review the section of the Brochure entitled
“Portfolio Manager Selection and Evaluation”
below. For more information about the criteria
used by Baird’s affiliates, clients should review
the affiliate’s Form ADV Part 2A Brochure. A
client’s consent may be revoked at any time.
Other Managers may use
the discretionary
authority granted to them by a client to invest the
client’s Account in investment products affiliated
with the Other Manager or that pay fees to the
Other Manager or to any of its affiliates for
investment advisory or other services they
provide.
In the event that a client’s Account is restricted
from investing in certain securities, DDK, Baird or
the client’s investment manager, as applicable,
will select such other replacement securities, if
any, as they deem appropriate. Accounts with
investment restrictions may perform differently
from
and
performance may be poorer. In addition, in the
event there is a change in the classification or
credit rating of a security held in the client’s
Account, a client’s investment restrictions may
force DDK, Baird or the client’s investment
manager to sell such security at an inopportune
time, possibly negatively
impacting Account
performance and causing the client’s Account to
realize taxable gains or losses, which could be
significant. A client should also be aware that, if
the client’s Account holds any investment vehicle
(such as a mutual fund or ETF), any investment
restrictions the client places on the client’s
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Advisory Class Shares issued by the same fund,
or, if an appropriate non-Advisory Class Shares is
not available, DDK and Baird may redeem or sell
such Advisory Class Shares.
Trading for Client Accounts
DDK’s and Baird’s Trading Practices
Placement of Client Trade Orders
By signing an advisory agreement with DDK, a
client consents to each Other Manager managing
client’s Account investing all or a portion of the
client’s Account in investment products that pay
advisory or other fees to the Other Manager or its
affiliates. Each Other Manager is responsible for
providing to the client information about the
amount of fees received by the Other Manager
and its affiliates and the criteria used by the
Other Manager in deciding to invest in products
affiliated with the Other Manager. A client should
contact the Other Manager and review the Other
Manager’s Form ADV Part 2A Brochure for more
information. A client’s consent may be revoked at
any time.
Investment Policy Statements
DDK and Baird will not review, monitor, accept or
adhere to an investment policy statement or
similar document that was not prepared by DDK
or Baird, unless they otherwise specifically agree
to do so in writing. Adherence to any such
investment policy statement or similar document
is solely a client’s responsibility.
Conversion, Exchange or Sale of Certain
Investments
(collectively,
DDK and Baird will select the broker-dealers that
will execute trade orders for Non-Discretionary
Accounts and with respect to Accounts that are
managed directly by DDK or Baird unless the
client has provided instructions to DDK to the
contrary. As investment adviser, DDK and Baird
have an obligation to seek “best execution” of
client trade orders. “Best execution” means that
they must place client trade orders with those
broker-dealers that they believe are capable of
providing the best qualitative execution of client
trade orders under the circumstances, taking into
account the full range and quality of the services
offered by the broker-dealer, including the value
of the research provided (if any), the broker-
dealer’s execution capabilities, the cost of the
trade, the broker-dealer’s financial responsibility,
and its responsiveness to DDK and Baird. It is
important to note that DDK’s and Baird’s best
execution obligation does not require them to
solicit competitive bids for each transaction or to
seek the lowest available cost of trade orders, so
long as they reasonably believe that the broker-
dealer selected can be reasonably expected to
provide clients with the best qualitative execution
under the circumstances.
institutional
class
shares,
transactions. For
By participating in a Service, a client authorizes
DDK and Baird to convert or exchange any shares
of investment funds, such as mutual funds, ETFs,
closed-end funds, unit investment trusts (“UITs”),
Complex Investment Products, and other similar
investment pools
“Investment
Funds”) held in the client’s Account to a class of
shares of the same fund, such as advisory class
shares,
financial
intermediary class shares, or another class of
shares primarily designed for use in advisory
programs (collectively, “Advisory Class Shares”),
to the extent made available by the mutual fund
or other Investment Fund in accordance with
policies established by Baird from time to time,
including, without limitation the Mutual Fund
Share Class Policy that is described below.
Because a client does not pay commissions to
Baird when Baird, acting as broker-dealer,
executes a client’s trade orders, and because a
client may incur commission costs in addition to
the Advisory Fee if trade orders were to be
executed by another broker-dealer firm, clients
generally receive a cost advantage whenever
Baird executes client
this
reason, and given Baird’s execution capabilities as
broker-dealer, DDK expects
that Baird will
generally execute trade orders, as broker-dealer,
for Non-Discretionary Accounts and the client’s
Accounts that are directly managed by DDK or
Baird.
that may require DDK or Baird,
A client should understand that, the client may
not hold Advisory Class Shares in a non-Advisory
Account and that the client may not be able to
hold certain Advisory Class Shares in an account
held at another firm. Upon the termination of a
Service for an Account or the closure of an
Account for any reason, DDK and Baird may
convert or exchange the Advisory Class Shares
held in the Account to an appropriate non-
However, in some instances, circumstances may
arise
in
compliance with their best execution obligations
to a client, to place a client’s trade order with a
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
average price received by a client may be higher
or lower than the price the client may have
received had the transaction been effected for the
client independently from the block transaction.
in
firm other than Baird. If they place trade orders
for the client’s Account for execution by a firm
other than Baird, and the other firm imposes a
commission or equivalent fee on the trade
(including a commission imbedded in the price of
the investment), the client will incur trading costs
in addition to the Advisory Fee.
Trade Aggregation, Allocation and Rotation
Practices
treatment over
DDK and Baird may aggregate contemporaneous
buy and sell orders for the accounts over which
they have discretionary authority (a practice also
known as bunching trades or block transactions).
This practice may enable them to obtain more
favorable execution, including better pricing and
enhanced investment opportunities, than would
otherwise be available
if orders were not
aggregated. Using block transactions may also
assist them in potentially avoiding an adverse
effect on the price of a security that could result
from simultaneously placing a number of
separate, successive or competing, client orders.
The amount of securities available
the
marketplace, at a particular price at a particular
time, may not satisfy the needs of all clients
participating in a block transaction and may be
insufficient to provide full allocation across all
client accounts. To address this possibility, Baird
has adopted
trade allocation policies and
procedures that are designed to make securities
allocations to discretionary client accounts in a
manner such that all such clients receive fair and
equitable
time. If a block
transaction cannot be executed in full at the same
price or time, the securities actually purchased or
sold by the close of each business day will
generally be allocated pro rata among the clients
participating in the block transaction. However,
DDK may also make random allocations to client
accounts in certain circumstances, such as when
Baird deems a partial fill for the total block order
to be low. Adjustments may also be made to
avoid a nominal allocation to client accounts.
under
their
direct
favorable net price
When DDK is not able to aggregate trades, DDK
generally uses a trade rotation process that is
designed to be fair and equitable to its advisory
clients over time. However, a client should be
aware that DDK’s trade rotation practices may at
times result in a transaction being effected for the
client’s Account that occurs near or at the end of
the rotation and, in such event, client’s trade
orders will significantly bear the market price
impact, if any, of those trades executed earlier in
the rotation, and, as a result, the client may
receive a
for the
less
applicable trade.
into
consideration
account
DDK and Baird generally aggregate buy and sell
orders when executing trades for client account
assets
discretionary
management when they have the opportunity to
do so. When utilizing block transactions, DDK and
Baird generally aggregate a client’s trade orders
with trade orders for clients who are participating
in the same Service and pursuing the same model
portfolio or strategy. In some cases, DDK or Baird
may aggregate a client’s trade orders with trade
orders for other advisory clients who are not
participants in the Services described in this
Brochure. However, DDK and Baird determine
whether or not to utilize block transactions for a
client in their sole discretion and DDK’s and
Baird’s decision is subject to their duty to seek
best execution. In determining the amount to be
allocated to an account, if any, DDK and Baird
take
specific
investment restrictions, undesirable position size,
account portfolio weightings, client tax status,
client cash positions and client preferences.
All advisory clients participating
in a block
transaction will receive the same execution price
for the security bought or sold. Average prices
may be used when allocating purchases and sales
to a client’s Account because such securities may
be purchased and sold at different prices in a
series of block transactions. As a result, the
Notwithstanding the foregoing, if an aggregated
trade order involves fixed income securities, DDK
and Baird may allocate the securities based on
the needs of client accounts. In addition, DDK and
Baird will at times place aggregated trade orders
for fixed income securities prior to determining
how the aggregated trade order will be allocated
to client accounts. In those instances when an
aggregated trade order for fixed income securities
is placed prior to determining client allocations or
when such trade order is only partially filled, DDK
or Baird will seek to allocate trades in manner
intended to be fair and equitable to applicable
clients over time. Furthermore, when a trade
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
income securities
order for fixed income securities is only partially
filled, DDK and Baird may place orders for other
fixed
that have similar
characteristics, such as issuer name, structure,
credit rating, or market sector.
not include such client trade orders in its trade
rotation process and that DDK will generally place
the client’s trade orders with the directed broker-
dealer after DDK completes its trading for other
DDK client accounts. The client’s trade orders will
significantly bear the market price impact, if any,
of those trades executed earlier in DDK’s rotation.
As a result, the client may receive a less favorable
net price for the trade.
Because DDK and Baird are unable to buy or sell
any security for a client’s Non-Discretionary
Accounts without the client’s authorization, DDK
and Baird generally do not aggregate or bunch
trades for those Accounts with the same or similar
trades for other client accounts. Because similar
orders for the client and DDK’s or Baird’s other
clients may be placed and filled at different times,
the client may buy or sell securities at prices that
are different from the prices obtained by other
clients who received the same or similar advice
from DDK or Baird.
Directed Brokerage Arrangements
interest
If a client directs DDK to use a particular broker-
dealer, and if the particular broker-dealer referred
the client to DDK or if the particular broker-dealer
refers other clients to DDK or Baird in the future,
DDK and Baird may benefit from the client’s
directed brokerage arrangement. Because of
these potential benefits, DDK and Baird may have
an economic interest in having the client continue
the directed brokerage arrangement. The benefits
that DDK and Baird receive conflict with the
client’s
in having DDK or Baird
recommend that the client utilize another broker-
dealer to execute some or all transactions for the
client’s Account.
Before directing DDK to use a particular broker-
dealer, a client should carefully consider the
possible costs or disadvantages of directed
brokerage arrangements.
Cross Trading Involving Advisory Accounts
to
be
directed
best
execution
for
the
the purchase of
DDK generally does not in engage in cross
transactions, including agency cross transactions,
except in limited instances such as when clients
buy or sell variable rate demand obligations which
are also known as “put bonds”. When DDK
believes that the transaction is consistent with
each client’s best
interest, DDK, acting as
investment manager, may cause (or in the case
of Non-Discretionary accounts, recommend) the
sale of securities from the account of an advisory
client while at or about the same time causing
(or, in the case of Non-Discretionary accounts,
the same
recommending)
securities for the account of another DDK advisory
client. Such transactions may have the benefit of
reducing transaction and market impact costs.
In some cases, a client may direct DDK to use a
particular broker-dealer for execution of the
client’s trade orders (a “directed brokerage
arrangement”), and DDK may agree to the
arrangement. This may occur when a client’s
Account is held at another broker-dealer firm and
a client directs DDK to execute trades through
such firm, or when a client’s Retirement Account
or other account is maintained on a platform
operated and managed by a
third party
unaffiliated with DDK or Baird and trades must be
executed through that platform. A client should
understand that DDK and Baird consider such
arrangements
brokerage
arrangements. A client should also understand
that if the client has a directed brokerage
arrangement, DDK and Baird may be unable to
achieve
client’s
transactions. A client should note that any costs
related to the directed brokerage arrangement
are not included in the Advisory Fee and that the
client will be solely responsible for monitoring,
evaluating and reviewing the arrangement with
the directed broker-dealer and paying any
commissions or markups or markdowns or other
costs imposed by the directed broker-dealer. A
client should also note that DDK generally will not
aggregate the client’s directed brokerage trade
orders with orders for other DDK clients. As a
result, a client’s transaction costs may be higher
because the client will not benefit from any
volume discounts or other reduced transaction
costs that DDK may obtain for its other clients. A
client should further note that DDK generally will
In such cases, because Baird is acting as
investment adviser for both buyer and seller,
Baird is subject to potentially conflicting interests
in causing (or recommending) the transactions.
Also, because Baird is acting as investment
adviser for both buyer and seller, transaction
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
the
investment manager,
prices may be determined more by reference to
market information or dealer indications for the
securities involved, and less through the type of
independent arms-length negotiation that might
otherwise occur. Baird has adopted internal
policies and procedures that require DDK and
Baird to obtain approval of Baird’s Compliance
Department before affecting a cross trade.
Trade Error Correction
manage institutional and other accounts not part
of a wrap
fee program. In the event an
investment manager purchases or sells a security
for all accounts using a particular SMA Strategy
offered by
the
investment manager may have to potentially
effect similar transactions through a number of
different broker-dealers. In some cases, to
address this situation, investment managers may
decide to aggregate all such client transactions
into a block trade that is executed through one
broker-dealer. This practice may enable the
investment manager to obtain more favorable
execution, including better pricing and enhanced
investment opportunities, than would otherwise
be available if orders were not aggregated. Using
block transactions may also assist the investment
manager in potentially avoiding an adverse effect
on the price of a security that could result from
simultaneously placing a number of separate,
successive or competing client orders. However,
as it pertains to DDK clients, this practice may
result in “trading away” from Baird, which is more
fully described below.
It is Baird’s policy that if there is a trade error for
which DDK or Baird is responsible, DDK or Baird
facts and
will take actions, based on the
circumstances surrounding the error, to put the
client’s Account in the position that it would have
been in as if the error had not occurred, including
by adjusting or reversing the transaction, entering
an offsetting transaction, or other methods that
may be deemed appropriate by Baird. Errors
caused by DDK or Baird will be corrected at no
cost to client’s Account, with the client’s Account
not recognizing any loss from the error. DDK and
Baird may net gains and losses from a single error
event involving more than one transaction in a
security or transactions in multiple securities. The
client’s Account will be fully compensated for any
losses incurred as a result of an error event. If
the trade error results in a gain, the gain may be
retained by Baird but such gain is not given to or
shared with any DDK or Baird associate.
in
the
DDK and Baird offer many services and, from
time to time, may have other clients in other
programs trading in opposition to a client. To
avoid favoring one client over another client,
Baird attempts to use objective market data in
the correction of any trading errors.
information
Alternatively, an investment manager may utilize
a trade rotation process where one group of
clients may have a transaction effected before or
after another group of the investment manager’s
clients. A client should be aware that an
investment manager’s trade rotation practices
may at times result in a transaction being effected
for the client’s Account that occurs near or at the
end of the investment manager’s rotation and, in
such event, client’s trade orders will significantly
bear the market price impact, if any, of those
trades executed earlier
investment
manager’s rotation, and, as a result, the client
may receive a less favorable net price for the
regarding an
trade. Additional
investment manager’s trade rotation policies, if
any, is available in the investment manager’s
Form ADV Part 2A Brochure.
If a client’s Account is managed by an Other
Manager, the client should review the Other
Manager’s Brochure and contact
the Other
Manager for information about how the Other
Manager corrects trade errors.
Trading Practices of Investment Managers
If a client’s Account or a portion thereof is
managed by an investment manager, the client
should note that, like Baird, such investment
manager has a duty to seek best execution for
the client’s Account.
on
website
Investment managers may participate in other
wrap fee programs sponsored by firms other than
Baird. In addition, investment managers may
Certain Model Providers have adopted trade
rotation policies that allow them to send Model
Portfolio updates to the Overlay Manager after
they have
implemented the Model Portfolio
updates for client accounts managed by them or
after they have otherwise completed trading for
those accounts. The Overlay Manager has
provided to Baird a list of Model Providers that
have such trade rotation policies, which list is
at
Baird’s
available
bairdwealth.com/retailinvestor. A DDK client
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
if the manager determines that it must do so to
comply with its best execution obligations. This
practice is frequently referred to as “trading
away” and these types of trades are frequently
called “step out trades”. A client’s trade order so
executed is then cleared and settled through
Baird in what is frequently referred to as a “step
in”.
the other
In some instances, step out trades are executed
by
firm without any additional
commission or markup or markdown, but in other
instances, the executing firm may impose a
commission or a markup or markdown on the
trade. If a client’s investment manager places
trade orders for the client’s Account with a firm
other than Baird, and the other firm imposes a
commission or equivalent fee on the trade
(including a commission imbedded in the price of
the investment), the client will incur trading costs
in addition to the Advisory Fee.
in
the Model Provider’s
Some managers have historically placed nearly all
client trades with broker-dealer firms other than
Baird for execution. Some managers have placed
nearly all or all client trades resulting from
changes to their model portfolios or strategies
with firms other than Baird. Similarly, some
managers have frequently placed client trade
orders for fixed income, foreign and small cap
securities with firms other than Baird. In some
cases, the other executing broker-dealer firm
imposes a commission or markup or markdown
(which is embedded in the price of the security)
for executing the trade. As a result, these types of
managers and their strategies could be more
costly to a client than managers that primarily
place client trade orders with Baird for execution.
should understand that an Account pursuing a
Model Portfolio strategy offered by those Model
Providers will have trades executed for the client’s
Account at the end of the Model Provider’s trade
rotation on a regular and consistent basis. As a
result, trade orders for such an Account will
significantly bear the market price impact, if any,
of those trades executed earlier in the Model
Provider’s rotation and the performance of the
Account will differ, perhaps in a materially
negative manner, from the performance of client
accounts managed by the Model Provider. In
addition and for the same reasons described
above, the performance of a Model Portfolio, as
reported by the Model Provider, will differ,
perhaps in a materially negative manner, from
the actual performance realized by DDK client
Accounts pursuing the Model Portfolio strategy.
DDK and Baird do not make or control any
investment manager’s trade rotation policies, and
they do not monitor, evaluate or review any
the
investment manager’s compliance with
manager’s trade rotation policies or whether such
trade rotation policies result
inequitable
performance of client Accounts. A client selecting
a Model Portfolio offered by such a Model Provider
is urged to obtain a copy of the Model Provider’s
Form ADV Part 2A Brochure and review the
description of the Model Provider’s trade rotation
policy contained in that document. A copy of a
Model Provider’s Brochure can be obtained by
contacting a DDK Consultant. A client should also
monitor the performance of an Account pursuing
such a Model Portfolio strategy and compare that
performance with the performance reported for
the Model Portfolio by the Model Provider. A client
about Account
should
questions
discuss
performance or
trade
rotation policy with the client’s DDK Consultant.
is based solely upon
independently verified
as
broker-dealer,
A list of managers that have informed Baird that
they have traded away from Baird during 2023 -
2024 and general information about the additional
cost of those trades (if any) is available on Baird’s
website at bairdwealth.com/retailinvestor. The
information about each manager provided on
Baird’s website
the
information provided to Baird by such manager.
Baird has not
the
information, and as a result, none of Baird or any
of
its affiliates or associates makes any
representation as to the accuracy of any such
information.
Because a client does not pay commissions to
Baird when Baird, acting as broker-dealer,
executes a client’s trade orders, and because a
client generally would incur trading costs in
addition to the Advisory Fee if trade orders were
to be executed by another broker-dealer firm,
clients generally
receive a cost advantage
whenever Baird executes DDK client transactions.
For this reason, and given Baird’s execution
investment
capabilities
managers may determine that placing trade
orders for the client’s Account with Baird is the
most favorable option for the client. However,
investment managers may place a client’s trade
orders with a broker-dealer firm other than Baird
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Agency Cross Transactions
except
in
limited
incurred
A client should contact
the client’s DDK
Consultant or investment manager if the client
would like to obtain specific information about
trade aways and the amount of commissions or
other costs,
in
if any, the client
connection with step out trades.
investment
A client should note that each
manager is solely responsible for ensuring that it
complies with its best execution obligations to the
client. A client should review the manager’s
trading for the client’s Account because DDK and
Baird do not monitor, review or evaluate whether
the manager is complying with its best execution
obligations to the client. A client should review
the manager’s Form ADV Part 2A Brochure,
inquire about the manager’s trading practices,
and consider that information carefully, before
selecting a manager. In particular, the client
should carefully consider any additional trading
costs the client may incur before selecting a
manager to manage the client’s Account.
in accordance with
DDK generally does not in engage in agency cross
transactions,
instances.
However, in certain circumstances and to the
extent permitted by applicable law and regulation,
Baird and DDK Consultants may effect “agency
cross” transactions with respect to a client’s
Account. An “agency cross” transaction is a
transaction in which Baird or its affiliates act as
broker for the party or parties on both sides of
the transaction. As compensation for brokerage
services, Baird may receive compensation from
parties on both sides of an agency cross
transaction, the amount of which may vary. DDK
Consultants may receive compensation from Baird
related to agency cross transactions. Therefore,
Baird and DDK Consultants may have a conflicting
division of loyalties and responsibilities. However,
in all cases, Baird and DDK Consultants will seek
to obtain the best execution for each respective
advisory client and will effect agency cross
the
transactions only
requirements of Rule 206(3)-2 under the Advisers
Act. Furthermore, Baird will comply with
additional regulations applicable to Retirement
Accounts.
A client should note that the client’s advisory
agreement permits DDK and Baird to trade as
principal on orders received from Other Managers.
See “Trade Execution Services Performed by
Baird—Principal Transactions” below for more
information.
agency
transactions
Trade Execution Services Performed by Baird
“agency
Where applicable, a client’s advisory agreement
discusses
and
cross
authorizes Baird and DDK Consultants to effect
agency cross transactions for a client’s Account. A
client’s authorization to Baird and DDK
to effect
Consultants
cross”
transactions
is given pursuant to Rule
206(3)-2 under the Advisers Act and may be
revoked at any time by the client in client’s
sole discretion by notifying the client’s DDK
Consultant in writing.
If Baird provides trade execution services for a
client’s Account, Baird will generally act as agent
when routing client trade orders for execution.
However, Baird may cross trades between client
accounts or may act as principal for its own
account in certain circumstances to the extent
permitted by applicable law as is more fully
described below.
Principal Transactions
A client should understand that certain securities,
such as securities traded over-the-counter and
fixed income securities, are primarily traded in
dealer markets. When Baird purchases or sells
these types of securities for client accounts, it
generally does so through broker-dealer firms
acting as a dealer or principal. Dealers executing
principal trades typically
include a markup,
markdown or spread in the net price at which
transactions are executed. A client bears such
costs in addition to the Advisory Fee.
transactions.
Riskless
Subject to the requirements of applicable law,
Baird and DDK Consultants may execute
transactions for a client’s Account while acting as
principal for Baird’s own account. Baird and DDK
Consultants act as principal when they sell a
security from Baird’s inventory to a client or they
purchase a security from a client for Baird’s
inventory. Baird and DDK Consultants also act as
principal when they sell new issue securities to
clients in securities offerings underwritten by
Baird. Baird also acts as principal in riskless
principal
principal
transactions refer to transactions in which Baird,
after having received a client’s order, executes an
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
identical order in the marketplace to fill the
client’s order while acting as principal. Baird and
DDK Consultants commonly engage in principal
trades with clients in the Baird Advisory Choice
Program.
realize profits
managed by an Other Manager, the client’s
advisory agreement provides Baird and DDK
Consultants with a blanket authorization to act as
principal for Baird’s own account in selling any
security to, or purchasing any security from, the
client’s Account. With this authorization, Baird
and DDK Consultants may effect any and all
principal transactions with the client’s Account
to provide specific written
without having
disclosures or obtain written client consent prior
to completion of each proposed principal trade,
subject to the requirements of an exemptive
order issued by the SEC to Baird (Rel. No. IA-
4596) and other applicable law and regulation.
This authorization to enable Baird and DDK
Consultants to trade as principal with a
client’s Account may be revoked at any time
by the client in client’s sole discretion by
notifying the client’s DDK Consultant in
writing.
Complex Strategies and Complex Investment
Products
or
interests of
incentive
to
including by
investing
and
venture
capital
and
Baird may
from principal
transactions with a client based on the difference
between the price Baird paid for the security and
the price at which Baird sold the security, which
may include a markup, markdown or spread from
the prevailing market price, an underwriting fee,
selling dealer concession, or other incentive to
execute the transaction. DDK Consultants may
receive compensation
from Baird related to
principal trades of securities underwritten by
Baird. Any compensation received by Baird or a
DDK Consultant in a principal transaction is in
addition to the Advisory Fee paid by the client.
Principal trades also allow Baird to sell securities
from its account that it deems undesirable and to
buy securities for its account that it deem
desirable. Thus, in trading as principal with a
client, Baird and DDK Consultants will have
potentially conflicting division of loyalties and
responsibilities regarding their own interests and
the client. This potential
the
compensation may give Baird and DDK
Consultants an
recommend a
transaction in which Baird and DDK Consultants
transactions.
act as principal over other
Nonetheless, Baird and DDK Consultants have a
fiduciary duty to act in the client’s best interest
and to seek best execution for advisory clients.
Baird addresses this conflict through disclosure in
this Brochure. Furthermore, Baird has adopted
internal procedures that require Baird and DDK
Consultants, when acting in a principal capacity,
to disclose all material information regarding
Baird’s interest in the transaction, and obtain the
client’s approval of the transaction prior to
settlement.
such
as
options,
is contained under
A client’s advisory agreement discloses, where
applicable, the possibility of Baird’s role in
potential principal
transactions, and each
transaction confirmation sent to DDK clients
discloses the capacity in which Baird served in the
transaction and whether Baird is a market maker
in each security the client bought or sold.
of
or
Some Services offer clients the ability to pursue
Alternative Strategies
other Complex
Strategies that involve special risks not apparent
in more traditional investments like stocks and
bonds. Complex Strategies may be pursued in
multiple ways,
in
alternative mutual funds, ETFs, hedge funds,
managed futures, private equity funds and SMAs
third party managers. Some
managed by
Complex Strategies
in Non-Traditional
invest
Assets, such as real estate, commodities (which
may
include metals, mining, energy and
agricultural products), currencies, movements in
securities indices, credit spreads and interest
rates,
buyout
investments in private companies. Some Complex
Strategies engage in the use of margin or
leverage or selling securities short (“short sales”).
Some Complex Strategies invest in derivative
instruments
convertible
securities, futures, swaps, or forward contracts.
Complex Investment Products generally engage in
one or more Complex Strategies. Additional
information about Alternative Strategies and
Complex Strategies
the
“Portfolio Manager Selection and
heading
Evaluation—Methods of Analysis,
Investment
Strategies
Loss—Investment
and Risk
Strategies and Methods of Analysis—Investment
Strategies—Alternative Strategies and Complex
Strategies” below. Additional information about
To the extent permitted by applicable law and
regulation, if a client’s Account participates in a
non-
Non-Discretionary Service
is
discretionary service, or
if
other
the Account
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Short Sales
Complex Strategies and Complex Investment
Products, generally, is provided below.
to benefit
Non-Traditional Assets
currencies,
Short selling attempts
from an
anticipated decline in the market value of a
security. To affect a short sale, a client sells a
security the client does not own. When a client
sells a security short, Baird borrows the security
from a lender and makes delivery to the buyer on
the client’s behalf. Because short sales involve an
extension of credit from Baird to the client, a
client must use a margin account. A client must
also eventually purchase the same shares sold
short and return them back to the lender. It is
possible that the prices of securities that a client
sells short may increase in value, in which case
the client may lose money on the short position.
Short selling thus runs the risk of loss if the price
of the securities sold short does not decline below
the price at which they were originally sold. This
risk of loss is theoretically unlimited, as there is
no cap on the amount that the price of a security
may appreciate.
Non-Traditional Assets, such as investments in
commodities,
cryptocurrencies,
securities indices, interest rates, credit spreads,
for
and private companies, may be used
diversification purposes. They may also be used
to try to reduce market and inflation risk. The
performance of Non-Traditional Assets may not
correspond to the performance of the stock
markets generally, and investments in Non-
Traditional Assets will generally
impact an
account’s returns differently than more traditional
investments like stocks or bonds. Non-Traditional
Assets are subject to risks that are different from,
and in some instances, greater than, other assets
like stocks and bonds. Non-Traditional Assets are
generally more difficult to value, less liquid, and
subject to greater volatility compared to stocks
and bonds.
Margin and Leverage
Margin
Clients should note that investment managers
managing a client’s Account or
investment
products in the client’s Account may also engage
in short sales. Thus, a client’s Account will be
subject to short sales risks if the investment
manager managing the client’s Account or an
investment product
the client’s Account
in
engages in short sales.
Options and Other Derivative Instruments
Derivative Instruments
instruments,
securities,
futures,
Margin involves borrowing money from a firm,
such as Baird, to buy securities or other property.
If a client wishes to pay for securities by
borrowing part of the purchase price from Baird, a
client must open a margin account with Baird, and
Baird may provide the client with a margin loan.
Securities held in a client’s margin account are
used as Baird’s collateral for the margin loan. The
value of the collateral in the margin account must
be maintained at a certain level relative to the
margin loan for the duration of the loan. If the
securities in the margin account decline in value,
so does the value of the collateral supporting the
margin loan, and as a result, Baird may take
action, such as issue a margin call and sell
securities in the account.
in
Leverage
instruments. While
returns,
in
Derivatives
such as options,
swaps, and
convertible
forward contracts are financial contracts that
derive value based upon the value of an
underlying asset, such as a security, commodity,
currency, cryptocurrency, or index. Derivative
instruments may be used as a substitute for
taking a position
the underlying asset.
Derivative instruments may also be used to try to
hedge or reduce exposure to other risks. They
to make speculative
may also be used
investments on the movement of the value of an
underlying asset. The use of derivative
instruments involves risks different from, or
possibly greater than, the risks associated with
securities and other
investing directly
traditional investments. Investing in derivatives
also generally involves leverage. Derivatives are
also generally less liquid, and subject to greater
volatility compared to stocks and bonds.
Leverage generally attempts to obtain investment
exposure in excess of available assets through the
use of borrowings, short sales and other
leverage can
derivative
can also
it
potentially enhance
exacerbate losses if changes in the markets, or
the values of the investments subject to the
leverage, are adverse to the strategy being
pursued. The use of leverage may also increase
an Account’s volatility.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Options
underlying security or index is greater than the
difference between the strike price and the
premium.
Options transactions may involve the buying or
writing of puts or calls on securities. In some
cases, Baird may require clients to open a margin
account to engage in options trading.
security or
In purchasing a put or call option, the purchaser
faces the risk of loss of the premium paid for the
option if the market price moves in a direction
opposite to what the purchaser had expected. In
selling or writing an option, the seller faces
significantly more risk. A seller of a call option
faces the risk of significant loss if the prevailing
market price of the underlying security or index
increases above the strike price, and a seller of a
put option faces the risk of significant loss if the
prevailing market price of the underlying security
or index decreased below the strike price.
With a call option, the purchaser has the right to
buy, and the seller (writer) the obligation to sell,
the underlying
index at a
predetermined price (i.e., the exercise or strike
price) prior to expiration of the option. The
premium paid to the seller (writer) for the option
is in consideration for the underlying obligations
imposed on the seller should the option be
exercised. With a put option, the purchaser has
the right to sell, and the seller has the obligation
to buy, the underlying security or index at the
exercise price prior to expiration of the option.
Clients should note that investment managers
managing a client’s Account or
investment
products in the client’s Account may also engage
in options transactions. Thus, a client’s Account
will be subject to options risks if the investment
manager managing the client’s Account or an
investment product
the client’s Account
in
engages in options transactions.
Complex Investment Products
Products
include
futures, but also
In buying a call option, the purchaser expects
that the market value of the underlying security
or index will appreciate, which would enable the
purchaser of a call to buy the underlying security
or index at a strike price lower than the prevailing
market price. The purchaser of the call option
makes a profit if the prevailing market price is
greater than the sum of the strike price plus the
premium paid for the option. The seller of a call
option earns income in the form of the premium
received from the purchaser for the option and
expects that the market value of the underlying
security or index will depreciate such that the
option will expire without being exercised. The
seller of a call option makes a profit if the
prevailing market price of the underlying security
or index is less than the sum of the strike price
plus the premium received.
ETNs,
business
Complex Investment Products typically invest
primarily in Non-Traditional Assets or engage in
one or more Complex Strategies. Complex
Alternative
Investment
Investment Products, such as hedge funds, funds
of hedge funds, private equity funds, funds of
private equity funds, private debt funds, and
include other
managed
investments
pursuing Complex Strategies,
including but not limited to, exchange or swap
funds, leveraged funds, inverse funds, and other
special situation funds, structured certificates of
(“structured
structured notes
deposit and
products”),
development
companies (“BDCs”), real estate investment trusts
(“REITs”), and master
limited partnerships
(“MLPs”).
thereby making
In buying a put option, the purchaser expects that
the market value of the underlying security or
index will depreciate, which would enable the
purchaser of a put to sell the underlying security
or index at a strike price higher than the
prevailing market price. The purchaser of the put
option makes a profit if the prevailing market
price is less than the sum of the strike price and
the premium paid for the option. The seller of a
put option earns income in the form of the
premium received from the purchaser for the
option and expects that the market value of the
underlying security or index will appreciate such
that
the option will expire without being
exercised. The seller of a put option makes a
profit if the prevailing market price of the
In addition, a client should be aware that more
traditional investments, such as mutual funds,
ETFs, UITs and variable annuities may also pursue
them
Complex Strategies,
Complex Investment Products. A client should
carefully review the prospectus or other offering
document for each investment and understand
the strategy being pursued before deciding to
invest. More detailed information about mutual
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
website
funds, ETFs, UITs and variable annuities is
available
at
Baird’s
on
bairdwealth.com/retailinvestor.
Interest
Additional Important Information
financial incentive to use, or recommend the use
of, certain Complex Strategies or Complex
Investment Products, including margin and short
Information—Code of
sales. See “Additional
Ethics, Participation or
in Client
Transactions and Personal Trading” below.
losses
in
As a creditor, Baird may have interests that are
adverse to a client. Neither DDK nor Baird will act
as investment adviser to a client with respect to
the liquidation of securities held in an Account to
meet a call on a margin loan. Any such sale of
assets will be executed in Baird’s capacity as
broker-dealer and creditor and may, as permitted
by law, result in executions on a principal basis.
Permitted Investments
and
any
The use of Complex Strategies or Complex
Investment Products is not appropriate for some
clients because they involve special risks. A client
should not engage in those strategies or invest in
those products unless the client is prepared to
experience significant
the client’s
Account. This is especially true for short selling,
which can result in unlimited losses as there is no
limit to the amount borrowed securities can rise in
value. See “Portfolio Manager Selection and
Evaluation—Methods of Analysis,
Investment
Strategies and Risk of Loss—Principal Risks”
below for more information. Before using those
types of strategies or products, a client is strongly
urged to discuss them with the client’s DDK
Consultant
investment manager
managing the client’s Account. A client should
also carefully review the client’s agreements with
Baird and related disclosure documents, which the
client should have received when opening the
Account. Additional information about Complex
Strategies and Complex Investment Products is
provided under the heading “Portfolio Manager
Selection and Evaluation—Methods of Analysis,
Investment Strategies and Risk of Loss—
Investment Strategies and Methods of Analysis—
Investment Strategies—Alternative Strategies and
Complex Strategies” below and on Baird’s website
at bairdwealth.com/retailinvestor.
Under the Discretionary and Non-Discretionary
Services and UMA Programs, Baird determines the
asset categories and investment products that
clients may access for investment (“Permitted
Investments”) and those that are not permitted in
Program Accounts (“Unpermitted Investments”).
Permitted Investments vary by Service. Although
Baird determines the Permitted Investments
under those Services, the level of initial and
ongoing evaluation, monitoring and review that
DDK and Baird perform on Permitted Investments
varies. For more information, see the descriptions
of each Service under “Services, Fees and
“Portfolio
Compensation” above and under
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Investment Strategies and Methods of
Analysis” below.
DDK or Baird may add Permitted Investments or
restrict client access to a Permitted Investment at
any time in their sole discretion.
for notifying
and
any
of
an
Account.
See
A client assumes responsibility for engaging in
Complex Strategies and investing in Complex
Investment Products. If a client determines that
the client no longer wants to engage in those
strategies or invest in those products, the client is
responsible
the client’s DDK
Consultant
investment manager
managing the client’s Account. DDK and Baird are
not responsible for any losses resulting from any
Other Manager’s failure or delay in implementing
any such instructions.
Some Permitted Investments contain restrictions
that limit their use, and clients will not be
permitted to purchase or hold such investments
“Account
outside
Requirements and Types of Clients” below for
more information.
In certain limited instances, Baird may allow a
client to hold an investment in an Account that is
an Unpermitted Investment.
“Advisory
The use of Complex Strategies or Complex
Investment Products has a unique impact upon
the calculation of a client’s asset-based Advisory
Fee. See
Fees—Calculation and
Payment of Advisory Fees” below for more
information. A client should also understand that
Baird and the client’s DDK Consultant have a
ALIGN, BairdNext Portfolios and UMA
Programs. The ALIGN, BairdNext Portfolios and
UMA Programs generally only permit investments
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
to the appropriate advisory share class and
become billable assets;
for use
in
in certain mutual funds and ETPs, and with
respect to UMA Portfolios, SMA Strategies and
PWM-Managed Portfolios, that Baird has selected
for use in those Programs. For more information,
see the descriptions of each Program under
“Services, Fees and Compensation” above.
for
Baird Advisory Choice Program. Permitted
Investments
the Baird Advisory Choice
Program generally include, but are not limited to,
the following types of investments:
• closed-end funds, ETFs, and UITs that have cost
structures designed
fee-based
investment advisory programs; UITs originally
purchased in a brokerage account and not sold
when transitioned to an advisory account will be
held as non-billable assets until the UIT
termination date at which time they will be
liquidated and the proceeds are billable;
• BDCs, publicly-traded REITs, certain non
publicly-traded (or private) REITs, and MLPs
(which may be organized as limited liability
companies (“LLCs”));
• equity securities, including, but not limited to,
common stocks, American Depositary Receipts
(“ADRs”), and ordinary shares,
including
whether exchange-traded, or over-the-counter
traded;
• ETNs, opportunity zone funds, and other special
situation mutual funds, and exchange or swap
funds;
stocks,
• certain hedge funds, funds of hedge funds,
private equity funds, funds of private equity
funds, funds of real estate, structured products,
private debt funds and managed futures that
Baird has selected for use in the Program;
for use
fee-based
• variable annuities that have cost structures
designed
investment
in
advisory programs; and
• cash and cash equivalents.
• fixed income securities, including but not limited
to, debt securities issued by domestic and
corporations and other entities;
foreign
securities
asset-backed
preferred
(including mortgage-backed securities and
collateralized mortgage obligations (“CMOs”));
convertible debt securities; obligations issued
by U.S., state, or foreign governments or their
agencies, instrumentalities, or authorities, such
as securities issued by the U.S. Treasury,
federal
federal government agencies or
government-sponsored enterprises
(“Agency
securities”), or foreign governments; municipal
securities; money market mutual
funds;
certificates of deposit (“CDs”) (primary or
secondary); commercial paper;
The Unpermitted Investments
for the Baird
Advisory Choice Program generally include, but
are not limited to:
• rights or warrants on equity securities, and
written covered call and written cash secured
put equity options;
• Class B or Class C shares offered by mutual
funds or any other class of mutual fund shares
that impose a contingent deferred or level sales
charge (back-end or level load);
• inverse funds;
load-waived, or
for purchase; shares
• UITs that impose an initial or deferred sales
charge (load);
in
fee-based
• all annuities and insurance products, except for
variable annuities that have cost structures
designed
investment
for use
advisory programs;
or
options
on
• commodities,
• open-end mutual funds shares that Baird has
selected for use in the Program, which generally
includes only those funds with which Baird has a
selling agreement and only those funds that are
institutional are
no-load,
that were
allowed
originally purchased
in a Baird brokerage
account and not sold when transitioned to an
advisory account will held in the account as
non-billable assets when the original purchase
was subject to a
front-end sales charge
(typically 36 months) or until the Contingent
Deferred Sales Charge (CDSC) expires (typically
13 months) if subject to a back-end sales
charge after which time they will be converted
futures
commodities, and commodity pools; and
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
investment
funds
• private
and Complex
Investment Products that Baird has not selected
for use in the Program.
for
and
DDK
If
a
client
holds
Investment Management Service.
DDK
Unpermitted
Investments
Permitted
Investments
Investment
the
Management Service are generally the same as
the Baird Advisory Choice Program, except the
following types of investments are generally not
permitted
for DDK Investment Management
Service Accounts:
• put options; and
• variable annuities.
SMA Services. Investment products under the
SMA Services are selected solely by
the
investment manager providing services to the
client. The investment products used by an
investment manager may include products that
Baird does not permit to be used in connection
with the other Programs and Services described
above. A client should review the investment
manager’s Form ADV Part 2A Brochure for more
information.
Russell Program. The Russell Program generally
only permits investments in mutual funds and
ETFs selected by Russell, which will exclusively or
substantially consist of Russell Funds, although
non-Russell Funds may be used.
also considered an Unsupervised Asset. Baird, in
its sole discretion, may also designate an asset
that is otherwise a Permitted Investment as an
Unsupervised Asset under certain circumstances,
such as when a client acquires the asset in an
unsolicited transaction, transfers the asset from
an account held at another
firm or Baird
brokerage account, or continues to hold the asset
against Baird’s or the client’s DDK Consultant’s
recommendation.
an
Unsupervised Asset in an Account, the client
should understand that the Unsupervised Asset
may not be included in performance reports
provided to the client and that Baird and DDK
Consultants do not manage, provide investment
advice, or otherwise act as an investment adviser
with respect to the Unsupervised Asset, even if
the Unsupervised Asset is included in account
statements or performance reports provided to
the client. Because Baird and DDK Consultants do
not manage or provide investment advisory
services regarding Unsupervised Assets, no asset-
based Advisory Fee is charged on Unsupervised
Assets. While Unsupervised Assets are not subject
to the asset-based Advisory Fee, Baird may
impose additional fees upon Accounts holding
Unsupervised Assets. See “Other Fees and
Expenses” below for more information. A client
should also understand
that holding an
Unsupervised Asset in an Account may increase
the risk of trade errors, overinvestment, and
negative Account performance. A client should
consult the client’s DDK Consultant for further
information.
Special Considerations for the Services
ALIGN, BairdNext Portfolios, Russell, SMA
and UMA Clients
Selection of Investment Options
Consulting Services. From time to time, DDK
may advise clients with respect to, or may
manage, certain Held-Away Assets such as
private REITs, real estate
investments, and
insurance products held by custodians other than
Baird even though those assets may not be
eligible for Accounts held at Baird. Any such
arrangement will be set forth in the client’s
advisory agreement.
Unsupervised Assets
or
supervised
by
them
Baird solely determines the investment options
made available to a client under the ALIGN,
BairdNext Portfolios, Russell and UMA Programs.
ALIGN, BairdNext Portfolios, Russell and UMA
Program Accounts will generally be invested in
mutual funds or ETPs, and, with respect to UMA
Portfolios, SMA Strategies or PWM-Managed
Portfolios. If Baird has discretion over a client’s
Account (or a portion thereof), Baird may invest
such Account (or such portion of an Account over
which Baird has discretion) in any investment
product it deems appropriate for the client’s
Accounts participating in those Programs.
Under certain circumstances, Baird, in its sole
discretion, may accept a client request to hold an
asset in an Account that is not included in the
investment advisory services provided by Baird or
a DDK Consultant or otherwise monitored,
overseen
(an
“Unsupervised Asset”). For example, if Baird
to hold an Unpermitted
permits a client
Investment in an Account, the asset is typically
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Replacement of Investment Options
DDK Consultant Review after an Account’s
allocation to an asset class drifts by 3% or more
from the target allocation.
If a
inconsistent with
From time to time, Baird may remove mutual
funds, ETPs, SMA Strategies and PWM-Managed
Portfolios, from the ALIGN, BairdNext Portfolios,
Russell or UMA Programs, and Baird may replace
them with other mutual funds, ETPs, or SMA
Strategies or PWM-Managed Portfolios, as it
client’s Account
deems appropriate.
participates in those Programs, Baird may replace
any such investments in the client’s Account
whenever Baird removes the investment option
from those Programs. Baird may make such
in the client’s Account without
replacement
providing prior notice to, or obtaining the consent
of, the client.
DDK and Baird, at times, may adjust their typical
rebalancing of a client Account based on certain
tax considerations. For example, Baird will
generally not rebalance an Account, particularly
during the fourth calendar quarter, to the extent
doing so would be
its
implementation of tax management services for
the Account as described above. For more
specific, current information about the frequency
and conditions under which a particular Account
will be rebalanced, a client should contact the
client’s DDK Consultant.
Timing of Investment
to minimize potential negative
scheduled mutual
In certain instances, Baird may delay investing
client assets when Baird determines it is in the
client’s best interest to do so. For example, in
order
tax
consequences on a client, Baird may delay
investing assets
in a new ALIGN Strategic
Program Account when the Account is opened
shortly before a
fund
distribution date.
impacted
by market
Asset Allocation Changes and Rebalancing
DDK and Baird reserve the right to delay or stop
the rebalancing of a client's Account if DDK or
Baird believes it is in the client’s best interest to
do so. For example, DDK and Baird oftentimes
delay rebalancing when doing so would cause the
client’s Account to recognize taxable gains in the
fourth quarter or have other negative tax
consequences on
the client’s Account. The
rebalancing of a client Account may be delayed or
events,
negatively
operational limitations or other conditions beyond
DDK’s or Baird’s control.
With respect to the ALIGN Strategic Portfolios
Program, the BairdNext Portfolios Program, the
ALIGN UMA Select Portfolios Program, and the
Russell Program, and with respect to Baird-
Managed Models in the UAS Portfolios Program,
Baird may also change a client’s asset allocation
for any reason, which may include, but shall not
be limited to, updates made by Baird to the target
asset allocations of its model portfolio strategies
or changes in market conditions, Baird’s opinion
on the future performance of particular asset
classes or the client’s financial circumstances.
If a client’s Account participates in an ALIGN
Program, the BairdNext Portfolios Program, the
Russell Program, or a UMA Program, the client
authorizes Baird to rebalance the client’s Account
assets to be consistent with the client’s chosen
target asset allocation strategy at any time
without prior notice to the client at such times
and under such conditions as Baird, in its
discretion, deems appropriate. When Baird
rebalances a client’s Account, all or only a portion
of, the Account may be traded. The frequency and
conditions under which Baird rebalances a client
Account in a Service may change at any time in
Baird’s discretion and may be different from the
frequency and conditions applicable to how a
client Account is rebalanced in another Service.
Any rebalance of a client’s Account or other
change in asset allocation may result in taxable
gains or losses.
Overlay Manager
Under the ALIGN or UMA Programs, the asset
allocation changes,
rebalancing, and other
changes described above may be performed or
implemented by the Overlay Manager.
A client’s DDK Consultant may also rebalance the
client’s Account enrolled in the ALIGN Strategic
Portfolios Program in accordance with rebalancing
options that Baird makes available to DDK
Consultants. Current rebalancing options for those
Programs include rebalancing annually on the
Account’s anniversary date, quarterly whenever
the Account’s allocation to an asset class drifts by
3% or more from the target allocation, or upon
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Third Party Information
is contained under
Growth; (3) Growth with Income; (4) Income
with Growth; (5) Conservative Income; and (6)
Capital Preservation. A description of those
the heading
objectives
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of
Strategies—Asset
Analysis—Investment
Allocation Strategies” below.
and
When providing services to a client, DDK and
Baird rely on information provided by third parties
and other external sources believed to be reliable,
including, but not limited to, information provided
by investment managers. DDK and Baird assume
that all such information is accurate, complete
and current. DDK and Baird do not conduct an in-
depth review of, or verify, such information, and
they do not guarantee the accuracy of the
information used. See
“Portfolio Manager
Selection
Evaluation—Performance
Calculation” and “Portfolio Manager Selection and
Evaluation—Methods of Analysis,
Investment
Strategies and Risk of Loss—Methods of Analysis”
below for more information.
Goal Management
service
In certain circumstances, clients that are part of
the same household may include their eligible
Advisory Accounts in the same Goal Management
Plan (a “Household Goal Management Plan”). It is
the client’s sole responsibility to notify DDK that
the client is part of a household so that DDK is
aware of the client’s eligibility for a Household
Goal Management Plan. It is also the client’s sole
responsibility to notify DDK whenever the client
ceases to be part of a household if an Account is
part of a Household Goal Management Plan.
Failure to do so could have a materially negative
impact on applicable Accounts.
An Account will be removed
from a Goal
Management Plan: (1) upon request or consent of
the client, (2) if the Account ceases to be an
eligible Advisory Account, (3) in the event the
Account is part of a Household Goal Management
Plan, if the client notifies DDK that the client
ceases to be a member of the applicable
household, or (4) upon written notice from Baird
that it is no longer able to manage the Account
according to the Goal Management Plan.
or
for
DDK and Baird make available to clients an
optional goal management
(“Goal
Management”). Goal Management provides clients
the ability to set a single, overall investment
objective for all or a portion of assets selected by
the client with the flexibility of using multiple,
eligible Advisory Accounts that may have different
investment strategies or objectives. If a client
elects to have Baird implement a plan of Goal
Management (a “Goal Management Plan”) using
two or more eligible Advisory Accounts (“Goal
Management Accounts”), the Goal Management
Accounts, taken together, will be managed or
advised by Baird and client’s DDK Consultant in
such a way so as to seek to achieve a single,
overall goal or
investment objective (“Goal
Management Objective”) chosen by the client.
Each individual Account included in a Goal
Management Plan will also be managed or advised
by Baird and client’s DDK Consultant
in
accordance with the terms of the applicable
Advisory Program or Service and any investment
strategy or objective applicable to the Account.
However, to the extent consistent with the terms
applicable to an Account included in a Goal
individual Account
Management Plan, each
included in the Goal Management Plan may be
managed or advised in any manner believed by
Baird or the client’s DDK Consultant to be
necessary
the Goal
appropriate
Management Accounts, taken together, to seek to
achieve the Goal Management Objective.
risks,
and
The Goal Management Objectives that Baird
makes available to clients as part of Goal
Management include: (1) All Growth; (2) Capital
Given the nature of Goal Management, a client
enrolling Accounts in a Goal Management Plan
should understand that each Account enrolled in a
Goal Management Plan may not be invested in a
manner such that the individual Account alone
would be able to achieve the Goal Management
Objective. It is likely that one or more Accounts
included in a Goal Management Plan, taken alone,
will be managed or advised differently and will be
subject to greater or enhanced risks than would
be the case if the Account alone had the same
objective as the Goal Management Objective.
Such enhanced risks include, without limitation,
market risks, investment objective and asset
allocation risks, capitalization risks, investment
style risks, illiquid securities and liquidity risks,
concentration risks, frequent trading and portfolio
risks, Non-Traditional Assets and
turnover
Complex
Strategies
Complex
Investment Product risks.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Baird and DDK Tax Management Strategies
As a default feature of the ALIGN Strategic
Portfolios, the BairdNext Portfolios, the Russell
Model Strategies and the UMA Programs, the
Baird PWM Home Office implements certain tax
management
investment strategies described
below (“Baird TM Strategies”) for each non-
Retirement Account enrolled in one of those
Services unless the client opts out by contacting
the client’s DDK Consultant.
included
in
also offer
A client should note, particularly if the client
elects to include eligible Advisory Accounts in a
Household Goal Management Plan, that: if an
Account is removed from a Goal Management
Plan for any reason, including if the client ceases
to be a member of the same household, the
Service and strategy for the Account removed
from the Goal Management Plan will remain
unchanged unless a change is requested by the
client; further, the Account removed from the
Goal Management Plan will not be allocated assets
from other Accounts
the Goal
Management Plan unless the client and all other
applicable clients, if any, consent and direct Baird
to do so and then only to the extent permitted by
applicable law; and DDK and Baird will have no
liability for implementing a Goal Management Plan
as requested by the client.
Tax Management and Overlay Services
implementation of
Certain DDK Consultants
tax
management investment strategies (“DDK TM
Strategies”), described below, to non-Retirement
Accounts enrolled in DDK Consultant-directed
Services, including the Advisory Choice, DDK
Investment Management, and UAS Programs. A
client is encouraged to ask the client’s DDK
Consultant if DDK TM Strategies will be used if the
Account is enrolled in a Service. DDK Consultants
who offer DDK TM Strategies will generally
implement such strategies for Accounts they
manage on a discretionary basis unless a client
opts out by contacting
the client’s DDK
Consultant. The Baird PWM Home Office will assist
the DDK TM
the
with
Strategies.
investment strategy designed
Each Baird TM Strategy and DDK TM Strategy is a
secondary
to
achieve a secondary objective of an Account to
reduce the negative impact of U.S. federal income
taxes and each such strategy is implemented
together with the other primary investment
strategies for the Account that are designed to
achieve the client’s primary investment objectives
or goals.
should
contact
the
Many Services and managers make available tax
management strategies and services that are
intended to reduce the negative impact of U.S.
federal income taxes on an Account. Certain
Services and managers include tax management
services as a default feature of the Services or the
manager’s services. A client is encouraged to
discuss the client’s tax management needs with
the client’s DDK Consultant before enrolling the
Account in a Service or selecting a manager. A
client should understand the terms of the tax
management services that will be implemented,
including the associated limitations, risks and
additional costs, if any, before enrolling an
Account in a Service or selecting a manager for
that Account. A client that wishes to opt an
Account out of participation in a tax management
service
client’s DDK
Consultant.
The Baird TM Strategies and DDK TM Strategies
features are not available to Retirement Accounts.
Tax Harvesting Strategy
The offering and performance of tax management
services to a client’s Account does not constitute
tax advice. A client is ultimately responsible for all
tax-related consequences resulting
from the
tax management
to utilize
client’s decision
services. Tax management services are provided
solely based upon the direction and information
provided by a client. Before enrolling in a tax
management service, a client should consult the
client’s tax advisors about the tax consequences
of doing so.
A tax harvesting strategy seeks to improve the
value of an Account, on a post U.S. federal
income tax basis, by offsetting capital losses in
the Account with capital gains. This strategy is
oftentimes referred to a “tax harvesting” or “tax
loss harvesting”. When
implementing a tax
harvesting strategy, the Baird PWM Home Office
or the DDK Consultant, as applicable, periodically,
but at least annually, conducts an assessment of
the Account to identify capital losses for tax
harvesting opportunities. When an opportunity is
identified, the Baird PWM Home Office or the DDK
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
employ (or recommend the employment of) the
tax harvesting strategy described above.
Generally, the capital gains avoidance strategy is
limited to open end mutual fund positions in a
client Account, and a mutual fund position will be
included in the implementation of the strategy
only if the potential net U.S. federal income tax
benefit to the Account related to such position is
estimated by Baird to be $1,000 or more. For
purposes of calculating the $1,000 threshold, the
Account’s current unrealized gain or loss in each
mutual fund position is analyzed in light of the
applicable amount of capital gains distribution
announced by the mutual fund company.
Additional Important Information about Baird’s
and DDK’s Tax Management Strategies.
and DDK’s
Consultant, as applicable, sells (or recommends
the sale of) certain securities in the client’s
Account in order for the Account to recognize the
unrealized capital losses identified as part of the
assessment process. The Baird PWM Home Office
or the DDK Consultant will then reinvest (or
recommend the reinvestment of) the proceeds of
such sale in one or more replacement securities,
which may include, without limitation, ETFs, cash,
cash equivalents or other securities deemed
appropriate by the Baird PWM Home Office or the
DDK Consultant, as applicable. Unless the client
instructs otherwise, such reinvestment will be
made on a temporary basis and generally only for
the duration of any applicable IRS wash sale rule
period, currently 30 days, and within a reasonable
time thereafter, the proceeds will be reinvested in
a manner consistent with the way the Account
was invested prior to the employment of the tax
harvesting strategy.
the
implementation of
the
tax
Generally,
harvesting strategy is limited to open end mutual
fund and ETF positions with unrealized capital
losses over $1,000 for U.S. federal income tax
purposes, unless Baird and the client otherwise
agree.
Baird’s
tax management
strategies are not intended to, and likely will
not, eliminate a client’s U.S. federal income
tax obligations. Like all investment strategies,
there is no guarantee that the implementation of
a tax management strategy will be successful. A
client’s use of a tax management strategy may
not actually lower a client’s tax obligations or
otherwise achieve a client’s tax goals.
Capital Gains Avoidance Strategy
implementation of a
The
tax management
strategy is based upon Baird’s or the DDK
Consultant’s, as applicable, estimates of capital
gains and losses associated with investments in
client’s Account and information provided to them
by third parties, such as issuers of securities.
Capital losses will remain in an Account following
the implementation of a tax harvesting strategy,
and the Account will realize capital gains following
the implementation of a capital gains avoidance
strategy,
the extent such estimates or
to
information are incorrect.
identified as part of
A capital gains avoidance strategy seeks to avoid
capital gains attributable to an investment in the
Account for U.S. federal income tax purposes by
selling the investment before the capital gain is
distributed by the issuer. When implementing a
capital gains avoidance strategy, the Baird PWM
Home Office or the DDK Consultant, as applicable,
periodically, but at least annually, monitors the
issuers of investments held in the Account for
capital gains distributions announcements and
capital gains avoidance opportunities. When an
opportunity is identified, the Baird PWM Home
Office or the DDK Consultant, as applicable, sells
(or recommends the sale of) such securities in the
client’s Account
the
monitoring process in order for the Account to
avoid a capital gain distribution made by the
issuer. The Baird PWM Home Office or the DDK
Consultant will then reinvest (or recommend the
reinvestment of) the proceeds of such sale in cash
until the capital gain distribution has been paid by
the issuer, and then the securities will be
purchased again. If the securities are sold at a
loss, then Baird PWM or the DDK Consultant may
The implementation of the tax harvesting strategy
and capital gains avoidance strategy (or the
recommendation to implement a strategy) is done
in the sole discretion of the Baird PWM Home
Office or DDK Consultant, as applicable, and
securities may be excluded from implementation
of such strategies for a number of reasons,
including without limitation, the length of time the
security has been in the Account, the lack of a
replacement security acceptable to Baird or the
DDK Consultant, withdrawal and deposit activity
in
the Account, market conditions deemed
unfavorable by Baird or the DDK Consultant, or if
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
doing so would, in Baird’s or the DDK Consultant’s
judgment, negatively impact management of the
Account.
the client’s DDK Consultant or review the
investment manager’s Form ADV Part 2A
Brochure for specific information.
Overlay Manager Tax Overlay and Values
Overlay Services (UMA Programs Only)
The tax harvesting and capital gains avoidance
strategies are provided by Baird and DDK
Consultants on an Account-by-Account basis.
When employing such strategies for a client
Account, Baird does not monitor or consider the
trading activity in any other client account,
including any other Account held at Baird.
the
individual
securities
that
The purchase or sale of securities by a client
account (whether held at Baird or another
firm) during any applicable IRS wash sale
rule period that, in violation of such rule,
overlaps with a purchase or sale of
securities made in an Account as part of a
Baird TM or DDK TM Strategy will result in
applicable tax losses being disallowed by the
IRS. Baird and DDK are not responsible for
any such violations of the IRS wash sales
rule or the negative consequences to the
client of such violation. Before selling a
security from an account, including any
account held at a firm other than Baird, a
client should contact the client’s DDK
Consultant to determine if the sale of the
security may be impacted by IRS wash sale
rule
limitations by reason of the tax
management services being provided by
Baird or DDK.
Envestnet
The Overlay Manager offers an optional tax
overlay service and a values overlay service in
connection with the UMA Programs. The Overlay
Manager’s tax overlay service seeks to consider
tax implications that may detract from the client’s
after-tax returns. The Overlay Manager’s values
overlay service provides a client the opportunity
to restrict investments in companies that derive
revenues from certain business areas or that are
involved in certain business activities that the
client may find objectionable. A client that wishes
to enroll in one or more of those services can do
so by contacting the client’s DDK Consultant.
These services provided by the Overlay Manager
may involve direct indexing strategies (also
known as direct index investing), whereby a client
owns
are
constituents of a selected benchmark
index
instead of a pooled investment vehicle, such as a
mutual fund or ETF, which presents certain risks
and may not be appropriate for certain clients.
The Overlay Manager charges an additional fee
for tax and values overlay services. The cost of
tax and values overlay services are generally the
same whether the client enrolls in one or both
services. The amount of the tax or values overlay
fee will be disclosed to a client prior to enrolling
an Account in the service. Additional information
about the Overlay Manager’s tax overlay services,
including the risks associated with those services,
is contained in a document entitled “Important
Information About Tax Overlay
Additional
Services
Asset
by
Provided
Management, Inc.” and is available upon request.
Replacement securities selected in connection
with the implementation of a Baird TM or DDK TM
Strategy may not perform similarly to the
securities they replace. The performance of
Accounts utilizing a Baird TM or DDK TM Strategy
will vary from similarly-managed Accounts that do
not utilize such a strategy, possibly in a materially
negative manner, and a client’s Account may not
be successful in pursuing its primary investment
strategies, objectives or goals.
A client should also note that when normal
trading activity
for the client’s
is resumed
Account, such activity could generate taxable
gains or losses.
If a client selects tax overlay or values overlay
services, the client should understand that DDK
and Baird do not determine the strategies used in
connection with such services, implement any
such strategies, or otherwise have any influence
over the Overlay Manager’s investment decisions,
and therefore, DDK and Baird are not responsible
for the tax overlay or values overlay services
provided by the Overlay Manager.
Third Party Manager Tax Management
Services
Investment Objectives
Some investment managers participating in the
SMA and UMA Programs offer tax management
services and others do not. A client should consult
Generally, every Account will have one of the
investment objectives described below.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
under normal market conditions, such an Account
will primarily invest in a mix of fixed income
securities, cash and equity securities, with a
significantly higher allocation to fixed income
securities. Such an Account may also hold other
types of investments.
All Growth. An All Growth investment objective
typically seeks to provide growth of capital.
Typically, an Account pursuing an All Growth
investment objective will experience high
fluctuations in annual returns and overall market
value. Under normal market conditions, such an
Account generally invests nearly all of its assets in
equity securities. Such an Account may also hold
other types of investments.
Capital Preservation. A Capital Preservation
investment objective typically seeks to preserve
capital while generating current income. Typically,
an Account pursuing a Capital Preservation
investment objective will experience relatively
small fluctuations in annual returns and overall
market value. Under normal market conditions,
such an Account generally invests nearly all of its
assets in a mix of fixed income securities and
cash. Such an Account may also hold other types
of investments.
Capital Growth. A Capital Growth investment
objective typically seeks to provide growth of
capital. Typically, an Account pursuing a Capital
Growth
investment objective will experience
moderately high fluctuations in annual returns
and overall market value. Generally, under
normal market conditions, such an Account will
primarily invest in a mix of equity securities and
fixed income securities, with a significantly higher
allocation to equity securities. Such an Account
may also hold other types of investments.
for
a
client’s
specific
Growth with Income. A Growth with Income
investment objective typically seeks to provide
moderate growth of capital and some current
income. Typically, an Account pursuing a Growth
with Income investment objective will experience
moderate fluctuations in annual returns and
overall market value. Generally, under normal
market conditions, such an Account will primarily
invest in a mix of equity securities and fixed
income securities, with a bias towards equity
securities. Such an Account may also hold other
types of investments.
investment
objective
Opportunistic. An Opportunistic
investment
objective typically seeks to provide long term
through capital appreciation and/or
growth
income by utilizing an active management style
that shifts the percentage of assets held in
various investment categories to take advantage
of the manager’s perception of market pricing
anomalies, market sectors deemed favorable for
investment by the manager, the current interest
rate environment or other macro-economic trends
identified by the manager to achieve growth while
short,
accounting
intermediate and long term investment and/or
cash flow needs. Depending upon the investment
strategy used, an Account pursuing an
Opportunistic
could
experience high fluctuations in annual returns and
overall market value. The types of investments in
which such an Account may invest will also vary
widely, depending upon the particular investment
strategy used.
long-term growth by
investments based upon
Income with Growth. An Income with Growth
investment objective typically seeks to provide
current income and some growth of capital.
Typically, an Account pursuing an Income with
investment objective will experience
Growth
moderate fluctuations in annual returns and
overall market value. Generally, under normal
market conditions, such an Account will primarily
invest in a mix of fixed income securities and
equity securities, with a bias towards fixed income
securities. Such an Account may also hold other
types of investments.
in
to
implement a
typically
objective
and
overweighting
index or
Conservative Income. A Conservative Income
investment objective typically seeks to provide
current income. Typically, an Account pursuing a
Conservative Income investment objective will
experience relatively small fluctuations in annual
returns and overall market value. Generally,
Tactical. A tactical investment objective seeks to
provide
tactically and
actively adjusting account allocations to different
the
categories of
manager’s perception of how those investment
the short-term.
categories will perform
tactical
Strategies used
involve
investment
underweighting
account
allocations to certain asset classes, geographic
locations or market sectors relative to an
applicable long-term strategic asset allocation,
the market generally.
benchmark
Accounts with a tactical investment objective may
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
have investments focused or concentrated in
certain asset classes, geographic locations or
market sectors and they often experience higher
levels of trading and portfolio turnover relative to
accounts with other investment objectives.
indicates
A Tax-Managed
that
the
account
investment
Tax-Managed.
is
objective
transitioning from one investment strategy to
another using one or more tax management
strategies or tax management considerations. The
primary investment strategy or consideration for
investment
Accounts with a Tax-Managed
objective will involve tax management, and such
accounts may not be successful in pursuing any
other investment strategies, objectives or goals.
Goal. A Goal investment objective indicates that
the Account is a Goal Management Account that is
part of a Goal Management Plan and the Account
will be managed or advised in accordance with
the applicable Goal Management Objective.
of
Investment Objectives
For information about the risks associated with
the investment objectives described above, see
the section of the Brochure entitled “Portfolio
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Principal Risks—Risks Associated with
Certain
and Asset
Allocation Strategies” below.
Mutual Fund Share Class Policy
including
expense ratio of the class across all mutual funds
in the mutual fund family, that are widely
available for trading on the mutual fund trading
Inc.
platform of Charles Schwab & Co.,
(“Schwab”). In selecting the share class for a
mutual fund family to be made available for
purchase by clients in the Share Class Policy
Services, Baird considers a number of factors,
including the number of funds within the fund
family that offer the share class, client positions
in and demand
funds, and the
for those
availability of the share classes and funds for
purchase on the Schwab mutual fund trading
platform. Generally, share classes designed for
retirement plans and those that pay a distribution
(12b-1) fee to Baird will not be permitted in those
Services, or, if such share classes are permitted
and the client’s Account is subject to an asset-
based fee arrangement, Baird will either: (1)
rebate the distribution (12b-1) fees to a client if
the client is paying an asset-based Advisory Fee
on such investment; or (2) exclude such fund
shares from the calculation of the client’s asset-
based Advisory Fee (sometimes referred to as
“unbillable assets”) for such period of time that
Baird collects and retains the distribution (12b-1)
fee as further described under the heading
“Additional
Ethics,
Information—Code
Participation or Interest in Client Transactions and
Personal Trading—Participation or Interest
in
Client Transactions—Investment Product Selling
or Servicing—Mutual Funds” below. Clients should
note that the Approved Share Class for a mutual
fund family is based upon the average expense
ratio for the class across all mutual funds in the
fund family and not on a fund-by-fund basis.
Further, the expenses of every mutual fund can
and will vary over time. Therefore, while Baird
has endeavored to select the lowest cost share
classes as described above, in some instances,
the Approved Share Class is not the least
expensive share class for a particular mutual
fund. Clients may be able to obtain a less
expensive share class in other Programs or at
another firm.
payments,
revenue
sharing
the applicable mutual
Most mutual funds offer different share classes.
While each share class of a given mutual fund has
the same underlying investments, those share
classes have different fees, costs and investment
minimums, and they provide different levels of
compensation to Baird. In an effort to provide
clients with appropriate low cost mutual fund
investment options for their fee-based investment
advisory accounts, Baird has established a mutual
fund share class policy (“Share Class Policy”) for
the
certain DDK-directed Services,
Advisory Choice, DDK Investment Management,
and UAS Services (the “Share Class Policy
Services”). Typically, only one share class of a
given mutual fund family will be made available
for purchase by clients in the Share Class Policy
Services pursuant to the Share Class Policy (the
“Approved Share Class”). When selecting the
Approved Share Class for a mutual fund family,
Baird endeavors to select the share class with the
lowest expense ratio, based upon the average
Baird receives certain compensation from mutual
fund families in the form of distribution (12b-1)
fees, shareholder servicing fees, transfer agency
fees, networking fees, accounting fees, marketing
support
and
administration fees. The amount of compensation
paid to Baird generally varies based upon the
fund
share class of
purchased by clients. Because the compensation
47
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
As custodian, Baird may hold a client’s Account
assets in nominee or “street” name, a practice
that refers
to securities and assets being
registered in Baird’s name or in a name that Baird
designates, rather than in a client’s name directly.
Baird will be the holder of record in those
instances.
Baird may utilize one or more subcustodians to
provide for the custody of a client’s assets in
certain circumstances. For instance, Baird utilizes
subcustodians to maintain custody of certain
client securities that are traded on foreign
exchanges.
Interest
that Baird receives from certain mutual funds is
based upon share class purchased by clients,
Baird has a financial incentive to make available
to clients those share classes that provide Baird
greater compensation, which, in many instances,
would cause clients investing in those share
classes to incur higher ongoing costs relative to
other share classes made available by the fund
families. This presents a conflict of interest. Baird
addresses this conflict through the Share Class
Policy described above and through disclosure in
this Brochure. For more information about the
compensation that Baird receives from mutual
funds, see “Additional Information—Code of
Ethics, Participation or
in Client
Transactions and Personal Trading—Participation
or Interest in Client Transactions—Investment
Product Selling and Servicing—Mutual Funds”
below.
Shares of mutual funds held in client Accounts
that do not meet the requirements of the Share
Class Policy will generally be converted to the
applicable Approved Share Class subject to
certain restrictions. The Share Class Policy is
subject to change at Baird’s discretion without
notice to clients. Additional information about the
Share Class Policy is available on Baird’s website
at bairdwealth.com/retailinvestor.
The Share Class Policy does not apply to the
portion of a UAS Account managed by a third
party managers. Third party managers are
responsible for establishing their own criteria for
selecting investments, including mutual funds, if
any.
to client Accounts on
Custody Services
from
Certain Services may require clients to custody
their Account assets at Baird. If Baird is the
custodian of a client’s assets, Baird will provide
certain custody services, including holding the
client’s Account assets, crediting contributions
and interest and dividends received on securities
held in a client’s Account, and making or
“debiting” distributions
the Account.
Information about account statements and
performance reports, if any, that DDK and Baird
provide to clients is contained under the heading
“Services, Fees and Compensation–Consulting
Services” above and “Additional Information—
Review of Accounts” below.
DDK and Baird in their sole discretion may accept
into a client’s Account,
Held-Away Assets
including assets
that are held by another
custodian (a “third party custodian”). A client who
uses a third party custodian to hold Account
assets does so at the client’s risk. A client should
understand that DDK and Baird do not monitor,
evaluate or review any third party custodian
unless they otherwise agree to do so in writing.
The client should also understand that the client
will pay a custody fee to the third party custodian
in addition to the Advisory Fee. Baird may also
impose additional fees on Accounts with assets
held by a third party custodian due to the
increase in resources needed to administer those
Accounts. Further, such third party custody
arrangements may
limit the Services made
available to the client. In addition, a client should
understand that: (a) each third party custodian
has exclusive control over the investment options
the
made available
custodian’s platform; (b) DDK and Baird have no
authority or ability to add to, or remove from, a
custodian’s platform any investment option; (c)
any advice given by DDK or Baird with respect to
the Account is inherently limited by the options
available through a custodian’s platform; (d) DDK
or Baird may have provided different investment
advice with respect to the Account had they not
been limited to the investment options made
available through the custodian’s platform; and
(e) certain investments, such as mutual fund
shares, could be more or less expensive than if
the investment was obtained from Baird or
another firm. A client should further note that
DDK and Baird may not provide performance
review or reporting for Held-Away Assets. In
addition, a client who uses a third party custodian
is not eligible for cash sweep services offered by
Baird. Clients using a third party custodian are
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
encouraged to establish appropriate cash sweep
arrangements.
a bank constitutes a direct obligation of the bank
and is not directly or indirectly Baird’s obligation.
(e.g.,
A client who uses a third party custodian
authorizes DDK and Baird to give instructions to
the client’s custodian for all actions necessary or
incidental to the purchase, sale, exchange, and
delivery of securities held in the client’s Account.
Also, the client will receive account statements
directly from the client’s selected custodian. A
client should carefully review those account
statements and
them with any
compare
statements provided by DDK or Baird. A client
should note that the prices shown on a client’s
Account statements provided by the custodian
could be different from the prices shown on
statements and reports provided by DDK or Baird
due to a variety of factors, including the use of
different valuation sources and accounting
methods
settlement date
trade or
accounting) by the custodian and Baird.
Cash Sweep Program
Program
is
available
Any aggregate cash balances held by a client in
excess of the applicable aggregate deposit limit
are automatically invested in shares of a money
market mutual fund that Baird makes available in
the Money Market Fund feature of the program.
Cash held in employee benefit plan accounts,
employee health and welfare plan accounts, and
SEP and SIMPLE IRAs will be automatically
invested or swept into a money market mutual
fund that Baird makes available under the Money
Market Fund Feature of the program. In addition,
clients with aggregate cash balances of $5 million
or more across all of their accounts with Baird
within the same household may opt out of the
Bank Sweep Feature and instead have all of their
cash balances automatically swept
into an
institutional money market mutual fund that Baird
makes available under the Money Market Fund
Feature of the program. Effective June 1,
2025, clients with aggregate cash balances of $5
million or more across of their accounts with us
within the same household both at the time of the
request to opt out and as of the end of any two
previous consecutive months beginning on April
30, 2025 and thereafter. More information about
the Money Market Fund Feature of Baird’s Cash
Sweep
at
rwbaird.com/cashsweeps.
to provide FDIC
is
available
Baird maintains a Cash Sweep Program that is
intended for clients who want to earn interest and
receive FDIC insurance protection on their cash
over short periods of
time while awaiting
investment. If a client participates in Baird’s Cash
Sweep Program, uninvested cash in the client’s
accounts will be automatically deposited or swept,
on a daily basis, into one or more FDIC-insured
deposit accounts at participating banks (the “Bank
Sweep Feature”) or, under certain conditions, will
be automatically invested in shares of a money
market mutual fund that Baird makes available in
the program (the “Money Market Fund Feature”),
subject to the terms and conditions of the
program. By using multiple participating banks as
opposed to a single bank, the Bank Sweep
insurance
Feature seeks
protection for a client’s cash balances of up to an
aggregate deposit limit determined under the
program (currently, $2,500,000 for most account
types and $5,000,000 for joint accounts). A client
receives interest on cash balances in deposit
accounts under the Bank Sweep Feature at tiered
rates that are based on the aggregate value of
the accounts within the client’s household. The
applicable client household tier values are: less
than $1 million; at least $1 million but less than
$2 million; at least $2 million but less than $5
million; and $5 million are more. Current rate
at
information
rwbaird.com/cashsweeps. Each deposit account at
The Bank Sweep Feature seeks to provide FDIC
insurance protection for a client’s cash balances
up to an aggregate deposit limit determined
under the program. Any deposits, including CDs,
that a client maintains, directly or indirectly
through an intermediary (such as us or another
broker), with a bank participating in the Cash
Sweep Program in the same capacity with the
bank will be aggregated with the client’s cash
balances deposited with the bank under the Cash
Sweep Program for purposes of calculating the
$250,000 FDIC insurance limit. Total deposits
exceeding $250,000 at a bank may not be fully
insured by the FDIC. A client is responsible for
monitoring the total amount of other deposits that
the client has with a bank outside the Cash Sweep
Program in order to determine the extent of
deposit insurance coverage available. Baird is not
responsible for any insured or uninsured portion
of a client’s deposits at a bank. Cash invested in a
money market mutual fund under the Money
Market Fund Feature is not FDIC insured, but is
Investor Protection
protected by Securities
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Corporation (“SIPC”) coverage up to applicable
limits.
Program and maintain high levels of uninvested
cash balances in the client’s accounts.
receives
compensation
for
account
values
of
As an alternative to the Cash Sweep Program,
Baird makes available other money market
mutual funds and other cash alternatives in which
a client may invest, often at a higher yield,
although these investments do not have an
automatic sweep feature. In addition, instead of
maintaining cash balances in an advisory Account,
a client has the option to maintain such cash
balances in a brokerage account that is not
subject to an asset-based Advisory Fee.
in connection with
less. For
A client should understand that the Cash Sweep
Program is an ancillary account service and it is
not nor is it part of any advisory program or
investment advisory service. DDK and Baird do
not act as investment adviser or a fiduciary to a
client
the Cash Sweep
Program. However, a client should note that the
amount of the client’s advisory Account dedicated
to cash and cash equivalents is part of the overall
investment allocation advice provided to the client
and thus the amount of such cash and cash
equivalents included in the calculation of the
Advisory Fee for the client’s advisory Account.
on
website
More detailed information about the Cash Sweep
Program and the compensation Baird receives is
at
Baird’s
available
www.rwbaird.com/cashsweeps. A
client also
receives information about the compensation
Baird receives from the Cash Sweep Program
through a client’s account statements.
Trust Services Arrangements
services,
including
tax
related
to
those assets, and
Baird maintains an alliance with
certain
institutions, both non-affiliated and affiliated,
including Baird Trust Company, that provide trust
administration
trust
administration, custody,
reporting and
recordkeeping. DDK Consultants at times refer
clients seeking trust services to institutions that
are members of the alliance. Subject to its
fiduciary duties, the trustee oftentimes retains
Baird to provide investment advisory services to
the client trust. A client should understand that
any such referral for trust services under the
Trust Alliance Program made by Baird and its DDK
Consultants is an ancillary account service and it
is not an, nor is it part of any, Advisory Program
or investment advisory service. They do not act
as investment adviser or a fiduciary to the client
the
Baird
administrative, accounting and other services that
Baird provides under the program, which is paid
out of the aggregate interest that is paid by the
participating banks on the aggregate client
balances in the deposit accounts participating in
the Bank Sweep Feature. Baird’s annual rate of
compensation may be up to 3.60% of the
for clients with
aggregate client balances
than
less
household
$1,000,000, 2.45% for clients with household
account values of $1,000,000 but less than
$2,000,000, 2.00% for clients with household
account values of $2,000,000 but less than
$5,000,000, and 1.75% for clients with household
account values of $5,000,000 or more. In a lower
interest rate environment Baird’s annual rate of
compensation will be
fee-based
investment advisory IRA accounts participating in
the Bank Sweep Feature, Baird’s compensation is
a monthly per account fee (which is the same
regardless of client balances in bank deposit
accounts). The per account fee for these advisory
IRA accounts is generally paid out of the interest
that the banks pay on aggregate client balances
in the deposit accounts, and the per account fee
varies based on the applicable Fed Funds Target
Rate but in no event will it exceed $19.00 per
month. Baird also receives an annual rate of
compensation of up to 0.50% of the aggregate
client balances automatically invested into money
market mutual funds under the Money Market
Fund Feature. A client should note that the client
will be charged the asset-based Advisory Fee on
the value of all of the assets in the client’s
Accounts, including cash that is swept into a bank
deposit account or invested into a money market
mutual fund under the Cash Sweep Program. As a
result, Baird receives two layers of fees on a
client’s assets swept or invested in the Cash
Sweep Program:
the Advisory Fee, which
compensates Baird for the investment advice,
trading and custody services provided to the
client
the
compensation paid by the banks or money market
funds related to those assets, which compensates
Baird for the services Baird provides to the banks
and funds and for Baird’s efforts in maintaining
the Cash Sweep Program. The compensation that
Baird receives from the Cash Sweep Program
gives Baird a financial incentive to recommend
that a client participate in the Cash Sweep
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
visit
website
contact
loan, Baird has an
incentive
financial
incentive
trust administration
when making such a referral and they will not
provide advice on or oversee any such trust
services arrangement. Baird has a
financial
incentive to recommend that clients use Baird
Trust, an affiliate, over other non-affiliated trust
companies. As a result of this affiliation, Baird
Trust also has a financial incentive to retain Baird
to provide investment advisory or other services
on behalf of the client. In addition, Baird and DDK
Consultants have a
to
recommend arrangements that involve Baird and
the DDK Consultant providing
investment
advisory services to the client and the trust
company only providing trust administration
services compared to an arrangement whereby a
trust company would provide both investment
advisory and
services
because it is more profitable to Baird and the DDK
Consultant.
that any margin balance
(i.e.,
ongoing
Baird
Trust
generally
rates are lower for larger debit balances and
those with higher household account balances. As
a result, rates will vary. To determine the actual
interest rate that may apply to a client’s margin
Baird’s
loan,
at
rwbaird.com/loanrates
a DDK
or
Consultant. Because a client will pay interest to
Baird on the outstanding balance of the client’s
to
margin
recommend that a client use margin. Baird and
DDK Consultants also have an incentive to
recommend that a client use margin, because a
margin loan allows a client to make larger
securities purchases and retain assets in the
client’s Accounts that pay an ongoing asset-based
Advisory Fee instead of liquidating them to fund a
cash need, which increases the asset-based fees
Baird earns on a client’s Accounts. A client should
note
the
outstanding amounts of the margin loan the client
owes to Baird) in the client’s advisory Accounts
will not be applied to reduce the client’s billable
account value in calculating the client’s asset-
based Advisory Fee, which gives Baird and DDK
Consultants further incentive to recommend client
use of margin instead of liquidating assets to fund
a cash need. Because the interest Baird receives
and fees Baird earns on a client’s Accounts
increase as the amount of the client’s margin loan
increases, Baird and DDK Consultants also have
incentive to recommend that the client
an
continue to maintain a margin loan balance with
Baird at high levels. Baird has the right to lend
the securities a client pledges as collateral for the
client’s margin loan, and Baird receives additional
compensation for lending those securities, which
provides Baird a further incentive to recommend
margin to a client.
In addition, outside of the Trust Alliance Program,
DDK Consultants may refer a client to Baird Trust
to provide investment management and trust
administration services to the client. If a client
enters into such a relationship with Baird Trust,
Baird and the client’s DDK Consultant typically
relationship management
provide
services.
provides
compensation to Baird and the client’s DDK
Consultant for the referral and providing ongoing
services, which may be up to 50% of the ongoing
fees that a client pays to Baird Trust, and which is
credited to the client’s DDK Consultant for
purposes of determining the DDK Consultant’s
compensation. The compensation paid to Baird
and a client’s DDK Consultant does not increase
the fees that the client pays to Baird Trust. Due to
Baird’s affiliation with Baird Trust and the
compensation paid to Baird and DDK Consultants,
Baird and DDK Consultants have a financial
incentive to favor Baird Trust over other trust
companies.
Margin Loans
A client should note that Baird’s margin loan
program is generally intended to be used to fund
additional purchases of securities. or short-term
liquidity needs. If a client wishes to obtain a loan
for some other purpose, a client should instead
consider whether the client is eligible for Baird’s
Securities-Based Lending Program, which involves
clients obtaining loans from third-party lenders for
general use purposes. Baird and DDK Consultants
have a conflict to the extent they would
recommend that a client use the Baird margin
loan program instead of the Securities-Based
Lending Program because a client pays interest
and other fees to Baird instead of a third-party
lender.
Margin involves borrowing money from Baird
using eligible securities as collateral, including for
the purpose of buying securities. If a client uses
margin, the client will pay Baird interest on the
amount the client borrows. The rate of interest
that a client pays on a margin loan will be at a
base rate determined by Baird plus or minus a
specified percentage that varies based on the
outstanding debit balance of the margin loan and
the client’s household account value. Interest
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
financial
incentive
Additional important information about margin,
including the risks and margin interest rates that
apply, is set forth in the “Margin” section of
Baird’s website at bairdwealth.com/retailinvestor.
Securities-Based Lending Program
of
website
Consultants have a
to
recommend that a client obtain a loan under the
program to provide for the client’s needs instead
of liquidating assets in the client’s accounts with
Baird because a decline in the amounts the client
has in the client’s accounts will result in lower
revenues to Baird and compensation paid to the
client’s DDK Consultant. Additional important
information about securities-based lending is set
forth in the “Securities-Based Lending Program”
section
at
Baird’s
bairdwealth.com/retailinvestor.
the
loan or
A client should understand that any referral made
by Baird and DDK Consultants under
the
Securities-Based Lending Program is an ancillary
account service and it is not an, nor is it part of
any, Advisory Program or investment advisory
service. They do not act as investment adviser or
a fiduciary to the client when making such a
referral and they will not provide advice on or
oversee any such lending arrangement.
Client Responsibilities
informing
the
A client is responsible for providing information to
Baird and the client’s DDK Consultant reasonably
requested by them in order to provide the
services selected by the client. Baird, the client’s
DDK Consultant and investment managers, if any,
will rely on this information when providing
services to the client. A client is also responsible
for promptly
client’s DDK
Consultant of any significant life changes (e.g.,
change in marital status, significant health issue,
or change in employment) or if there is any
change to the client’s investment objectives, risk
tolerance,
investment
financial circumstances,
needs, or other circumstances that may affect the
manner in which the client’s assets are invested.
None of Baird, the client’s DDK Consultant or any
investment manager managing a client’s Account
is responsible
for any adverse consequence
arising out of the client’s failure to promptly
inform the client’s DDK Consultant of any such
changes. Since investment goals and financial
circumstances change over time, a client should
review the client’s participation in a Service with
the client’s DDK Consultant at least annually.
Legal and Tax Considerations
DDK and Baird do not provide legal or tax advice
to clients in connection with the Services.
Baird offers clients an opportunity to borrow
money from a third party lender under Baird’s
Securities-Based Lending Program. These loans, if
made, can be used for any personal or business
purpose other than to purchase, carry or trade
securities, or to repay margin debt. These loans
are secured by the investments and other assets
in the client’s accounts with Baird. A client will
pay interest on the outstanding balance of the
client’s loan. The rates of interest charged by the
bank depends on many factors, such as the
prevailing interest rate environment, the amount
of
line of credit, a client’s
creditworthiness, and the aggregate assets in a
client’s Baird accounts in the client’s household
(“relationship size”). The interest rates are based
on a benchmark
rate, plus an applicable
percentage that varies based on the approved
loan amount and the relationship size. Rates are
generally higher for smaller loans and relationship
sizes and lower for larger loans and relationship
sizes. The interest rate that will apply to a client’s
loan will be set forth in the loan agreement the
client enters into with the bank. Baird receives an
ongoing administrative fee from the bank, at an
annual rate of up to 2.50% of the outstanding
balance under a client’s loan, which is paid by the
bank out of the interest the client pays to the
bank. A client’s DDK Consultant typically receives
an ongoing referral fee at an annual rate of up to
0.25% of the outstanding balance of the client’s
loan, which is paid out of Baird’s administrative
fee. A client should note that Baird and DDK
Consultants will continue to receive compensation
on assets held in the client’s accounts that serve
as collateral for the client’s loans, including
Advisory Fees. Because Baird
receives an
administrative fee and DDK Consultants receive a
referral fee if a client obtains a loan from a third
party
lender under Baird’s Securities-Based
Lending Program, Baird and DDK Consultants
have an incentive to recommend that a client
obtain loans under that program. Baird and DDK
Consultants will continue to receive compensation
on assets held in a client’s accounts that are
collateral for such loans, including Advisory Fees
on such assets if those assets are in the client’s
advisory Account. As a result, Baird and DDK
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Account
(“Retirement
gradually decreasing as the Account balance
increases. For example, a client with an Account
value of $50 million may pay one rate on the first
$10 million of assets in the Account, a lower rate
on the next $15 million of assets in the Account
and a still lower rate on the remaining $25 million
of assets. Use of a tiered fee schedule will result
in a blended asset-based fee rate.
Additional laws, regulations and other conditions
apply to Retirement Accounts. Each owner,
trustee, named
responsible plan
fiduciary,
fiduciary, or other fiduciary acting on behalf of a
Retirement
Account
Fiduciary”) should understand that DDK and Baird
do not provide legal advice regarding Retirement
Accounts. A Retirement Account Fiduciary is urged
to consult with his or her own legal advisor about
the laws and regulations that may apply to
Retirement Accounts.
liquidations,
redemptions,
The typical asset-based fee varies depending
upon the Service and the fee option selected by
the client. Fee options and rates may also differ
among different Accounts held by the same client,
depending on the services selected
for an
Account.
All new client Accounts paying an asset-based fee
are generally subject to a unified advice fee
arrangement (“Unified Advice Fee Arrangement”),
which is described below.
Unified Advice Fee Arrangement
Under a Unified Advice Fee Arrangement, the
asset-based Advisory Fee is comprised of an
advice fee (“Advice Fee”) and, for some Services,
an additional portfolio fee (“Portfolio Fee”). The
Advice Fee covers certain investment advisory,
brokerage and custody services provided by DDK
and Baird. The Portfolio Fee covers portfolio
management and other services provided by
Baird and the manager to the client’s Account,
which may include departments or affiliates of
Baird. If a client has a Unified Advice Fee
Arrangement, the client’s Advisory Fee rate will be
equal to the sum of the applicable Advice Fee rate
and the applicable Portfolio Fee rate, if any.
The investment strategies used for a client’s
Account and transactions in a client’s Account,
including
and
rebalancing transactions, may cause the client to
realize gains or losses for income tax purposes. In
addition, a client’s Account may be invested in
investment products classified as partnerships for
U.S. federal income tax purposes, which may
result in unique tax treatment, including Schedule
K-1 reporting. In addition, when held in a client’s
Retirement Account under certain circumstances,
such
investments may produce unrelated
business taxable income which may result in a
current-year income tax obligation to the client.
in
DDK does not provide any tax advice
connection with any of the Services. A client
should discuss the potential tax implications of
the client’s investment strategies, investment
products, and transactions with the client’s tax
advisor. If a client wishes for DDK to implement a
particular investment strategy for tax purposes,
and DDK agrees to implement such strategy,
neither DDK nor Baird will be responsible for the
development, evaluation or efficacy of any such
strategy.
Advisory Fees
Fee Options and Fee Schedule
Clients with a Unified Advice Fee Arrangement
generally choose a tiered fee schedule for the
Advice Fee portion of the Advisory Fee.
Tiered Advice Fee Schedule
following
fee schedule sets
tiered Advice Fee rates
forth
for
the
the
The
maximum
Services.
A client’s advisory agreement will set forth the
actual compensation the client will pay to Baird.
In most instances, a client pays an ongoing
Advisory Fee based upon the value of assets in
the client’s Account (an “asset-based
fee”),
although other options, such as a flat fee, are
available.
Tiered Advice Fee Schedule
Asset-Based Fee Arrangement
Value of Assets
Annual Fee Rate
fee
On the first $10 million
Negotiable
DDK generally offers one asset-based
arrangement: a tiered fee schedule.
On next $15 million
0.60%
On next $25 million
0.45%
Under a tiered fee schedule, the asset-based fee
will vary for different segments of client assets,
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Portfolio Fee Schedule
Tiered Advice Fee Schedule
Value of Assets
Annual Fee Rate
Service
Annual Fee Rate
or Range of Rates
On next $25 million
0.30%
0.35% - 0.37%
CCM Portfolios
On next $25 million
0.15%
0.15% - 0.30%
GAMMA Portfolios
0.02% - 0.37%
Above $100 million
Negotiable
Strategas Portfolios
DDK Investment Management
0.00%
Portfolio Fee Schedule
DDK Recommended Managers
0.20% - 0.75%
Equity SMA Strategies
0.20% - 0.52%
Balanced SMA Strategies
following
fee schedule sets
forth
0.25% - 0.40%
Fixed Income SMA Strategies
0.25% - 0.52%
The Portfolio Fee
rate varies by Service,
investment vehicle, and the type of investment
strategy or style being pursued by the Account.
The
the
maximum Portfolio Fee rates or range of rates for
the Services.
Global and International SMA
Strategies
Portfolio Fee Schedule
0.35% - 0.60%
Alternative SMA Strategies
0.10%
Tax Managed Strategies
Service
Annual Fee Rate
or Range of Rates
Baird SMA Network (BSN)
0.00%
ALIGN Custom Portfolios
0.26% - 0.77%
Equity SMA Strategies
0.00%
ALIGN Elements Portfolios
0.22% - 0.60%
Balanced SMA Strategies
0.00%
ALIGN Strategic Portfolios
0.12% - 0.40%
Fixed Income SMA Strategies
ALIGN UMA Select Portfolios
0.25% - 0.60%
0.25% - 0.52%
Equity SMA Strategies*
Global and International SMA
Strategies
0.16% - 0.40%
Fixed Income SMA Strategies
0.32% - 0.60%
Alternative SMA Strategies
0.25% - 0.60%
0.02% - 0.50%
Fund Strategist Portfolios
Global and International SMA
Strategies
—**
Dual Contract (DC)
0.00%
Mutual Funds
0.00%
Russell Model Strategies
0.00%
ETFs
0.00%
Unified Advisory Select (UAS)
Portfolios
ALIGN Strategic Sleeve or
Portfolio
0.25% - 0.52%
Equity SMA Strategies*
0.00%
Baird Advisory Choice
0.25% - 0.52%
Balanced SMA Strategies
0.00%
BairdNext Portfolios
0.16% - 0.40%
Fixed Income SMA Strategies
Baird Affiliated Managers
Portfolios
0.25% - 0.60%
Global and International SMA
Strategies
PWM-Managed Portfolios
0.32% - 0.50%
Riverfront SMA Strategies
0.00%
AQA Portfolios
0.02% - 0.50%
Fund Strategist Portfolios
0.00%
Baird Recommended Portfolio
0.00%
Mutual Funds
0.00%
Baird Rising Dividend Portfolio
0.00%
ETFs
Baird Equity Asset Management
0.00%
ALIGN Elements Portfolios
0.35% - 0.50%
SAM Strategic Portfolios
0.00%
0.32% - 0.50%
Other Portfolios
ALIGN Strategic Sleeve or
Portfolio
0.32% - 0.50%
Riverfront Managed Portfolios
0.00%
AQA Portfolios
0.35%
Baird Trust Strategies
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Portfolio Fee Schedule
Service
Annual Fee Rate
or Range of Rates
0.00%
Baird Recommended Portfolio
0.00%
Baird Rising Dividend Portfolio
0.32% -0.40%
Baird Equity Asset Management
Portfolios
0.35%
Baird Trust Strategies
0.35% - 0.37%
CCM Portfolios
0.02% - 0.37%
Strategas Portfolios
investment vehicles (such as mutual funds, ETFs,
SMAs and PWM-Managed Portfolios) and asset
classes (such as equity securities and fixed
income securities). Each investment vehicle and
asset class may have a different Portfolio Fee
rate, which is shown in the table above. For
purposes of calculating the Portfolio Fee for a
UMA, the Portfolio Fee rate applicable to each
investment vehicle or asset class will be applied
to the value of assets invested in each such
investment vehicle or asset class in the Account.
In other words, the overall Portfolio Fee rate for
the UMA as a whole will be a blended rate. The
blended Portfolio Fee rate, and the actual Portfolio
Fee paid by a client, will vary over time due to
many factors, including market appreciation or
depreciation of the assets in the Account and
changes in allocations to different investment
vehicles or asset classes in the Account.
* Reflects the range of fees charged by managers or
products that are not affiliated with Baird. The range of
fees charged by Baird or by managers or products
affiliated with Baird are shown elsewhere in the Portfolio
Fee Schedule.
Overlay Manager Tax Overlay Services
** Fees charged by managers under the DC Program
are negotiated by each client pursuant to a separate
agreement that does not include Baird. Baird, therefore,
does not have the necessary information to provide a
definitive range of fees paid to managers under the DC
Program.
The Overlay Manager charges an additional fee
for tax overlay services, which will be included in
the Advisory Fee. The amount of the fee will be
disclosed to a client prior to enrolling an Account
in the service.
Flat or Hourly Fee Arrangement
The Portfolio Fee rates are current as of the date
of this Brochure. A client’s actual Portfolio Fees
could be higher or lower than the amounts shown
above if Baird adds new investment managers to
the Services with higher or lower fees or if Baird
and a manager renegotiate the amount of the
subadvisory fee.
Under a flat fee or hourly fee arrangement, the
applicable fee may be determined according to a
fixed asset-based or hourly fee rate or may be a
fixed dollar amount. Specific services may each
have their own, separately stated flat fee, or
several services may be grouped together under a
single flat fee. Some services may entail a flat fee
per usage. Flat fees are negotiable and vary by
client. The details of flat fee arrangements,
including fee amounts, the billing schedule, and
the services covered, will be included in the
client’s advisory agreement.
Service Account Minimums
The minimum asset value to open an Account in a
Service is set forth in the table below.
Baird provides operational and administrative
services to 55ip
in connection with 55ip’s
management of client Accounts using an ALIGN
55ip Tax Managed Solution. As compensation for
those services, Baird receives a portion of the
Portfolio Fee at an annual rate of up to 0.02% of
the value of the Account. Additional information is
contained in the document titled “Administrative
Servicing, Revenue Sharing, and Other Third
Party Payments” available on Baird’s website at
bairdwealth.com/retailinvestor.
Account Minimum
Service
Asset Level
Consulting Services
Negotiable
ALIGN Custom Portfolios
$25,000
The Portfolio Fee rates set forth above do not
include the overlay fees charged by the Overlay
for tax overlay or values overlay
Manager
services, which are generally 0.10% of the value
of the Account annually.
ALIGN Elements Portfolios
$5,000
ALIGN Strategic Portfolios
$25,000
Important Information about UMAs and Blended
in different
Rates. UMAs offer
investments
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Account Minimum
Account and will be significantly higher if, for
example, an SMA Strategy is selected.
Service
Asset Level
ALIGN UMA Select Portfolios
$100,000(1)
Baird Advisory Choice
$10,000
BairdNext Portfolios
$5,000
Baird Affiliated Managers
$250,000
Baird Equity Asset
Management Growth
Portfolios
$250,000(2)
Baird Equity Asset
Management SAM Portfolios
A client’s Account may also be subject to a
minimum quarterly Advisory Fee that will be set
forth in the client’s advisory agreement regardless
of the value of the assets in the client’s Account.
In addition, if a third party custodian has custody
of the client’s Account assets, Baird may impose
Account requirements different than those set
forth above, including but not limited to higher
minimums, and it may impose additional fees due
to the increase in resources needed to administer
the Account.
Baird Trust
$80,000
Riverfront Managed Portfolios
$50,000(3)
$50,000
Riverfront Managed ETF
Portfolios
A client is encouraged to periodically review with
the client’s DDK Consultant the client’s Advisory
Fee and the services provided to determine if the
services and fees continue to meet the client’s
needs.
CCM Portfolios
$100,000
GAMMA Portfolios
$250,000
Calculation and Payment of Advisory Fees
Strategas Portfolios
$100,000(4)
DDK Recommended Managers
$100,000(5)
Baird SMA Network
$100,000(5)
Dual Contract
$100,000(5)
DDK Investment Management
$50,000
Russell Model Strategies
$10,000
$5,000(6)
Unified Advisory Select (UAS)
Portfolios
(1) Account minimums
for ALIGN UMA Select
Portfolios range from $100,000 to $400,000,
depending upon the particular Portfolio.
Baird will calculate a client’s Advisory Fee by
applying the applicable fee rate to the value of all
of the assets in the client’s Accounts, including
cash and its equivalent and including all Held-
Away Assets, unless otherwise agreed to in
writing. Liabilities held in a client's Accounts,
including the value of margin debit balances, open
short sale positions and open options positions
with a negative market value will be excluded
from the calculation of a client's Advisory Fee. The
value of cash balances held in a client’s Account
will be excluded from the calculation of a client's
Advisory Fees in an amount equal to the value of
any open short sale positions and options
positions with a negative market value held in the
margin account.
(2) Baird Equity Asset Management’s SAM Strategic
Portfolios have a minimum account requirement of
$250,000 and its SAM Custom Portfolios have a
minimum account requirement of $1,000,000.
(3) Riverfront Managed Portfolios have an account
minimum ranging from $50,000 to $100,000.
(4) Strategas Managed Portfolios that use strategies
that primarily invest in mutual funds or ETFs may
have an account minimum as low as $25,000.
If requested by a client and approved by Baird, a
client’s Advisory Fee may be determined by also
including the aggregate value of assets in certain
other Advisory accounts held by a client and
certain members of the client’s household or
family (a “household fee arrangement”). A client
should note that Retirement Accounts may not be
included in a household fee arrangement to the
extent a prohibited transaction under ERISA or
the IRC may result. The terms of any such
household fee arrangement will be set forth in the
client’s advisory agreement.
(5) Investment managers typically have an account
minimum of $100,000. However, each investment
manager sets its own minimum account size
requirements, which can range from $25,000 to
more
than $1,000,000. As a result, some
investment managers may not be available to
clients with smaller accounts.
A client should note that it is client’s sole
client’s DDK
responsibility
to
inform
the
(6) Account minimums vary depending upon the
investments that are selected for UAS Program
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
sponsors and custodians may differ from prices
that could be obtained from other sources.
for a household
Values used for fee-calculation purposes may vary
from prices received in actual transactions and
are not firm bids, offers or guarantees of any type
with respect to the value of assets in an Account,
and the Advisory Fee for some securities may be
calculated based on values that are greater than
the amount a client would receive if the securities
were actually sold from the client’s Account.
Consultant that client’s household or family has
two or more Advisory accounts that are eligible
for a household fee arrangement. DDK and Baird
do not undertake any obligation to ensure client
Accounts are eligible
fee
arrangement. By agreeing to a household fee
arrangement, each client subject
to such
household fee arrangement consents to DDK and
Baird providing to each other client subject to
such household fee arrangement, in DDK’s or
Baird’s sole discretion, information about the
aggregate level, or range, of household assets
used for fee calculation purposes. As a result,
each such client should understand that the other
clients included in the household fee arrangement
may be able to ascertain the amount of the
client’s assets at Baird.
As mentioned above, Baird will include cash and
cash equivalent balances in a client’s Account
when calculating a client’s asset-based Advisory
Fee. Baird has adopted internal policies that
monitor the percentage of an Account swept into
cash under the Cash Sweep Program. These
internal policies are designed to inform DDK
Consultants and their clients who hold large cash
sweep balances in their Accounts for sustained
periods that those Accounts are holding large
cash sweep balances and that there may be other
investment or account options for their cash and
that Baird receives direct compensation
in
addition to the Advisory Fee from client balances
in the Cash Sweep Program.
If a client maintains a debit balance in the client’s
margin account with Baird, such balance has no
bearing on the asset-based Advisory Fees charged
on client’s Account. In other words, the margin
balance (i.e., the outstanding amounts of the
margin loan a client owes to Baird) in client’s
Account will not be applied to reduce the client’s
billable Account value in calculating the Advisory
Fee.
For purposes of calculating a client’s asset-based
Advisory Fee, the value of a client’s assets is
generally determined by Baird. Baird generally
relies upon third party sources, such as third
party pricing services when valuing Account
assets. In some instances, such as when Baird is
unable to obtain a price for an asset from a
pricing service, Baird may obtain a price from its
trading desk or it may elect to not price the asset.
Obtaining a price from its trading desk may
present a conflict of interest. In some cases, Baird
obtains prices from the issuers or sponsors of
investment products in the client’s Account when
prices are not otherwise readily available. This
frequently occurs with respect to the valuation of
annuities and Complex Investment Products. If
the assets in the client’s Account are held by a
custodian other than Baird, Baird may also use
valuation information provided by the client’s
third party custodian in determining the value of
the assets in the client’s Account.
is unreliable. Valuation data
The Account value used for the Advisory Fee
calculation may differ from that shown on a
client’s Account statement or performance report
due to a variety of factors, including the client’s
use of margin, options, short sales, and other
considerations. If a client has assets held by a
third party custodian, the prices shown on a
client’s Account statements provided by the
custodian could be different from the prices
shown on statements and reports provided by
Baird. See “Services, Fees and Compensation—
Additional Service Information—Custody Services”
above for more information.
Neither DDK nor Baird conducts a review of
valuation information provided by third party
pricing services, issuers, sponsors, or custodians,
and they do not verify or guarantee the accuracy
of such information. DDK and Baird do not accept
responsibility for valuations provided by third
parties that are inaccurate unless they have a
reason to believe that the source of such
for
valuations
investments, particularly annuities and Complex
Investment Products, may not be provided to
Baird in a timely manner, resulting in valuations
that are not current. The prices obtained by Baird
issuers,
from
third party pricing services,
A client’s Advisory Fees are payable in accordance
with the terms of the client’s advisory agreement.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
the
Typically, Advisory Fees are payable on a calendar
quarterly basis, in advance. The initial billing
period begins when
client’s advisory
agreement is accepted by Baird and the Account
is opened by Baird (the “Opening Date”). The
initial Advisory Fee payment will be adjusted for
the number of days remaining in the then current
quarter. The initial Advisory Fee will be based on
the value of assets in the client’s Account on the
Opening Date. The period which such payment
covers shall run from the Opening Date through
the last business day of the then current calendar
quarterly billing period. Thereafter, the quarterly
Advisory Fees shall be calculated based upon the
Account’s asset value on the last business day of
the prior calendar quarter and shall become
payable on the first business day of the then
current calendar quarter.
If DDK, Baird or the client terminates the client’s
advisory agreement or the client’s participation in
a Service, a pro-rated refund from the date of
termination through the end of the applicable
billing period will generally be made to the client
in the client’s affected Accounts. DDK and Baird
will not implement a decrease in the client’s fee
rate during a billing period or otherwise reimburse
or adjust Advisory Fees during any such period for
asset value appreciation or depreciation in a
client’s Account during such period. For example,
if a client’s Account is subject to a tiered or
breakpoint fee schedule and the asset levels of
the Account move into a new tier or cross a
breakpoint during such period, no rebate or fee
adjustment will be made. However, DDK and
Baird, in their sole discretion, may make fee
adjustments in response to asset fluctuations in a
client’s Account occurring during a billing period
that result from contributions to, or withdrawals
from, the client’s Account.
The minimum asset value in order to retain the
services of DDK is $10 million, and a minimum
annual Advisory Fee of $60,000 may be assessed
to a client regardless of the level of assets
advised by DDK. DDK may waive the minimum
asset value or minimum Advisory Fee at its
discretion. The minimum Advisory Fee is subject
to change upon notice to the client.
the
client’s Account may
A client’s Advisory Fees and other charges will be
automatically deducted from the client’s Account,
unless the client requests, and DDK and Baird
agree, to an alternate arrangement, such as
having Baird issue the client an invoice for the
Advisory Fees (“direct billing”). A client should
understand that the client’s Advisory Fees and
other charges relating to the client’s Account may
be satisfied from free credit balances and other
assets in the client’s Account. If free credit
balances in a client’s Account are insufficient to
pay the Advisory Fees or other charges when due,
investment manager
DDK, Baird and any
managing
sell
investments from the client’s Account to the
extent they deem necessary and appropriate, in
their sole discretion, to pay the client’s Advisory
Fees and other charges.
The Advisory Fee and minimum account value are
negotiable in certain instances and may vary
based upon a number of factors, including but not
limited to the size and nature of the assets in the
client’s Account, the client’s particular investment
strategy or objective, and any particular services
requested by the client. In some instances, clients
may pay a higher fee than indicated in the fee
schedule above. The fees paid by a client may
differ from the fees paid by other clients based on
a number of factors, including but not limited to
the factors identified above.
If a client’s Account is subject to direct billing, the
client is required to pay each bill within 30 days of
the date of the invoice. DDK and Baird may
automatically deduct a client’s Advisory Fees and
other charges from the client’s Account as
described above in the event that Baird does not
receive payment from the client within 30 days of
the date of the invoice. DDK or Baird may rescind
a direct billing arrangement with a client at any
time. Direct billing may not be available for
Retirement Accounts.
The fee schedule set forth above is the current
fee schedule for the Services. Each Service has
had other fee schedules in effect, which may
reflect fees that are lower or higher, as the case
may be, than those shown above. As new fee
schedules are put into effect, they are made
applicable only to new clients, and fee schedules
applicable to existing clients may not be affected.
Therefore, some clients may pay different fees
than those shown above.
To the extent permitted by applicable law, DDK or
Baird may modify a client’s existing fees and
other charges or add additional fees or charges by
providing the client with 30 days’ prior written
notice.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
o the level of trading activity and size of trade
Obtaining Services Separately: Brokerage or
Advisory? Factors to Consider
orders;
o applicable account fees and charges;
o the client’s use of third party managers who
charge their own fees for managing accounts
in addition to DDK’s Advice Fee; and
o the amount of the client’s account invested in
investment products that have additional
internal ongoing operating fees and expenses
(e.g., Investment Funds).
DDK generally does not offer the Services to
clients on an unbundled basis. In other words, the
Services do not permit clients to pay for services,
such as investment advice, trade execution, and
custody
separately. However, Baird offers
brokerage accounts and other services to clients,
and certain services provided to a client in
connection with a particular Service may be
available to a client outside of the Service
separately. Thus, a client’s participation in a
Service could cost the client more or less than if
the client purchased each service separately. A
number of factors bear upon the relative cost of
each Service. In comparing the Services to
brokerage accounts or other services, a client
should consider a number of factors, including,
but not limited to:
Additional important information about brokerage
accounts and facts to consider when making
account type decisions is contained in the Client
Relationship Details document, which should have
been delivered to the client and is available on
Baird’s website at bairdwealth.com/retailinvestor.
• whether a client prefers to have ongoing
monitoring, investment advice or professional
management of the client’s investments, which
are provided to Service Accounts, or whether
the client does not want or need such services;
A client should review other account types and
programs with the client’s DDK Consultant to
determine whether they are more appropriate or
should be used in addition to a Service.
Advisory Fee Payments to Baird, DDK
Consultants and Investment Managers
• whether the types of investment strategies,
products and solutions the client seeks are
available;
DDK and Baird and Baird’s affiliates and
associates benefit from the Advisory Fees and
charges clients pay for the services described in
this Brochure.
• whether there are limitations on the types of
securities and other investments available for
purchase and whether those limitations are
significant to the client;
• whether the nature and level of transaction
services, account performance reporting, or
other ancillary services the client wants are
available;
respect
to
• whether the client prefers to pay an ongoing
Advisory Fee for continuous advice or pay
commissions and other fees on a transaction-
by-transaction basis;
Baird retains the entire Advisory Fee paid by
clients, except as further described below. With
respect to Baird Affiliated Managers Program
Accounts managed by Baird Trust, GAMMA,
Riverfront or Strategas, and with respect to the
Baird Recommended Managers Program, Baird
SMA Network Program, and Dual Contract
Program, and with
investment
managers providing SMA Strategies under the
UMA Programs, Baird pays the manager (including
Implementation Managers, if any) a Portfolio Fee
or subadvisory fee as compensation for the
manager’s services as further described below.
• the relative costs and expenses of a Service
Account and a brokerage account, which will
vary depending upon:
fee or commission rate
the client
o the
negotiates;
o the size of the client’s account;
Client Accounts are generally subject to a Unified
Advice Fee Arrangement in which the Advisory
Fee consists of an Advice Fee and a separate
Portfolio Fee. Baird pays the manager out of the
Portfolio Fee paid by the client. The Portfolio Fee
rates are set forth under “Fee Options and Fee
Schedules—Unified Advice Fee Arrangement—
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Portfolio Fee” above. However, Baird, in many
instances, retains a portion of the Portfolio Fee
when a client’s Account is managed by an
affiliated or unaffiliated investment manager. The
maximum portion of the Portfolio Fee retained by
Baird in those instances is equal to an annual rate
of 0.10% of the value of a client’s Account. Such
amounts are retained by Baird for the services it
provides.
recognition
trips
for
achievement
of
Consultant also
increase. DDK Consultants
generally also receive deferred compensation or
bonuses based on various criteria, including net
new assets they gather, performing certain wealth
management activities, such as financial planning,
and their total production levels. DDK Consultants
who achieve certain production thresholds are
eligible for professional development conferences,
business development coaching, reimbursements,
awards and
to attractive
destinations. DDK Consultants are also eligible for
bonuses
professional
designations depending on a DDK Consultant’s
total production level. Thus, DDK Consultants
have a general incentive to generate financial and
other plans and charge higher fees for advisory
accounts and recommend larger investments in
advisory accounts.
As the portion of the Advisory Fee or Portfolio Fee
paid to an investment manager increases, the
portion of the Advisory Fee or Portfolio Fee that is
retained by Baird decreases. Thus, Baird (but not
DDK) has an incentive to recommend or favor
investment managers that are paid less, because
Baird will receive a higher portion of the Advisory
Fee or Portfolio Fee.
In addition, Baird has an incentive to favor related
managers over other
investment managers
because the entire Advisory Fee is retained by
Baird and those related investment managers. For
more information about related managers, see
“Additional Information—Other Financial Industry
Activities and Affiliations” below. Given the nature
of the Advisory Fee, Baird also has an incentive to
recommend or select investment managers that
trade less frequently with or that trade away from
Baird because Baird will incur lower trading costs
to such managers and such
with respect
relationships will be more profitable to Baird. With
respect to UMAs, Baird retains a portion of the
Portfolio Fee paid
to certain managers as
described above. Thus, Baird has an incentive to
favor SMA Strategies provided by those managers
over other SMA Strategies, mutual funds, ETPs
and PWM-Managed Portfolios because it will be
more profitable for Baird.
Interest
to
Given the structure of their compensation, they
also have an incentive to recommend that a client
transfer the client’s accounts to Baird, establish
new accounts with Baird (including IRA rollovers)
and add more money into the client’s accounts. In
addition, most DDK Consultants are shareholders
of Baird Financial Group, Inc. (“BFG”), Baird’s
parent company, and thus benefit financially from
Baird’s overall success. The number of shares of
BFG stock that a DDK Consultant may purchase is
based in part on the DDK Consultant’s total
level. DDK Consultants generally
production
receive compensation for referrals to certain
affiliated managers and products and for referrals
to a limited number of other firms. More specific
information
is provided under the headings
“Additional Information—Other Financial Industry
Activities and Affiliations” and
“Additional
Information—Code of Ethics, Participation or
Interest in Client Transactions and Personal
in Client
Trading—Participation or
Transactions” below. They also generally receive
non-cash compensation and other benefits from
Baird and from sponsors of investment products
with which Baird does business. Such non-cash
compensation and other benefits may include
invitations to attend conferences or educational
seminars, payment of related travel, lodging and
meal expenses, reimbursement for branch and
client events, and
receipt of gifts and
entertainment. Receipt of such compensation and
benefits provides DDK Consultants an incentive to
favor investment products and their sponsors that
provide the greatest levels of compensation and
benefits.
A DDK Consultant is primarily compensated on a
monthly basis based upon a percentage of the
DDK Consultant’s total production each month,
which primarily consists of the total advisory fees
and transaction-based fees paid to Baird by the
DDK Consultant’s clients and any other fees Baird
earns on advisory and brokerage accounts held by
those clients, including trail fees paid by third
parties. The percentage of the DDK Consultant’s
total production actually paid
the DDK
Consultant will increase as the total amount of the
DDK Consultant’s production increases, meaning
that, as the total amount of the DDK Consultant’s
production increases, the rate and amount of
compensation that Baird pays to the DDK
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
to DDK Consultants
under
the
heading
Interest
and non-cash compensation and other financial
incentives provided
is
provided
“Additional
Information—Code of Ethics, Participation or
Interest in Client Transactions and Personal
Trading—Participation or
in Client
Transactions” below.
than
Due to the manner in which Baird compensates
DDK Consultants, a DDK Consultant generally will
have a financial incentive to trade less for Baird
Advisory Choice Accounts
traditional
brokerage accounts and to reduce trading or
increase a client’s Advisory Fees if trading for a
client’s Advisory Choice Account exceeds certain
levels established by Baird. From time to time,
Baird DDK Consultants outside of DDK may refer
their clients to DDK Consultants. In those
instances, the DDK Consultant generally shares a
portion of his or her compensation with the
referring Baird Financial Advisor.
Baird addresses the conflicts described above
through disclosure in this Brochure and by
adopting internal policies and procedures for DDK
and Baird and their associates that require them
to provide investment advice that is suitable for
advisory clients (based upon the information
provided by such clients).
Other Fees and Expenses
Cost and Expense Information for Certain
Investment Products
in
the
A client should be aware that certain investment
products in which the client invests, such as
mutual
funds and other Investment Funds,
annuities and other products, have their own
ongoing management and other operating fees
and expenses that are deducted from the assets
of the product (or income or gains generated by
the product on its investments) and thus reduce
the value or return of the client’s investment in
the product. These fees and expenses may
include investment management fees, distribution
(12b-1) fees, shareholder servicing fees, transfer
agency fees, networking fees, accounting fees,
marketing support payments, administration fees,
custody
fees, expense reimbursements, and
expenses associated with executing securities
transactions for the investment product’s portfolio
(“ongoing operating expenses”). These ongoing
operating expenses are separate from, and in
addition to, the Advisory Fees. As a result of
making investments in these types of products, a
DDK Consultants generally receive recruitment
bonuses and/or special compensation from Baird
when they join Baird from another firm. The
amount of such special compensation is typically
based on the DDK Consultant’s production at the
prior firm for the 1-year period prior to joining
Baird or on the level of the DDK Consultant’s
client assets at the prior firm. All or a substantial
portion of the special compensation is paid in the
form of an upfront bonus when the DDK
Consultant joins Baird, and the remaining portion,
if any, is paid in the form of back end bonuses
generally in equal installments on an annual basis
thereafter
for a certain number of years
(generally from one to three years). Installment
payments are generally contingent upon the DDK
Consultant achieving annual production or client
asset levels that exceed a significant percentage
of the DDK Consultant’s annual production for the
1-year period prior to joining Baird or the client
assets that the DDK Consultant had prior to
is
joining Baird. The special compensation
intended to compensate DDK Consultants for the
significant effort involved in transitioning their
business from the prior firm. This compensation
provides DDK Consultants who have left another
firm additional incentive to recommend that
clients of the prior firm become Baird clients and
to recommend investment products and services
that increase their production, and thus presents
a conflict of interest. The special compensation is
generally structured in the form of a forgivable
loan from Baird to the DDK Consultant. Under the
terms of the forgivable loan, Baird makes the
upfront or installment payment to the DDK
Consultant in the form of a loan, and Baird
forgives a portion of the loan made to the DDK
Consultant each month for so long as the DDK
Consultant remains Baird’s employee. Should the
DDK Consultant cease to be Baird’s employee
prior to the maturity date of the loan, the DDK
Consultant is required to repay Baird the amount
of the loan outstanding and not forgiven by Baird.
In other words, upon leaving Baird, the DDK
Consultant would be required to repay to Baird a
portion of the special compensation that the DDK
Consultant had received and that had not been
forgiven. The amount of such repayment declines
over time in proportion to the time the DDK
Consultant remains Baird’s employee. Structuring
this special compensation
form of
forgivable loans provides the DDK Consultant
added incentive to remain Baird’s employee and
to recommend that persons become and remain a
Baird client. Additional information about referral
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
transfers (including any such fees imposed by
Baird);
• currency conversions and transactions;
important
conversions,
• securities
including, without
limitation, the conversion of ADRs to or from
foreign ordinary shares;
• interest, fees and other costs related to margin
accounts, short sales and options trades;
related
to
the
• fees
client should be aware that the client is paying
multiple layers of fees and expenses on the
amount of the client’s assets so invested—the
ongoing operating expenses and the Advisory
Fee. Additional
information about
ongoing fees and expenses that apply to those
types of investments is provided in Baird’s Client
Relationship Details document and Baird’s website
at bairdwealth.com/retailinvestor. A client can
find the actual ongoing fees and expenses of an
investment product that the client will pay or bear
in the product’s prospectus or offering document.
Additional Account Fees and Charges
establishment,
administration or termination of Retirement
Accounts, retirement or profit sharing plans,
trusts or any other legal entity, including,
without limitation, the calculation and payment
of unrelated business income tax (“UBIT”);
website
If the client’s Account is custodied at Baird, the
client is also responsible for all applicable account
fees and service charges Baird may impose in
connection with the client’s agreements with
Baird. A schedule of fees and service charges is
available
at
Baird’s
on
bairdwealth.com/retailinvestor.
• fees imposed by the SEC or securities markets,
including transaction fees imposed by electronic
trading platforms, which fees may be imbedded
in the price the client receives for the security;
and
imposed upon or
resulting
• taxes
Other Fees and Charges
from
transactions effected for a client’s Account, such
as income, transfer or transaction taxes, foreign
stamp duties, or any other costs or fees
mandated by law or regulation.
In addition to the Advisory Fee described above, a
client of DDK will incur other fees and expenses.
A client is responsible for bearing or paying, in
addition to the Advisory Fee, the costs of all:
• markups, markdowns, and spreads charged by
Baird in a principal transaction with a client or
charged by other broker-dealers that buy
securities from, or sell securities to, the client’s
Account (such costs are inherently reflected in
the price the client pays or receives for such
securities);
Clients who use a custodian other than, or in
addition to, Baird will pay the other custodian’s
fees and expenses in addition to the Advisory Fee.
In addition, if a third party custodian has custody
of the client’s Account assets, the Account is
subject to any applicable set-up, maintenance and
administrative fees established by Baird. Baird
may waive such fees in its discretion.
• front-end or deferred sales charges, redemption
fees, or other commissions or charges
associated with securities transferred into or
from an Account;
• redemption fees, surrender charges or similar
fees that an investment product or its sponsor
may impose;
In addition to the Advisory Fee, a client will also
be responsible for paying the fees charged by
each investment manager selected by the client
under the Dual Contract Program. If a client
directs DDK or Baird to pay the client’s DC
Manager’s fee out of the client’s Account, and
DDK or Baird agree to do so, DDK and Baird will
not be responsible for verifying the calculation or
accuracy of such fee.
• underwriting discounts, dealer concessions or
similar fees related to the public offering of
investment products;
through another
• extra or special fees or expenses that may
result from the execution of odd lot trade orders
(i.e., “odd-lot differential”);
A client may also be assessed other trading costs
in addition to the Advisory Fee if client trades are
firm. Please see
executed
“Services, Fee and Compensation—Additional
Service Information—Trading for Client Accounts”
above for more information.
• electronic fund fees, wire transfer fees, fees for
transferring an investment between firms, and
similar fees or expenses related to account
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
specific
about
To the extent mutually agreed by a client and
DDK, the client may also incur additional costs to
reimburse DDK for extraordinary travel expenses
it incurs to attend meetings at the request of the
client.
Compensation—Additional
and
“Services,
Fees
Fees—Advisory
the information provided by such clients). For
more
Baird’s
information
compensation and other benefit arrangements
and how Baird addresses the potential conflicts of
interest, please see the sections “Services, Fees
Service
and
and
Information”
Compensation—Advisory
Fee
to Baird, DDK Consultants and
Payments
Investment Managers” above, and “Additional
Information—Other Financial Industry Activities
and Affiliations” and “Additional Information—
Code of Ethics, Participation or Interest in Client
Transactions and Personal Trading” below.
If a client holds an Unsupervised Asset in the
client’s Account, the client may be charged a
commission, markup or markdown in connection
with its purchase or sale. The cash proceeds from
the sale of an Unsupervised Asset that remain in
a client’s Account are considered Permitted
Investments subject to the asset-based Advisory
Fee. If an asset becomes an Unsupervised Asset
during a quarterly billing period, that asset will be
excluded for purposes of determining the asset-
based Advisory Fee beginning at the start of the
next quarterly billing period, and no portion of the
asset-based Advisory Fee paid by a client in
advance for the quarter will be refunded or
rebated to the client. Additionally, Unsupervised
Assets in an Account are subject to any applicable
set-up, maintenance and administrative
fees
established by Baird. Baird may waive such fees
in its discretion.
Account Requirements and Types of
Clients
Opening an Account
A client that wishes to engage DDK will enter into
an advisory agreement with DDK and Baird. The
client’s advisory agreement will contain the
specific terms applicable to the services selected
by the client, Advisory Fees payable by the client,
and other terms applicable to the client’s advisory
relationship with DDK and Baird.
Clients who have Accounts managed by DDK may
also have other accounts with Baird that are not
managed by DDK. Those accounts may be subject
to fees, commissions or other expenses that are
entirely separate from the payment of fees and
expenses for the services provided by DDK.
In addition to the investment advisory services
that DDK and Baird provide in connection with
each Service, Baird, in its capacity as broker-
dealer, also provides clients with trade execution,
custody and other standard brokerage services.
For this reason, a client will also enter into a client
account agreement with Baird if the client has not
already done so. The client account agreement is
a brokerage agreement that authorizes Baird to
execute trades for, and perform related brokerage
and custody services to, the client’s Account.
Baird generally requires that assets in a client’s
Account be held in a Baird account, for which
Baird acts as custodian. However, in certain
limited circumstances when requested by a client,
Baird may permit a client to include Held-Away
Assets in the client’s Account.
Compensation Received by DDK and Baird
The individual who recommends a Service to a
client, including a DDK Consultant, receives
compensation from Baird that is based upon the
amount of the Advisory Fee paid by the client.
The amount of the compensation may be more
than what the individual would receive if the client
participated in other Baird investment advisory
services or paid separately for investment advice,
brokerage, and other services. Accordingly, the
individual may have a financial incentive to
recommend a Service over other programs or
services offered by Baird. However, when
providing investment advisory services to clients,
DDK and Baird are fiduciaries and are required to
act solely in the best interest of clients. Baird
addresses this conflict through disclosure in this
Brochure and by adopting internal policies and
procedures for DDK and Baird and their associates
that require them to provide investment advice
that is suitable for advisory clients (based upon
After a client has signed and delivered an
advisory agreement to Baird, the agreement is
subject to review and acceptance by the client’s
DDK Consultant, his or her Market Director or
PWM Supervision department supervisor (or his or
her respective designee), and Baird PWM’s Home
Office. The agreement and Baird’s advisory
relationship with a client will become effective
when the client’s paperwork is accepted by Baird
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
to
UMAs from another Baird account and funds
deposited or transferred to a client’s SMAs or
UMAs from outside of Baird will not be available
for investment by the client’s investment manager
until the next business day and therefore the
investment of such funds, at the discretion of the
manager, will occur no earlier than the next
business day.
PWM’s Home Office and following such acceptance
Baird has delivered
the client written
confirmation of the Account’s enrollment in the
applicable Service. A client should understand
that the advisory agreement will not become
effective, and Baird will not provide any advisory
services to the client, until such time that Baird
has accepted the advisory agreement. Baird may
delay acceptance of the advisory agreement and
the provision of advisory services to the client for
various reasons, including deficiencies in the
client’s paperwork. Once it has become effective,
the agreement shall continue until it is terminated
in accordance with the terms described in the
advisory agreement.
certain
retain
those documents
for
The terms of a client’s agreements and this
Brochure apply to all Accounts that a client
establishes with DDK, including any Accounts that
a client may open with Baird in the future. Some
of the information in those documents may not
apply to a client now, but may apply in the future
if a client changes services or establishes other
Accounts with DDK. DDK will generally not
provide a client another copy of the agreements
or this Brochure when a client changes services or
the client
establishes new Accounts unless
requests a copy from DDK. Therefore, a client
should
future
reference as they contain important information if
a client changes services or establishes other
Accounts with DDK.
Certain Account Requirements
Minimum Account Size
Some DDK Consultants will invest, or recommend
investing, cash contributions made to an Account
over a period of time. This method of investment
is sometimes referred to dollar cost averaging
(“DCA”). The goal of this method of investment is
to reduce the risk of making large purchases of
securities at an inopportune time or price. The
Overlay Manager
investment
and
managers also offer an optional DCA service for
Accounts they manage. Additional information will
be provided to a client if the client enrolls in a
DCA service. A client should note that, if dollar
cost averaging is used to invest cash in the
client’s Account, the returns for the Account
could, depending upon market and other
conditions, be lower than the returns that could
have been obtained had all the cash in the
Account been fully invested upon contribution to
the Account. In addition, a client should note that,
when dollar cost averaging is used, the amount of
cash in the client’s Account will be included in the
value of the Account for fee calculation purposes.
Whenever assets are contributed to an Account, a
client should discuss with the client’s DDK
Consultant the timing of when the assets will be
invested. If DCA will be used to invest the assets,
a client should ask for more specific information
about how the assets will be invested and the
associated timing for investing.
immediately
terminate
the
Each Service has a minimum account size and
may have a minimum Advisory Fee, which are
described in the section entitled “Services, Fees
and Compensation—Advisory Fees” above. DDK
or Baird may remove an Account from a Service
and
advisory
agreement with respect to an Account upon
written notice to the client if the client fails to
maintain the required minimum asset levels in an
Account or if the client fails to otherwise abide by
the terms of a Service as determined by DDK or
Baird in their sole discretion.
that
Account Contributions and Withdrawals
in
A client may fund an Account with cash and with
securities that DDK, Baird and the client’s
if any, deem
investment manager,
to be
their sole discretion. Funds
acceptable
deposited or transferred to a client’s SMAs or
When a client funds an Account with securities,
including when a client changes Services for an
Account or changes investment managers for an
Account within the same Service, the client should
understand that DDK’s, Baird’s or the client’s
investment manager’s review of securities used to
fund the Account may delay
investing. In
addition, DDK, Baird or the client’s investment
manager,
the
if any, may determine
securities contributed to the Account may not be
appropriate for the client’s strategy, and DDK,
Baird or the investment manager, if any, may
sell, or recommend the sale of, such securities.
Further, an investment manager may be removed
from the management of a client’s Account and a
investment manager may be
replacement
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Liens and Use of Account Assets as Collateral
sale
could
in adverse
As security for the full and complete payment
when due of any debts and other obligations that
a client owes to DDK and Baird, and to the extent
permitted by applicable law or regulation, all
assets in a client’s Account held at Baird will be
subject to a first priority security interest, lien and
right of setoff in favor of Baird. Baird may sell
assets in an Account to satisfy the lien. As a
secured party, Baird may have interests that are
adverse to a client. Neither DDK nor Baird will act
as investment adviser to a client with respect to
such sale of assets held in an Account. Any such
sale of assets will be executed in Baird’s capacity
as broker-dealer and creditor and may, as
permitted by law, result in executions on a
principal basis. Such sales could have adverse tax
consequences, disrupt a client’s
investment
strategy, and have an adverse impact on the
Account’s performance. A client should review
the client’s agreements for more information.
appointed. In such event, Baird, at the direction
of the client’s replacement manager, or the
client’s replacement manager may sell all or a
portion of the securities or other investments in
the Account that were managed by the prior
manager and the replacement manager will
reinvest the cash proceeds of those sales. Any
such
tax
result
consequences for the client. A client should note
that securities transferred into an Account may be
subject to the Advisory Fee immediately upon its
transfer into the Account, even if the client paid a
commission or front-end sales charge on the
security prior to its transfer into the Account. In
addition, if the securities are subject to deferred
sales charges or redemption fees, the client will
be responsible for paying those charges and fees.
To the extent permitted by applicable law, certain
funding transactions may be handled by Baird on
a principal basis, and such transactions are not
considered investment advisory services of DDK,
Baird or the client’s investment manager.
All of the assets in a client’s Account must be free
and clear from any security interest, lien, charge
or other encumbrance (other than a security
interest, lien, charge or other encumbrance in
favor of Baird) and must remain so for the
duration of the client’s relationship with Baird,
unless Baird otherwise specifically agrees in
writing.
If an asset transferred to an Account is an
Unpermitted Investment under the terms of the
applicable Service, DDK, Baird or the client’s
investment manager may sell the asset or
transfer it into a separate brokerage account.
Alternatively, they may designate such asset as
an Unsupervised Asset as further described under
“Services, Fees and Compensation—Additional
Service
Assets”
Information—Unsupervised
above.
If a client wishes to obtain loans secured by
assets in the client’s Account (commonly referred
to as “securities-based lending”) and DDK and
Baird agree to the arrangement, the client should
understand that the lender may exercise certain
rights and powers over the assets in the Account,
including the disposition and sale of any and all
assets pledged as collateral for the loan to meet a
collateral call, which may occur without prior
notice to the client. A collateral call could have
adverse tax consequences, disrupt a client’s
investment strategy, and have an adverse impact
on the Account’s performance. A client should be
aware of these and other potential adverse effects
of securities-based lending and collateralizing
Accounts before deciding to do so.
A client is responsible for notifying DDK and any
the client’s
investment manager managing
Account of any contributions made into the
Account and instructing DDK and any investment
manager to liquidate positions in the event the
from the
client wishes to withdraw assets
Account. DDK and Baird have no responsibility to
invest cash deposits (other than complying with a
client’s cash sweep instructions) or liquidate
positions with respect to an Account managed by
an Other Manager, and they are not responsible
for any losses that may result from a client’s
failure to notify DDK and any investment manager
managing the client’s Account regarding deposits
or withdrawals.
A client may also incur additional expenses and
liabilities, including tax related liabilities, when
transferring assets out of an Account or Baird’s
custody. See “Termination of Accounts” below.
A client is required to disclose the terms of the
client’s agreements with Baird to any lender
seeking to use Account assets as collateral. A
client must promptly notify DDK and Baird of any
default or similar event under the client’s
collateral arrangements.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
DDK or Baird may remove an Account from a
Service and immediately close an Account upon
written notice to a client if the client fails to abide
by the terms of the Service. DDK or Baird may
also remove an Account from a Service at any
time upon written notice to a client if the client
fails to maintain the required minimum asset
levels in such Account.
A client should understand that neither DDK nor
Baird will provide advice on or oversee a
securities-based lending or collateral arrangement
and they will not act as investment adviser or a
fiduciary to the client with respect to the
liquidation of securities held in the client’s
Account to meet a collateral call. Any such
liquidation will be executed in Baird’s capacity as
broker-dealer and may, as permitted by law,
result in executions on a principal basis.
“Services,
Fees
In some instances, Baird and DDK Consultants
may refer a client to a third party lender under
Baird’s Securities-Based Lending Program that
certain
pays Baird and DDK Consultants
compensation.
and
See
Compensation—Additional Service Information—
Securities-Based Lending Program” above for
more information.
exclusive
responsibility
to
in
writing,
Upon the termination of an Account’s enrollment
in a Service, DDK, Baird and, if relevant, any
other
investment manager managing such
Account, shall have no obligation to act as
investment adviser to such Account. If such
Account is custodied at Baird, the Account shall
be converted to and designated as a brokerage
account. DDK, Baird, and, if relevant, any other
investment manager managing such Account,
shall be under no obligation to recommend any
action with regard to, or to liquidate the securities
or other investments in, such Account. After an
Account is removed from a Service, it is the
issue
client’s
instructions,
the
regarding
management of any assets in such Account.
Investment Products” above
Securities purchased on margin are used as
Baird’s collateral for the margin loan. Clients that
have a margin account should review the section
“Services, Fees and Compensation—Additional
Service Information—Complex Strategies and
Complex
for
additional information.
Electronic Delivery of Documents
By signing an advisory agreement, a client
consents to the electronic delivery of documents
that DDK or Baird may deliver to the client. The
term of the consent to electronic delivery is
indefinite but a client may revoke the consent at
any time by notifying DDK.
If a client directs Baird to liquidate assets in
connection with a closure of an Account, the client
should understand that Baird acts as broker-
dealer, and not
investment adviser, when
processing such a liquidation request and that the
client will generally be charged commissions,
sales charges, sales “loads”, or other applicable
transaction-based fees in accordance with the
applicable Baird fee schedule or other third-party
transaction-based fee schedule for the particular
investment then in effect. Additional information
about the compensation that a client pays to
Baird for effecting brokerage transactions is
contained in Baird’s Client Relationship Details
document, available on Baird’s website at
bairdwealth.com/retailinvestor.
A client may incur significant expenses and
liabilities, including tax-related liabilities for which
the client will be solely liable, if the client closes
an Account, terminates an advisory agreement, or
transfers assets out of Baird’s custody. DDK and
Baird will not be liable to a client in any way with
respect to the termination, closure, transfer or
liquidation of the client’s Accounts.
Some of the investments offered in connection
with the Services contain restrictions that limit
Termination of Accounts
The client’s advisory agreement will survive any
event that causes the client’s DDK Consultant to
be unable to provide services to the client (either
on a temporary or permanent basis), including if
the client’s DDK Consultant ceases
to be
employed by Baird. In any such event, Baird will
endeavor to continue to provide services to the
client and will as promptly as practicable assign
another DDK Consultant or Baird Financial Advisor
to the client’s Accounts (either on a temporary or
permanent basis) and the client will be notified of
any such change or, if Baird determines that it is
unable to continue to provide advisory services to
the client, Baird may remove the applicable
Account from a Service or Program and convert
the Account to a brokerage account upon notice
to the client.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
PWM-Managed Portfolios and Baird Equity
Asset Management
their use, and such
investments may be
unavailable for purchase or holding outside of an
Account. For example, certain Investment Funds
held in an Account may only be available to a
client through a DDK Service or may not be held
at another firm. If such restrictions apply and the
client terminates a Service or closes an Account,
the Client will be required to sell or redeem such
Investment Funds or exchange them for other
Investment Funds that may be more costly to the
client or have poorer performance. A client should
consider restrictions applicable to investments
carefully before participating in a Service. A client
should contact the client’s DDK Consultant for
specific information as to how Account closure,
termination of an agreement, or asset transfers
might impact the assets in the client’s Accounts.
include
from
individuals and
their
sustained
underperformance
In order for Baird PWM and Baird Equity Asset
Management to provide portfolio management
services under the Program, Baird requires that
Baird PWM and Baird Equity Asset Management
associates meet all applicable requirements set
forth by self-regulatory organizations. Baird
Equity Asset Management also requires Baird
Equity Asset Management portfolio managers to
have an undergraduate degree. Furthermore,
Baird Equity Asset Management
strongly
encourages all Baird Equity Asset Management
portfolio managers to pursue and work towards
the attainment of the CFA designation or a
relevant graduate level degree. Baird may remove
a PWM or Baird Equity Asset Management
portfolio manager from providing services under
the Program
if Baird deems circumstances
warrant removal. Potential causes for removal
stated
may
significant drift
in
objectives,
relation to peers, or other adverse changes
affecting the manager.
Types of Clients
DDK offers the Services primarily to: high net
worth
families and
businesses. DDK also provides services to other
types of current or prospective clients, including,
but not limited to: pension and profit sharing
plans; trusts; estates; charitable organizations;
and corporations or other business entities.
Baird Trust, GAMMA, Riverfront and
Strategas
Portfolio Manager Selection and
Evaluation
The persons providing portfolio management
services to clients vary by Service. Information
about how Baird may select and evaluate portfolio
managers is further described below.
legal and
Selection and Evaluation
Baird Affiliated Managers Program
Baird conducts a very limited review of Baird
Trust, GAMMA, Riverfront
and Strategas
consisting solely of an annual compliance
questionnaire that asks the manager to confirm
certain matters or provide certain information
about the manager’s compliance policies and
procedures, material
regulatory
matters, management of the firm, the manager’s
presentation of performance information, and
delivery of the manager’s Form ADV Part 2
brochure documents to clients.
DDK Recommended Managers Service
Affiliated Managers
Program
or
the heading
The process and standards that Baird uses for
determining whether to make PWM-Managed
Portfolios and SMA Strategies available under the
Baird
are
significantly less rigorous than those used in
connection with other SMA Programs offered by
Baird. Baird generally makes available all SMA
Strategies offered by Baird Equity Asset
Management, Baird Trust, GAMMA, Riverfront and
Strategas under the Program, and Baird generally
does not remove any of those SMA Strategies
from the Program unless Baird Equity Asset
Management, Baird Trust, GAMMA, Riverfront or
Strategas ceases to offer the SMA Strategy or
otherwise requests that Baird remove the SMA
Strategy from the Program.
selecting
other
When
recommending
investment managers
to manage a client’s
Account in the DDK Recommended Managers
Service, DDK typically utilizes managers included
on Baird’s Recommended Managers List described
under
“Methods of Analysis,
Investment Strategies and Risk of Loss—
Investment Strategies and Methods of Analysis—
Methods of Analysis—Certain Recommended
Lists—Baird’s Recommended Managers List”
below. Although in some circumstances, DDK may
select a manager to manage a client’s Account
that is not included on Baird’s Recommended
Managers List.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
for any other matters involving or affecting the
Other Manager.
Baird SMA Network and Dual Contract
Programs
the manager,
focusing on
Clients participating in the BSN Program or the
DC Program should note that the level of initial
and ongoing review performed by DDK and Baird
on the managers and their SMA Strategies made
available under those Programs, including any
Affiliated SMA Strategies, is significantly less than
that performed by DDK and Baird with respect to
managers and their strategies eligible for the DDK
Recommended Managers Service.
BSN and DC Managers are subject to an initial
review by Baird that considers the manager’s
assets under management,
regulatory and
compliance history, and certain other limited
qualitative and quantitative
factors deemed
relevant by Baird. The ongoing review is generally
performed on an annual basis and is generally
limited to significant changes in the managers’
assets under management in the SMA Strategy
and a review of the SMA strategy in comparison
to a relevant peer group or benchmark.
DDK will select or replace, or recommend the
selection or replacement of, a particular manager
based upon the client’s particular goals and
circumstances and the client’s selected asset
allocation and
investment strategy. Before
selecting or recommending a manager to a client,
DDK performs its own quantitative and qualitative
analysis of
the
manager’s performance and factors DDK believes
will help a manager repeat historical performance
such as the investment process and personnel,
organizational and investment structure. DDK also
focuses on the risk and investment style relative
to other investment strategies already in a client’s
portfolio. DDK generally relies upon Baird’s
Advisory Research group to provide periodic
review and evaluation of managers on Baird’s
Recommended Managers List. To the extent a
manager
is not on Baird’s Recommended
Managers List, DDK will perform periodic review
and evaluation of the manager using its own
quantitative and qualitative analysis described
above. DDK will remove a manager
from
management of a client’s Account when the
manager is removed from Baird’s Recommended
Managers List or if DDK determines that removal
is in the client’s best interest.
a
client who wishes
Clients should note that an investment manager
managing the client’s Account under the DDK
Recommended Managers Service may not be on
Baird’s Recommended Managers List. A client
should understand that DDK and Baird do not
perform any due diligence or ongoing monitoring,
evaluation or reviews of investment managers
except to the extent DDK otherwise specifically
agrees to do so in writing.
The BSN and DC Programs are designed to
accommodate
to
independently select an investment manager not
available in the DDK Recommended Managers
Service to manage the assets in the client’s
Account. A client should note that DDK and Baird
do not make any recommendation to clients
regarding any BSN Strategy or DC Strategy or
any representations regarding a BSN Manager’s or
DC Manager’s qualifications as an investment
adviser or abilities to manage client assets.
If a Model-Traded Strategy offered through an
Implementation Manager is selected for a client’s
Account, a client should note that DDK and Baird
do not monitor or ascertain whether a third party
Implementation Manager is fully and faithfully
implementing the Model Portfolio on a continuous
basis.
The Overlay Manager may provide review and
ongoing evaluations of certain BSN Managers that
it makes available through the BSN Program.
Clients should review Overlay Manager’s Form
ADV Part 2A Brochure for more information, which
is available upon request, or contact their DDK
Consultant for more information.
is
DDK and Baird do not monitor or ascertain
fully and
whether the Overlay Manager
faithfully implementing Model Portfolios under the
BSN Program on a continuous basis.
SMA Strategies offered under the BSN and DC
Programs are subject to certain risks. See
A client assumes ultimate responsibility
for
client’s selection of an Other Manager under the
DDK Recommended Managers Program (including
any third party Implementation Manager). DDK
and Baird assume no responsibility for the client’s
termination of an Other Manager (including any
third party Implementation Manager), the Other
Manager’s investment decisions, performance,
compliance with applicable laws or regulations, or
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
of
Loss—Principal
ALIGN, BairdNext Portfolios, DDK
Investment Management and Russell
Programs
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risks—Available
Risk
for more
Investment Product Risks” below
information.
Portfolios,
DDK
the
A client should only participate in the BSN or DC
Programs if the client wishes to take more
responsibility for monitoring the client’s Account,
the DDK Recommended Managers Program does
not contain an SMA Strategy that meets the
client’s particular needs, and
client
understands the risks of doing so.
Portfolio management services under the ALIGN,
BairdNext
Investment
Management Service and Russell Programs are
provided by Baird PWM, Baird PWM’s home office
investment professionals, and DDK. In order to
provide portfolio management services, Baird
requires that DDK Consultants and other Baird
associates meet all applicable requirements set
forth by applicable law and regulations of self-
regulatory organizations, such as the Financial
Industry Regulatory Authority, Inc., exchanges,
and governmental agencies.
retention of an
UMA Programs
A client should note that the client’s appointment
and continued
investment
manager to manage the client’s Account in
connection with the BSN or DC Programs are
based ultimately upon the client’s independent
review of the investment manager and the
investment manager’s services. Once retained by
the client, an investment manager will only be
removed from managing the client’s Account upon
the investment manager’s withdrawal, removal
from the Program, or the client’s direction to do
so.
Portfolio management services under the UMA
Programs are provided by Baird PWM, Baird
PWM’s home office investment professionals,
investment management departments of Baird
and DDK Consultants. In order to provide portfolio
management services under the Programs, Baird
requires that Baird associates meet all applicable
requirements set forth by applicable law and
regulations of self-regulatory organizations, such
as the Financial Industry Regulatory Authority,
Inc., exchanges, and governmental agencies.
(including any
Under the UMA Programs, portfolio management
services are also provided by managers of mutual
funds and ETPs, if those investments are part of a
UMA Portfolio, and by Other Managers and the
Overlay Manager, if an SMA Strategy is part of
the UMA Portfolio.
performance,
compliance
A client assumes ultimate responsibility
for
client’s selection of a manager under the BSN or
DC Programs
third party
Implementation Manager). DDK and Baird assume
no responsibility for the client’s termination of a
the BSN or DC Programs
manager under
(including any
Implementation
third party
Manager). DDK and Baird also assume no
responsibility for any Other Manager’s investment
decisions,
with
applicable laws or regulations, or for any other
matters involving or affecting the Other Manager.
“ALIGN
Programs—ALIGN
Portfolio management services under the DC
Program may be provided by an investment
management department of Baird if the client
selects such an SMA Strategy. In order to provide
portfolio management services under the DC
Program, Baird requires that Baird associates
meet all applicable requirements set forth by
applicable law and regulations of self-regulatory
organizations, such as the Financial Industry
Regulatory Authority,
Inc., exchanges, and
governmental agencies.
The UMA Programs make available UMA
Recommended Funds and UMA Recommended
SMA Strategies. The process Baird uses for
selecting and removing UMA Recommended Funds
for the UMA Programs is substantially similar to
the process Baird uses to select and remove
mutual funds and ETPs in connection with the
ALIGN Strategic Portfolios Program described
under
Strategic
Portfolios” below. The process Baird uses for
selecting and removing UMA Recommended SMA
Strategies for the UMA Programs is the same
process used for selecting and removing BRM
Strategies, which is described under the heading
“Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
Analysis—Certain
of
Analysis—Methods
of
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Lists—Baird’s
Recommended
Recommended
Managers List” below.
and
Baird in determining whether to make non-
affiliated investment options available under other
Programs. The process Baird uses for selecting
and removing PWM-Managed Portfolios from the
UAS Program is the same process used for
selecting and removing PWM-Managed Portfolios
from the BAM Program, which is described under
the heading “Portfolio Manager Selection and
Evaluation—Baird
Evaluation—Selection
Affiliated Managers Program” above.
In addition to the UMA Recommended Funds and
the UMA Recommended SMA Strategies, the UAS
Program also makes available UAS Available
Funds and UAS Available SMA Strategies. Clients
participating in the UAS Program should note that
the level of initial and ongoing review performed
by Baird on UAS Available Funds and UAS
including Affiliated
Available SMA Strategies,
Funds and Affiliated SMA Strategies,
is
significantly less than that performed by Baird
with respect to UMA Recommended Funds and
UMA Recommended SMA Strategies.
any UAS
If a client has not selected the discretionary
management option of the UAS Program, the
client should note that: (1) the UAS Available
Funds and UAS Available SMA Strategies are
made available to accommodate a client who
wishes to independently select investments that
are not on a Baird recommended list for the
client’s Account: (2) DDK and Baird do not make
any recommendation to clients regarding any UAS
Available Fund or UAS Available SMA Strategy and
DDK and Baird do not select any investments for
the client’s UAS Program Account: (3) DDK and
Baird do not make any representation to clients
regarding
Available Manager’s
qualifications as an investment adviser or abilities
to manage client assets.
and
Evaluation—Selection
The Overlay Manager may provide review and
ongoing evaluations of certain UAS Available
Managers that it makes available through the UAS
Program. Clients should review Overlay Manager’s
Form ADV Part 2A Brochure for more information,
which is available upon request, or contact their
DDK Consultant for more information.
UAS Available Funds, other than Affiliated Funds,
are subject to an initial review by Baird that
considers the fund’s assets under management,
regulatory and compliance history, and certain
other limited qualitative and quantitative factors
deemed relevant by Baird. The ongoing review is
generally performed on an annual basis and is
generally limited to significant changes in the
managers’ assets under management and a
review of the fund strategy in comparison to a
relevant peer group or benchmark. The process
Baird uses for selecting and removing UAS
Available SMA Strategies, other than Affiliated
SMA Strategies, from the UAS Program is the
same process used for selecting and removing
BSN Strategies from the BSN Program, which is
described under the heading “Portfolio Manager
Selection
and
Evaluation—Baird SMA Network and Dual Contract
Programs” above.
is
DDK and Baird do not monitor or ascertain
whether the Overlay Manager
fully and
faithfully implementing Model Portfolios under the
UMA Programs on a continuous basis.
to
less
of
Loss—Principal
UAS Available Funds and UAS Available SMA
Strategies are subject to certain risks. See
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risks—Available
Risk
Investment Product Risks” below
for more
information.
and
To be included the UAS Available Funds lineup or
the UAS Available SMA Strategies
lineup,
Affiliated Funds and Affiliated SMA Strategies,
respectively, are subject
rigorous
standards than the standards imposed upon funds
and SMAs that are not affiliated with Baird. The
standards used by Baird are substantially similar
to those it uses when including Affiliated SMA
Strategies
in the BAM Program. For more
information see the information contain under the
“Portfolio Manager Selection and
heading
Evaluation—Baird
Evaluation—Selection
Affiliated Managers Program” above.
Likewise, the PWM-Managed Portfolios made
available under the UAS Program are not subject
to the same processes and standards used by
A client retaining discretion over the client’s UAS
Program Account should only select UAS Available
Funds or UAS Available SMA Strategies if the
client wishes to take more responsibility for
the client’s UAS
managing and monitoring
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Asset Management,
PWM
Program Account, the UMA Recommended Funds
and UMA Recommended SMA Strategies do not
meet the client’s particular needs, and the client
understands the risks of doing so.
Departments,
oversees
Sales
Baird’s
Management,
Investment Solutions, Asset
Manager Research, Compliance, Legal, and Risk
the
Management
standards and implementation of the Services. In
addition, Baird Equity Asset Management’s
Director also oversees the Baird Equity Asset
Management portfolio managers.
client’s
independent
review of
If a client has not selected the discretionary
management option of the UAS Program, it is
important to note that: the UAS Available Funds
and UAS Available SMA Strategies are made
available to accommodate a client who wishes to
independently select investments that are not on
a Baird recommended list for the client’s Account;
the client assumes ultimate responsibility for
monitoring each UAS Available Fund and UAS
Available SMA Strategy and the manager’s
performance; the client’s selection and continued
holding of a UAS Available Fund or a UAS
Available SMA Strategy are based ultimately upon
the
such
investment; and once an investment is made by
the client, the investment will only be removed
from the client’s Account upon the manager’s
withdrawal, removal of the investment from the
Program, or the client’s direction to do so.
Baird’s
Investment
along with
(including any
(including any
The IAOC delegates its day-to-day oversight
responsibilities to certain subcommittees of the
IAOC, the applicable Market Director and Baird’s
PWM Supervision, Investment Solutions and
Compliance Departments to monitor the Services
and the performance of Baird associates providing
portfolio management services under the ALIGN,
BairdNext, DDK Investment Management, Russell
and ALIGN UMA Select Programs, and the
discretionary management of UAS Program
Accounts by UAS Managers. The applicable Market
Director, along with Baird’s PWM Supervision and
Compliance Departments and other designees,
provide periodic review of the performance of
DDK Consultants providing portfolio management
services.
Solutions
Department,
the Compliance
Department and other designees, provide periodic
the performance of other Baird
review of
associates
portfolio management
providing
services under
those Services. Performance
is provided to the IAOC or a
information
subcommittee or delegate thereof.
A client assumes ultimate responsibility
for
client’s selection of an Other Manager under the
UAS Program
third party
Implementation Manager). DDK and Baird assume
no responsibility for the client’s termination of an
third party
Other Manager
Implementation Manager), the Other Manager’s
investment decisions, performance, compliance
with applicable laws or regulations, or for any
other matters involving or affecting the Other
Manager.
calculates
Performance Calculation
As part of Baird’s selection and evaluation of
portfolio managers, Baird
the
investment performance of:
• DDK and Baird associates acting as portfolio
managers under the ALIGN, BairdNext, DDK
Investment Management, Baird Affiliated
Managers, ALIGN UMA Select Services and
PWM-Managed Portfolios; and
• Managers on Baird’s Recommended Managers
list that directly manage client accounts.
and
regulations
of
Portfolio management services under the UMA
Programs may be provided by Baird PWM’s home
office investment professionals or an investment
management department of Baird if the client
selects a model portfolio or an SMA Strategy
offered by them. In order to provide portfolio
management services under the UMA Programs,
Baird requires that Baird associates meet all
applicable requirements set forth by applicable
law
self-regulatory
organizations, such as the Financial Industry
Inc., exchanges, and
Regulatory Authority,
governmental agencies.
Oversight of the Services
The Investment Advisory Oversight Committee
(“IAOC”) of Baird, which includes members of
When Baird calculates a manager’s investment
performance, Baird generally uses composites of
the manager’s client accounts to calculate the
manager’s performance. A composite
is an
aggregation of client accounts managed by the
manager that are representative of a particular
investment strategy, style, or objective. Examples
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basis; and Baird does not guarantee the accuracy
of information provided by such managers or any
external source.
Fixed
of composites include large cap growth, all cap
value, balanced (which includes equity and fixed
income securities), and fixed income. Composites
may be further broken down to separate taxable
and non-taxable portfolios.
income
composites may be categorized by portfolio
duration.
Investment
recommendations. Baird
When calculating composite performance, Baird
seeks to utilize calculation methods that adhere to
Performance Standards
Global
calculates
(GIPS®)
the
composite performance generally using
following principles:
• A total return calculation is used in reporting.
• Current market value including accrued income
is used.
A client should note that Baird does not generally
present its investment performance calculations
to clients. The information that DDK or Baird
provides to clients about portfolio managers from
time to time may not be calculated by DDK or
Baird but may be calculated by the managers
themselves or derived from external sources. DDK
and Baird do not audit or verify that investment
performance information presented to clients that
is calculated by managers or external sources is
accurate. In addition, a client should note that
such investment performance information may
not be calculated on a uniform or consistent basis
or reviewed by any independent third party. A
client should ask the client’s DDK Consultant for
more information.
• Trade date accounting is used in deriving
valuations.
the
• Monthly returns are calculated using
Modified Dietz calculation.
Portfolios,
DDK
• Returns for periods greater than a month are
calculated by geometrically linking the monthly
returns. Returns for periods greater than one
year are annualized.
• Reporting is net of fees at the total portfolio,
but gross of fees for individual investment
categories (e.g., equity or fixed income).
Portfolio Management by DDK, Baird and
Related Persons
Portfolio management services under the ALIGN,
BairdNext
Investment
Management, Russell, BAM, Baird Recommended
Managers, DC and UMA Programs may be
provided by Baird and managers affiliated with
Baird. Such arrangements create a potential
conflict of interest because Baird and its affiliates
may receive higher aggregate compensation if
clients retain Baird and affiliated managers
instead of retaining unaffiliated managers.
its
or
No independent third party reviews the composite
performance information calculated by Baird to
compliance with
accuracy
verify
presentation standards.
departments,
is described under
independent
third party
reviews
The following Services exclusively offer portfolio
management by Baird, its DDK Consultants, its
PWM home office investment professionals, its
investment management
or
investment managers that are affiliated with
Portfolios, DDK
Baird: ALIGN, BairdNext
Investment Management, Russell and Baird
Affiliated Managers Programs (“Affiliates-Only
Programs”). The processes, if any, used by Baird
those portfolio
for selecting and reviewing
managers
the headings
“Portfolio Manager Selection and Evaluation—
Selection and Evaluation” above and “Portfolio
Manager Selection and Evaluation—Methods of
Analysis, Investment Strategies and Risk of
Loss—Investment Strategies and Methods of
Analysis” below.
A client should note that the processes and
standards used by Baird in determining whether
To the extent Baird selects or reviews other
portfolio managers participating in the Programs,
Baird does not calculate investment performance
information for such managers. Baird obtains
investment performance information for those
managers directly from the managers (including
the Overlay Manager) or from other external
sources that Baird believes to be reliable. A client
should understand
that: Baird does not
recalculate the performance provided by such
managers or external sources; neither Baird nor
the
any
performance
information provided by such
managers to verify its accuracy or compliance
with presentation standards unless otherwise
stated in writing; those managers may not
calculate performance on a uniform or consistent
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
thereby
to make non-affiliated
and periodically discuss
to make affiliated investment options available
under Affiliates-Only Programs differ from those
processes and standards used by Baird
in
to make non-affiliated
determining whether
investment options available under other
Services. Baird approves, and continues to make
available, affiliated investment options under
Affiliates-Only Programs
that would not be
approved for, or would have been removed from,
such other Services. For the Affiliates-Only
Programs, this practice presents a conflict of
interest because Baird has a financial incentive to
maximize the number of affiliated investment
options it makes available under Affiliates-Only
Programs due to the fact that, by increasing
investment options, Baird will likely attract more
client assets and
increase Baird’s
revenues. A client participating in an Affiliates-
Only Program should monitor the client’s Account
performance
the
performance of such Account with the client’s
DDK Consultant.
professionals,
an
determines manager availability or eligibility, for
the UMA Recommended SMA Strategies lineup for
the UMA Programs, Affiliated SMA Strategies and
affiliated investment managers are subject to the
same selection and review processes that Baird
applies
to unaffiliated SMA Strategies and
investment managers. However, when Baird
selects SMA Strategies, or otherwise determines
manager availability or eligibility, for the UAS
Available SMA Strategies lineup for the UAS
Program, Affiliated SMA Strategies and affiliated
investment managers are subject to a less
rigorous selection and review processes than
Baird applies to unaffiliated SMA Strategies and
investment managers. Likewise,
the PWM-
Managed Portfolios made available under the UAS
Program are not subject to the same processes
and standards used by Baird in determining
whether
investment
options available under other Services. The
processes, if any, used by Baird for selecting and
reviewing those portfolio managers is described
under the headings “Portfolio Manager Selection
and Evaluation—Selection and Evaluation” above
and “Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis” below.
or
for
the
Portfolio management services under the DDK
Recommended Managers Service or DC Program
could be provided by Baird PWM home office
investment
investment
management department of Baird or a manager
affiliated with Baird should a client select an
Affiliated SMA Strategy. When Baird selects SMA
Strategies, or otherwise determines manager
availability
Baird
eligibility,
Recommended Managers List or the DC Program,
Affiliated SMA Strategies and affiliated investment
managers are subject to the same selection and
review processes, if any, that Baird applies to
unaffiliated SMA Strategies and
investment
managers participating in each respective Service.
The processes, if any, used by Baird for selecting
and reviewing SMA Strategies and Affiliated SMA
Strategies for those Services are further described
under the heading “Portfolio Manager Selection
and Evaluation—Selection and Evaluation” above.
When providing investment advisory services to
clients, DDK and Baird are fiduciaries and are
required to act solely in the best interest of
clients. Baird addresses the conflicts described
above through disclosure in this Brochure and by
adopting internal policies and procedures for DDK
and Baird and their associates that require them
to provide investment advice that is suitable for
advisory clients (based upon the information
provided by such clients). For more specific
information about these potential conflicts and
how Baird addresses them, please see the
sections “Additional Information—Other Financial
Industry Activities and Affiliations” and “Additional
Information—Code of Ethics, Participation or
Interest in Client Transactions and Personal
Trading” below.
Advisory Business
Baird is privately-held, employee-owned global
investment and wealth management firm formed
in the State of Wisconsin in 1919.
Baird is owned indirectly by its associates through
is owned
several holding companies. Baird
Portfolio management services under the UMA
Programs could be provided by Baird PWM home
office investment professionals, an investment
management department of Baird or a manager
affiliated with Baird. The PWM-Managed Portfolios
made available under
the UAS Program
exclusively offer portfolio management by Baird.
If a client selects the discretionary management
option of the UAS Program, portfolio management
is also provided by the client’s UAS Manager.
When Baird selects SMA Strategies, or otherwise
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Performance-Based Fees and Side-By-Side
Management
DDK does not advise any client accounts that are
subject to performance-based fee arrangements.
directly by Baird Financial Corporation (“BFC”).
BFC is, in turn, owned by Baird Financial Group,
Inc. (“BFG”), which
is the ultimate parent
company of Baird. Associates of Baird own
substantially all of the outstanding stock of BFG.
analysis
and
research,
analysis
Act.
Performance-based
planning;
investment
and
account
transactions
and
Baird advises client accounts not participating in
services described in this Brochure that are
subject to performance-based fee arrangements.
Performance-based fee arrangements involve the
payment of fees based upon the capital gains or
capital appreciation of a client’s account. Any such
fee arrangements are made in compliance with
applicable provisions of Rule 205-3 under the
Advisers
fee
arrangements present a potential conflict of
interest for Baird (but not DDK) with respect to
other client accounts that are not subject to
performance-based fee arrangements because
such arrangements give Baird an incentive to
favor client accounts subject to performance-
based fees over client accounts that are not
subject to performance-based fees.
Baird offers various investment advisory services
to clients, including services not described in this
Brochure. The investment advisory services Baird
include: portfolio management and
offers
recommendations
analysis;
investment
regarding asset allocation and
and
strategies;
recommendations regarding investment managers
and individual securities; investment consulting;
financial
policy
development;
performance
monitoring. Baird also offers clients execution of
brokerage
administrative
services, including maintaining custody of account
assets. Clients may also negotiate other services
with Baird. Baird offers its services separately or
in combination with other services. DDK and Baird
tailor advisory services to the individual needs of
clients. For more information about the services
offered by DDK and Baird, please see “Services,
Fees and Compensation” above.
interest
of
fee
the
arrangements
holdings
see
above
inequitable
Subject to the agreement of DDK, a client may
impose reasonable restrictions on the securities or
types of securities to be held in the client’s
Account. Please
“Services, Fees and
Compensation—Additional Service Information—
Investment Discretion”
for more
information.
by
clients
providing
In addition to complying with its fiduciary duties
by disclosing this conflict of interest to clients
through this Brochure, Baird generally addresses
posed by
potential
conflicts
performance-based
by
periodically monitoring
and
performance of performance-based fee accounts
and comparing them to accounts not subject to a
performance fee that are also managed using a
similar strategy in an attempt to detect any
possible
treatment. Baird also
attempts to minimize potential conflicts of interest
posed by performance-based fee arrangements
through internal trade allocation procedures that
are designed to make securities allocations to
discretionary client accounts in a manner such
that all such clients receive fair and equitable
treatment over time.
Baird participates in wrap fee programs not
described in this Brochure and it provides portfolio
management services in connection with those
programs. Baird receives a portion of the wrap fee
paid
portfolio
for
management services under those wrap fee
programs.
Methods of Analysis, Investment
Strategies and Risk of Loss
Investment Strategies and Methods of
Analysis
under management,
Investment Strategies
As of December 31, 2024, Baird had
approximately $342.1429 billion in regulatory
assets
approximately
$250.2975 billion of which was managed on a
discretionary basis and approximately $91.8454
billion of which was managed on a non-
discretionary basis.
The investment styles, philosophies, strategies,
techniques and methods of analysis that DDK,
investment
Baird, Baird PWM’s home office
professionals, and Other Managers use
in
formulating investment advice for clients vary
widely by Service and the person providing the
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
advice. A brief description of commonly used
strategies is provided below.
region or market
Equity Strategies
Balanced strategies may be combined with other
strategies described below, such as economic
industry or sector focused, international, global,
focused
or geographic
strategies.
Value Strategies
A value strategy typically invests primarily in
equity securities of value companies, which are
those that the investment manager believes are
out of favor with investors, appear underpriced by
the market relative to their earnings or intrinsic
value, or have high dividend yields. This strategy
is subject to investment style risks.
Growth Strategies
focused,
Equity strategies generally have an objective to
provide growth of capital and primarily invest in
equity securities, such as common stocks.
However, these strategies may also invest in
other types of investments, such as fixed income
securities and cash. Equity strategies may invest
in companies of all market capitalization ranges or
may
focus on any combination of specific
capitalization ranges, such as large cap, mid cap
or small cap companies. Equity strategies may be
combined with other strategies described below,
such as growth, value, income, economic industry
international, global, or
or sector
geographic region or country focused strategies.
Fixed Income or Bond Strategies
A growth strategy typically invests primarily in
equity securities of growth companies, which are
those that the investment manager believes
exhibit signs of above-average growth relative to
peers or the market, even if the share price is
high relative to earnings or intrinsic value. This
strategy is subject to investment style risks.
Income Strategies
fixed
invest
An income strategy typically invests primarily in
income-producing securities, such as dividend-
income
paying equity securities and
securities. This strategy may
in a
combination of investment grade and high yield
bonds. This type of strategy may also invest in
yield- or
income-producing, Non-Traditional
Assets.
Economic Industry or Sector Focused Strategies
technology,
region or
country
Fixed income or bond strategies generally have
one or more of the following objectives: (1)
provide current income; or (2) preservation of
capital. These strategies primarily invest in fixed
income securities, such as corporate bonds,
municipal securities, mortgage-backed or asset-
backed securities, or government or agency debt
obligations. However, these strategies may also
invest in other types of investments, such as
equity securities or cash. Fixed income strategies
may invest in debt obligations having any credit
rating, maturity or duration, or they may focus on
specific credit ratings, maturities or durations,
such as investment grade, non-rated, or high
yield (“junk”) bonds, or bonds having short-term,
intermediate-term or long-term maturities. Fixed
income strategies may be combined with other
strategies described below, such as economic
industry or sector focused, international, global,
focused
or geographic
strategies.
Balanced Strategies
Economic industry or sector focused strategies
primarily invest in companies in one or more
economic industries or sectors, such as the
industrial,
telecommunications,
materials, or financial sectors. These strategies
alone generally are not intended to satisfy a
client’s entire portfolio diversification needs.
These strategies are subject to concentration risks
because they generally are not diversified or they
may invest in a limited number of securities.
International Strategies
include companies
Generally, international strategies primarily invest
in securities issued by foreign companies, which
may
in developed and
emerging markets. International strategies may
invest in companies of all market capitalization
ranges and in investments having any credit
Balanced strategies generally have one or more of
the following objectives: (1) provide current
income; (2) growth of capital/principal or income;
or (3) preservation of capital. These strategies
primarily invest in a mix of equity, fixed income
securities and cash. Balanced strategies may
invest in companies of all market capitalization
ranges and in investments having any credit
rating, maturity or duration, or they may focus on
specific capitalization ranges, credit ratings,
maturities or durations as described above.
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
strategies are often
subject
ranges,
regions, credit
rating, maturity or duration, or they may focus on
industries or
specific capitalization
sectors, geographic
ratings,
maturities or durations.
these
strategies
Global Strategies
rotation
to
concentration risk. Because the decision-making
for tactical and rotation strategies is based upon
the manager’s short-term market outlook,
accounts pursuing
often
experience higher levels of trading and portfolio
turnover relative to other strategies.
Opportunity or Opportunistic Strategies
ranges,
regions, credit
Generally, global strategies invest in a mix of
securities issued by U.S. and foreign companies,
which may include companies in developed and
emerging markets. Global strategies may invest
in companies of all market capitalization ranges
and in investments having any credit rating,
maturity or duration, or they may focus on
industries or
specific capitalization
sectors, geographic
ratings,
maturities or durations.
Geographic Region or Country Focused Strategies
Geographic region or country focused strategies
primarily invest in companies located a particular
part of the world, such as Latin America, Europe
or Asia, in a group of similarly-situated countries,
such as developed or emerging markets, or one
or more specific countries. These strategies alone
generally are not intended to satisfy a client’s
entire portfolio diversification needs. These
strategies are subject to concentration risks
because they generally are not diversified or they
may invest in a limited number of securities.
Tactical and Rotation Strategies
than other strategies. The
to
Opportunity strategies will generally be invested
in a manner that seeks to provide long term
growth
through capital appreciation and/or
income by utilizing an active management style
that shifts the amount of investment made in
different asset classes and market sectors to take
advantage of the manager’s perception of market
pricing anomalies, those market or industry
sectors deemed favorable for investment by the
manager, the current interest rate environment
and/or other macro-economic trends identified by
the manager. Opportunity strategies often involve
the use of other strategies, particularly tactical or
rotation strategies, and will have the risks
associated with those strategies. Opportunity
Strategies may also involve investment in a more-
limited number of companies compared to other
strategies. As a result, a decline in value of one or
a few investments will more adversely impact
performance than if assets were more evenly
invested in a larger number of companies.
Opportunity strategies often experience higher
fluctuations in annual returns and overall market
value
types of
investments used
implement opportunity
strategies vary widely by manager and could
include equity securities, fixed income securities,
Non-Traditional Assets, Alternative Investment
Products and cash.
Tax Management Strategies
underweighting
and
taxable
Tax management strategies involve buying and
selling investments in a manner intended to
reduce the negative impact of U.S. federal income
taxes. They often involve buying or selling
investments to limit taxable investment gains or
to offset
investment gains with
investment losses or selling investments to avoid
recognition of taxable investment gains. Tax
management strategies are not intended to, and
likely will not, eliminate a client’s tax obligations.
A tax management strategy may not actually
lower a client’s tax obligations or otherwise
achieve a client’s tax goals. A tax management
strategy is typically a secondary strategy used to
Tactical strategies typically tactically and actively
adjust account allocations to different categories
of investments, such as asset classes, geographic
locations or market sectors, based upon the
manager’s perception of how those investments
will perform in the short-term. Similarly, rotation
strategies
typically actively adjust account
allocations to different market sectors based upon
the manager’s perception of how those market
sectors will perform in the short-term. Tactical
and rotation strategies are often driven by
technical analysis or methodologies and typically
overweighting
involve
account allocations to certain asset classes,
geographic locations or market sectors relative to
an applicable long-term strategic asset allocation,
benchmark index or the market generally. These
strategies often will be focused or concentrated in
one or more asset classes, geographic locations or
market sectors from time to time, and it is likely
that they will have limited or no exposure to one
or more asset classes, geographic locations or
market sectors. For that reason, tactical and
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
performance. They may also involve the use of
Non-Traditional Assets, leverage and derivative
instruments.
the manager
• Statistical Arbitrage Strategies. Statistical
Arbitrage is based on the theory that stocks
have a tendency to return to a short-term trend
line. This type of strategy typically involves the
“systematic” or automated trading of securities
based upon where a security is relative to its
trend line.
is
achieve a secondary tax management objective
and it is typically implemented together with
other primary investment strategies designed to
achieve primary investment objectives or goals.
However, managers in certain situations may use
a tax management strategy as the primary
investment strategy or tax management may be
their primary consideration when managing client
is
accounts, such as when
transitioning an account from one investment
strategy to another. The performance of accounts
utilizing a tax management strategy will vary
from similarly-managed accounts that do not
utilize such a strategy, possibly in a materially
negative manner, and an account may not be
successful in pursuing any other investment
strategies, objectives or goals.
short
securities believed
Alternative Strategies and Complex Strategies
invest
• Convertible Arbitrage Strategies. Convertible
arbitrage involves the purchase and short sale
of multiple securities of the same company. The
strategy
implemented by purchasing
securities believed to be undervalued and
selling
to be
overvalued. Often, the strategy involves the
purchase of a convertible bond issued by a
company and selling short that company’s
common stock. This strategy may involve the
use of a wide range of derivative instruments.
• Fixed
Income Arbitrage Strategies. Fixed
income arbitrage strategies generally seek to
profit from interest rate, credit spread and other
arbitrage opportunities by investing in fixed
income securities, interest rate instruments and
derivative instruments.
Alternative Strategies and other Complex
Strategies may
in a wide range of
investments, which may include equity securities,
fixed income securities, Non-Traditional Assets,
Alternative
Investment Products and cash.
Alternative Strategies and other Complex
Strategies generally involve the use of margin,
leverage, short sales and derivative instruments.
Many Alternative Strategies and other Complex
Strategies have no substantive restrictions on the
types of investments that may be used. Examples
of Alternative Strategies and other Complex
Strategies include the following.
• Capital Structure Arbitrage Strategies. Capital
structure arbitrage generally involves investing
in multiple levels of a single company’s capital
structure, often taking long and short positions
in a company’s debt or equity in order to
capitalize on perceived mispricings resulting
from market inefficiencies or different pricing
assumptions. This type of strategy typically
involves the use of derivatives and structured
products.
• Relative Value Strategies. Relative value
strategies generally involve the purchase of
traditional assets, such as stocks and bonds,
and Non-Traditional Assets and the use of short
sales and derivative instruments in an attempt
to exploit price differences among securities
financial
that share similar economic or
characteristics.
• Long/Short Strategies. Long/short strategies
generally involve the purchase of securities
believed to be undervalued and selling short
securities believed to be overvalued. They may
also involve the use of Non-Traditional Assets,
leverage and derivative instruments.
• Absolute Return, Total Return and Real Return
Strategies. Absolute return, total return and
real return strategies generally involve the
purchase of traditional assets, such as stocks
and bonds, and Non-Traditional Assets in an
attempt to generate performance that has low
correlation to the major equity markets over a
complete market cycle. They may also involve
the use of derivative instruments.
• Event-Driven
Event-driven
Strategies.
strategies generally involve the use of Non-
• Market Neutral Strategies. Market neutral
strategies generally involve the purchase of
securities and selling securities short in similar
dollar amounts in an attempt to produce returns
independent of general market
that are
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
events
(such
and
liquidations).
Traditional Assets, short sales and derivative
instruments in an attempt to seek arbitrage
opportunities, particularly those triggered by
as mergers,
corporate
restructurings,
These
strategies typically involve the assessment of if,
how and when an announced transaction will be
completed.
arbitrage
strategies
involve
funds or funds of private equity funds. Private
equity strategies may invest in companies of
all market capitalization ranges or may focus
on any combination of specific capitalization
ranges. They may also focus on companies in
one or more economic industries or sectors or
geographic regions. Some private equity
strategies focus on companies that are newly
formed, in financial distress or already in
bankruptcy. The securities purchased are
typically unregistered and illiquid. Private
equity strategies may also involve the use of
leverage.
in corporate
buy-outs,
restructurings
• Merger Arbitrage/Special Situations Strategies.
Merger
the
purchase and sale of securities of companies
reorganizations and
involved
business combinations, such as mergers,
exchange offers, cash tender offers, spin-offs,
and
leveraged
liquidations. These strategies often
involve
short selling, options trading, and the use of
other derivative instruments.
typically unrated or
• Distressed Strategies. Distressed strategies
generally involve the purchase of securities in
companies that are in financial distress, or
companies that are entering into or are already
in bankruptcy. They may also involve the use of
short sales and derivative instruments.
types of
referred
to as
floating
in
smaller
o Private Debt or Private Credit Strategies.
Private debt (also known as private credit)
strategies invest in loans or debt instruments
issued by companies in private transactions.
These investments are typically made through
participation in private debt funds or funds of
private debt funds. The investments involved
rated below
are
investment grade and are illiquid. Oftentimes,
the interest rate paid by the companies is
determined by a reference interest rate, such
as the federal funds rate, which is periodically
investments are
reset. These
sometimes
rate
corporate debt, floating rate loans or floating
rate bank loans. Private debt strategies often
involve the use of leverage and may involve
investment
capitalization,
distressed or bankrupt companies.
• Macro Strategies. Macro strategies generally
involve the purchase of traditional assets, such
as stocks and bonds, and Non-Traditional Assets
and the use of short sales and derivative
instruments in an attempt to profit from
anticipated changes
in securities markets,
commodities markets, currency values, and/or
interest rates.
and
Systematic
• Discretionary
industrial
typically made
strategies
generally
rely
Trading
Strategies. Discretionary
trading strategies
generally attempt to identify and capitalize on
patterns or trends in the markets. Systematic
trading
on
computerized trading systems or models to
identify and capitalize on those patterns or
trends. These strategies often involve the use of
Non-Traditional Assets, short sales, derivative
instruments and significant leverage.
risks
related
• Private Investment Strategies.
o Private Real Estate Strategies. Private real
estate strategies invest in physical properties,
such as office buildings, apartments, retail
facilities. These
centers, and
investments are
through
participation in private REITs. Private real
focus on specific
estate strategies may
geographic
types, or
regions, property
economic sectors. Investments in private real
estate can be illiquid, meaning they may take
time to sell or refinance. Property values can
fluctuate due to market conditions, supply
and demand, and other factors. There are
also
tenant vacancies,
to
property damage, or environmental hazards.
Leverage is often used in private real estate
investments, which can increase potential
returns but also amplifies potential losses.
generally
in
companies
involve
in
o Private
o Private Equity Strategies. Private equity
equity
strategies
investments
private
transactions. These investments are typically
made through participation in private equity
infrastructure
Infrastructure Strategies. Private
in
strategies
invest
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types. Examples of
companies; U.S.
include,
cap
located
These
among
utilities,
investments
mid cap growth companies; U.S. mid cap value
companies; U.S. mid cap core companies; U.S.
small cap growth companies; U.S. small cap
small
core
value
companies;
in
foreign companies
developed markets; foreign companies located
in emerging markets; U.S. REITs; and foreign
REITs;
as:
short-term
taxable
infrastructure projects and assets and may
involve exposure to a range of economic or
market sectors, geographic locations and
infrastructure
asset
others,
investments
and
telecommunication,
transportation.
are
typically made through participation in private
infrastructure funds. Investments in private
infrastructure strategies are often illiquid.
They may focus on certain sectors, industries,
geographic regions, size ranges or stages of
development or operations, or on certain
types and sizes of investments and may,
therefore, also lack diversification.
• the fixed income securities asset category,
which is comprised of certain asset classes,
such
bonds;
intermediate term taxable bonds; long-term
taxable bonds; short-term tax-exempt bonds;
intermediate term tax-exempt bonds; long-term
tax-exempt bonds; high yield fixed income
securities; foreign fixed income securities; and
broad fixed income securities;
• Leveraged Strategies. Leveraged strategies
generally involve the use of Non-Traditional
Assets, leverage, short sales and derivative
instruments in an attempt to amplify returns or
produce returns that are a multiple of a
benchmark index.
and
• the Non-Traditional Assets category, which is
comprised of certain asset classes, such as:
commodity-linked
commodities
instruments; and currencies, cryptocurrencies
and currency-linked instruments;
• Inverse Strategies. Inverse strategies generally
involve the use of Non-Traditional Assets,
leverage, short sales and derivative instruments
in an attempt to produce returns that are the
opposite of a benchmark index.
• the Alternative Investment Products category
which is comprised of certain asset classes,
such as: hedge funds, private equity funds and
managed futures; and
• cash.
allocation
strategies
have
also
have
varying
Alternative Strategies and other Complex
Strategies are not appropriate for some clients
because they are subject to special risks. See
“Services, Fees and Compensation—Additional
Service Information—Complex Strategies and
Complex
Investment Products” above and
“Portfolio Manager Selection and Evaluation—
Methods of Analysis, Investment Strategies and
Risk of Loss—Principal Risks—Non-Traditional
Assets and Complex Strategies Risks” below for
more information.
Asset Allocation Strategies
investing, which
and
actively
typically
adjusting
tactical
Certain Services, including the ALIGN, BairdNext
Portfolios, DDK Investment Management, Russell,
Baird Affiliated Managers and UMA Programs,
make available asset allocation strategies. Asset
allocation strategies involve investing in one or
more of the following categories of assets:
Asset
varying
investment objectives, ranging from growth of
capital to preservation of capital. Asset allocation
strategies
investment
strategies. Some asset allocation strategies use
strategic investment strategies, which involve
investing accounts
in accordance with a
predetermined target allocation to different asset
classes. Some asset allocation strategies use
involves
tactical
tactically
account
allocations to different asset classes based upon
the manager’s perception of how those asset
classes will perform in the short-term. Some asset
allocation strategies involve the use of both
strategic and
investment strategies,
sometimes referred to as dynamic strategies.
Asset allocation strategies may be implemented
using a variety of investment types, such as
individual securities, mutual funds and ETPs. The
amount allocated to an asset class or investment
• the equity securities asset category, which is
comprised of certain asset classes, such as,
equity securities issued by: U.S. large cap
large cap value
growth companies; U.S.
companies; U.S. large cap core companies; U.S.
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type varies by strategy, and some strategies may
have little or no allocation to one or more asset
classes or types of investments described above.
also invest in Alternative Investment Products or
may involve the use of leverage, short sales and
derivative instruments. Generally, under normal
market conditions, this strategy will have a
significantly higher allocation to equity securities
than fixed income securities.
typically seeks
That
analysis
involves
Baird uses its Capital Market Assumptions in
developing its proprietary model asset allocation
strategies, including those used in the ALIGN,
BairdNext Portfolios and UMA Programs, and
those used by some DDK Consultants. In
determining its Capital Market Assumptions, Baird
conducts an analysis of different asset classes and
the different levels of risk associated with those
the
investments.
consideration of past performance and the use of
forward-looking projections that are based upon
certain assumptions made by Baird about how
markets will perform in the future. There is no
assurance that asset classes or markets will
perform in accordance with Baird’s projections or
assumptions. For more information about Baird’s
Capital Market Assumptions, a client should
contact the client’s DDK Consultant.
Growth with Income Portfolio. A Growth with
Income Portfolio
to provide
moderate growth of capital and some current
income. Typically, a Growth with Income Portfolio
will experience moderate fluctuations in annual
returns and overall market value. Generally,
under normal market conditions, this strategy will
primarily invest in a mix of equity securities and
fixed income securities, with a bias towards equity
securities. This strategy may also invest in other
asset classes, such as Non-Traditional Assets and
cash. This strategy may also invest in Alternative
Investment Products or may involve the use of
leverage, short sales and derivative instruments.
Generally, under normal market conditions, this
strategy will have a slightly higher allocation to
equity securities than fixed income securities.
Baird’s most common asset allocation strategies
are described below. A client should note that the
specific investments in an Account following a
particular asset allocation strategy could vary
from the description below for a number of
reasons, including market conditions.
invest
Income with Growth Portfolio. An Income with
Growth Portfolio typically seeks to provide current
income and some growth of capital. Typically, an
Income with Growth Portfolio will experience
moderate fluctuations in annual returns and
overall market value. Generally, under normal
market conditions, this strategy will primarily
invest in a mix of fixed income securities and
equity securities, with a bias towards fixed income
securities. This strategy may also invest in other
asset classes, such as Non-Traditional Assets and
cash. This strategy may also invest in Alternative
Investment Products or may involve the use of
leverage, short sales and derivative instruments.
Generally, under normal market conditions, this
strategy will have a slightly higher allocation to
fixed income securities than equity securities.
All Growth Portfolio. An All Growth Portfolio
typically seeks to provide growth of capital.
Typically, an All Growth Portfolio will experience
high fluctuations in annual returns and overall
market value. Under normal market conditions,
this strategy generally invests nearly all of its
assets in equity securities. This strategy may also
invest in other asset classes, such as fixed income
securities, Non-Traditional Assets and cash. This
in Alternative
strategy may also
Investment Products or may involve the use of
leverage, short sales and derivative instruments.
experience
relatively
Capital Growth Portfolio. A Capital Growth
Portfolio typically seeks to provide growth of
capital. Typically, a Capital Growth Portfolio will
experience moderately high fluctuations in annual
returns and overall market value. Generally,
under normal market conditions, this strategy will
primarily invest in a mix of equity securities and
fixed income securities, with a significantly higher
allocation to equity securities. This strategy may
also invest in other asset classes, such as Non-
Traditional Assets and cash. This strategy may
Conservative Income Portfolio. A Conservative
Income Portfolio typically seeks to provide current
Income
income. Typically, a Conservative
Portfolio will
small
fluctuations in annual returns and overall market
value. Generally, under normal market conditions,
this strategy will primarily invest in a mix of fixed
income securities, cash and equity securities, with
a significantly higher allocation to fixed income
securities. This strategy may also invest in other
asset classes, such as Non-Traditional Assets.
Generally, under normal market conditions, this
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strategy will have a significantly higher allocation
to fixed income securities and cash than equity
securities.
Preservation
A
Portfolio.
manager may use a strategy not described above
or they may use a strategy with the same or
similar name that is implemented differently. A
client should ask the client’s DDK Consultant or
investment manager for more specific information
about the strategy being used for the client’s
Account.
A client’s Account
is subject to the risks
associated with the Account’s particular strategies
and investments. A client should review the risks
associated with those strategies and investments
described under the heading “Principal Risks”
below.
Capital
Capital
Preservation Portfolio typically seeks to preserve
capital while generating current income. Typically,
a Capital Preservation Portfolio will experience
relatively small fluctuations in annual returns and
overall market value. Under normal market
conditions, this strategy generally invests nearly
all of its assets in a mix of fixed income securities
and cash. This strategy may also invest in other
asset classes, such as equity securities and Non-
Traditional Assets.
Objectives
and
investment
restrictions,
Some ALIGN Programs, UMA Programs, DDK
Consultants and investment managers use asset
allocation strategies that include target asset
allocation percentages for equity and/or fixed
income investments in the names or descriptions
of the strategies (e.g., 80-20, 60-40, 40-60, 20-
80, etc.). A client should note that those
percentages are intended to be asset allocation
targets only. There is no guarantee that Accounts
following asset allocation strategies will be
invested strictly in accordance with target asset
allocations. It is likely that the actual investments
in Accounts following those strategies will vary,
sometimes significantly, from the target asset
allocations and may include other asset classes
due to market conditions and Baird’s, the DDK
Consultant’s or investment manager’s assessment
of how to best invest a client’s Accounts. See
“Important Information about Implementation of
Investment
Investment
Strategies” below for more information.
For information about the risks associated with
the asset allocation strategies described above,
see the section of the Brochure entitled “Principal
Risks—Risks Associated with Certain Investment
Objectives and Asset Allocation Strategies” below.
Important Information about Implementation of
Investment Objectives and Investment Strategies
From time to time, the client’s DDK Consultant or
invest the client’s
investment manager will
Account, or recommend that the client invest the
Account, in a manner that is inconsistent with the
investment strategy or
investment objective
selected by the client for the Account when the
client’s DDK Consultant or investment manager
determines that it is appropriate to do so, such as
using defensive strategies in response to adverse
market or other conditions or engaging in tax
management. Similarly, a client’s Account may be
invested in a manner inconsistent with the
investment strategy or
investment objective
selected by the client for the Account in certain
other circumstances, such as when the client’s
is transitioning to a new Service,
Account
investment objective or investment strategy, or
due to other factors, such as market appreciation
or depreciation of the assets in the client’s
Account, deposits and withdrawals made by the
if any,
client, and
imposed by the client. A client’s Account may not
be able to achieve its investment objectives
during any such period of time and the Account
may be subject to different or enhanced risks
than would be the case had the Account been
invested in a manner wholly consistent with the
investment objective or
investment strategy
selected by the client. Clients are encouraged to
discuss with their DDK Consultant on a regular
basis how the Account is being managed or
advised and whether any such conditions exist.
Methods of Analysis
invest
Baird, its home office investment professionals,
and DDK Consultants may use various forms of
security analyses, including the following:
A client should note that, to implement an
investment strategy, a client’s DDK Consultant or
investment manager may use or recommend
mutual funds, ETPs or other Investment Funds
that primarily
in particular types of
securities instead of direct investment in those
types of securities. A client should also note that
investment
the client’s DDK Consultant or
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tools
releases and other
economic,
financial
• Fundamental Analysis. Fundamental analysis
involves an approach to investing through a
detailed analysis of specific companies, such as
their financial statements and financial ratios,
management, competitive advantages and
markets, in an attempt to determine the value
of an investment. Fundamental analysis may
include qualitative and quantitative analyses.
Analysis. Qualitative
• Qualitative
information and
to provide
related
investment advice to clients. These sources of
information and tools may include, among others,
issuer-supplied literature (such as annual reports,
information) and
press
external market,
and
investment data and analyses provided by
organizations not affiliated with Baird. They may
also employ the use of computers and third party
software to more readily display information,
assist with the evaluation and analysis, and create
asset allocation recommendations. Although they
generally use information and tools that Baird
deems
reliable, DDK and Baird do not
independently verify or guarantee the accuracy of
the information or tools used.
analysis
involves the use of subjective judgment to
analyze factors that may be difficult to quantify
or measure objectively. As it pertains to
managers and investment products, qualitative
analysis may include review of the background
and experience of a manager or a mutual fund
company.
in an attempt
the client’s
Baird and DDK Consultants may also utilize
research reports created by Baird. However, it
should be noted that DDK Consultants are not
obligated to act in a manner consistent with Baird
research reports and they may act in a manner
that is contrary to those reports if they deem it to
be consistent with
investment
objectives and in the client’s best interest.
• Quantitative Analysis. Quantitative analysis is a
method of evaluating securities by analyzing a
large amount of data through the use of
to
algorithms or models
understand behavior, predict market events,
market prices, etc., and generate an investment
decision. As it pertains to managers and
investment products, quantitative analysis may
review of manager performance,
include
investment style, style consistency, risk, and
risk-adjusted performance.
• Technical Analysis. Technical analysis is a
method of analyzing past price and volume
patterns and trends in the trading markets to
attempt to predict the direction of both the
overall market and specific investments.
• Top-Down Analysis. Top-down analysis involves
a consideration of certain macroeconomic
trends, such as general economic conditions,
geographic or market sector performance, fiscal
and monetary policy, taxes, or interest rates, to
make investment decisions.
Analysis. Bottom-up
• Bottom-Up
investment,
When providing investment advice to clients, DDK
Consultants may also use the model portfolios or
recommended or eligible product lists (described
below) made available by Baird’s Asset Manager
Research Department or other Baird departments,
or they may use investment products that Baird
has generally deemed to be “available” for use in
its advisory programs (“Available Investment
Products”). The level of initial and ongoing
evaluation, monitoring and review that DDK and
Baird perform on managers and on investment
products varies. Available Investment Products
generally do not receive the same level of initial
or ongoing evaluation, monitoring or review by
Baird as those managers or products that are
included
in a model portfolio or on a
recommended or eligible product list. As a result,
Available Investment Products are subject to
certain risks. See “Portfolio Manager Selection
and Evaluation—Methods of Analysis, Investment
Strategies and Risk of Loss—Principal Risks—
Available Investment Product Risks” below for
more information.
analysis
involves consideration of factors particular to a
particular
such as business
financials (e.g., balance sheet strength and
cash flows), financial ratios (e.g., price-to-
earnings ratio), and business fundamentals
(e.g., management and product or services
performance) to make investment decisions.
Baird, its home office investment professionals,
and DDK use various third party research
More specific information about Baird model
portfolios, recommended lists and eligible product
lists is provided below. A client should note that
investment products recommended to the client
or selected for the client’s Account, including
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in industry sector weighting. The Portfolio is
intended as a long-term investment strategy.
Baird Rising Dividend Portfolio
investment managers or products included on a
Baird recommended or eligible product list, are
those which, in Baird’s professional judgment,
may be appropriate to help the client pursue the
client’s financial goals. DDK and Baird do not
represent or guarantee that such investment
managers or products are or will be the best
investment managers or products available.
Under certain circumstances when requested by a
client, DDK and Baird may allow a client to select
a manager or investment product that is not on a
Baird recommended or eligible product list or that
is generally not made available to Baird clients. A
client should note that, unless DDK and Baird
otherwise agree in writing, DDK and Baird do not
provide any
initial or ongoing evaluation,
monitoring or review of any such managers or
investment products and that the client’s decision
to select such a manager or investment product is
based solely upon the client’s review of the
manager or investment product.
Certain PWM-Managed Portfolios
Baird Recommended Portfolio
The Baird Rising Dividend Portfolio, which is
managed by Baird’s PWM Equity Research team,
seeks to provide a core equity strategy with a
portfolio yield above that of the S&P 500 Index.
The team’s top–down investment approach begins
with macroeconomic and market outlooks from
Baird’s Investment Strategy team. The 30–50
stocks in the portfolio are primarily large cap
stocks—as defined by a market capitalization of
$10 billion or greater at the time of investment—
and all are above $5 billion at the time of
investment. The team looks for quality companies
fundamental characteristics and
with strong
management, attractive dividend yields, and the
ability to increase their dividends. Companies are
screened for dividend history and consistency,
earnings growth expectations, and balance sheet
is assigned a
quality. Each stock selected
weighting as a percentage of the portfolio. No
single company stock will comprise more than the
greater of 5% of the portfolio or 1.5 times the
stock’s market weight in the S&P 500 index. A
position can be reduced or removed due to
changes in valuation, company fundamentals or
the perceived ability to continue to raise its
dividend in the future—among a variety of other
potential reasons for portfolio changes including a
change in industry sector weighting. The Portfolio
is intended as a long-term investment strategy.
AQA Portfolios
to
clients
investment
approach
Analysis
performance.
The
analysis
The Baird Recommended Portfolio, which
is
managed by Baird’s PWM Equity Research team,
seeks to outperform the S&P 500 Index by
investing in a diversified core portfolio of 35–50
stocks. The portfolio invests primarily in stocks
with market capitalization greater than or equal to
$10 billion (large cap). The portfolio may also
contain stocks with market caps below $10 billion
but these stocks generally will not represent more
than 35% of the total portfolio. The team’s top–
down
begins with
macroeconomic and market outlooks from Baird’s
Investment Strategy team. This information is
used to underweight or overweight particular
industry sectors compared to the S&P 500 Index.
Individual stocks are selected with an emphasis
on higher quality companies that the team
believes have strong fundamental characteristics
teams, attractive growth
and management
prospects, and
reasonable price-appreciation
expectations. Each stock selected is assigned a
weighting as a percentage of the portfolio. No
single company stock will comprise more than the
greater of 5% of the portfolio or 1.5 times the
stock’s market weight in the S&P 500 index.
Stocks can be sold or positions reduced for a
variety of reasons such as valuation, a change in
company or industry fundamentals, or a change
certain
Baird makes available
Automated Quantitative
(“AQA”)
Portfolios, which are managed by Baird’s PWM
Equity Research team. AQA is an analytical tool
that seeks to identify stocks of companies that
are undervalued by calculating the intrinsic values
for the stocks and comparing the calculated
values to current market prices. Focusing on a
financial performance, AQA
company’s past
analyzes fundamental ratios and trends of the
most recent eight-year history of a company and
each company in its peer group, excluding
estimates of future balance sheet and income
is
statement
quantitative and
ignores certain qualitative
information such as company-specific material
news and events. Stocks are ranked from the
most undervalued to the most overvalued based
on the difference between the values calculated
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• soundness and clarity of their investment
philosophy
• reliability and consistency of their investment
process
• competitiveness of their investment
performance
Baird’s Asset Manager Research Department may
also employ the use of computers and third party
software to more readily display information and
assist with the evaluation and analysis.
by AQA and current market prices. The stocks
identified by AQA as being the most undervalued
are then selected for investment. Baird offers the
following four (4) AQA Portfolio strategies, each of
which invest in undervalued stocks identified
using AQA, excluding securities issued by banks,
REITS and insurance companies: (1) the AQA All
Cap Strategy, which primarily invests in stocks
across market capitalizations, generally those
included in the S&P 500®, S&P MidCap 400® or
S&P SmallCap 600® Indices; (2) the AQA Large
Cap Strategy, which primarily invests in large cap
stocks, generally those included in the S&P 500®
Index; (3) the AQA Mid Cap Strategy, which
primarily invests in mid cap stocks, generally
those included in the S&P MidCap 400® Index;
and (4) the AQA Small Cap Strategy, which
primarily invests in small cap stocks, generally
those included in the S&P SmallCap 600® Index.
Certain Recommended Lists
Baird’s Recommended Managers List
Baird’s initial screening process begins with a
proprietary, multi-factor model that evaluates
managers on different factors including risk-
adjusted performance, consistency of returns and
downside protection. These factors are scored
over various time periods and relative to a
specific peer group universe, narrowing the pool
of managers for further evaluation. Baird’s Asset
Manager Research Department then performs a
more in-depth evaluation of managers that are
identified through the initial screening process,
which generally includes a review of the following
factors: stability of the firm/team, the robustness
and repeatability of the investment process, the
portfolio’s past returns pattern and tax-efficiency,
and how the manager adds value. The final
determination of Baird’s Recommended Managers
List
is subject to the approval of Baird’s
Investment Committee.
conference
calls,
for
removal
When selecting managers and BRM Strategies for
Baird’s Recommended Managers List, Baird often
seeks registered investment advisory firms having
portfolio managers with academic credentials
such as a master’s degree or participation or
completion of the Chartered Financial Analyst
(“CFA”) program. Baird also typically looks for a
portfolio manager with greater than three (3)
years of investment experience focusing on the
particular investment style that is offered by the
portfolio manager. Baird generally looks for
that have demonstrated
portfolio managers
success, that have performance histories showing
sufficient ability to achieve returns in excess of
their respective benchmarks, and that have
investment processes, infrastructure, personnel
and other resources satisfactory to Baird. Baird
also considers other qualitative and quantitative
factors.
change
Baird’s Asset Manager Research Department is
primarily responsible for selecting and evaluating
included on Baird’s
investment managers
Recommended Managers List.
selecting
In
investment managers, Baird’s Asset Manager
Research Department utilizes quantitative and
qualitative measures to evaluate managers based
on the:
Ongoing manager evaluation generally includes
quarterly
performance
attribution and periodic onsite visits. Material
adverse changes affecting a manager may result
in the manager being placed on “watch” status.
Managers on “watch” status are scrutinized to see
if improvement or degradation is taking place.
from Baird’s
Potential causes
Recommended Managers List include fundamental
changes in the operations of the manager,
turnover in key personnel, substantial changes in
in
management or ownership, a
investment philosophy or style, significant drift
from stated objectives, major legal, regulatory or
compliance difficulties, impairment of financial
condition, sustained underperformance in relation
to its peers, or other adverse changes affecting
the manager that in Baird’s opinion warrants the
manager’s removal.
• quality and stability of their organization
If a Model-Traded BRM Strategy is selected for a
client’s Account, it is important to note that
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Baird’s
Asset Manager
Investment Committee
its discretion, decides
inclusion
Baird’s selection and ongoing evaluation of a BRM
Strategy is based upon an assumption that the
Recommended Manager’s Model Portfolio will be
fully and faithfully implemented by the Overlay
Manager or Implementation Manager on a
continuous basis. A client should understand that
the Overlay Manager or Implementation Manager
has discretion over the client’s Account and may
invest the client’s Account in a manner that differs
from the Model Portfolio. Baird does not monitor
the Account’s performance nor does it ascertain
whether the Overlay Manager or Implementation
Manager is implementing the Model Portfolio as
provided by the Recommended Manager. If the
Overlay Manager or Implementation Manager, in
the exercise of
to
implement the Model Portfolio differently, the
performance of a client’s Account could be
negatively impacted. Baird is not monitoring,
evaluating or reviewing the Overlay Manager or
Implementation Manager or the performance of a
client’s Account under those circumstances.
evaluating funds included on the List. In selecting
funds,
Research
Department utilizes a quantitative and qualitative
evaluation process of the investment managers of
such funds. The process Baird uses for selecting
and removing funds for the Baird Recommended
Fund List is similar to the process Baird uses to
select and remove BRM Strategies described
under “Baird’s Recommended Managers List”
above. Baird’s
is
ultimately responsible for selecting funds included
on the List. The Baird Ultra Short Bond Fund,
Baird Short-Term Bond Fund, Baird Aggregate
Bond Fund, Baird Quality Intermediate Municipal
Bond Fund, Baird Core Intermediate Municipal
Bond Fund, and Baird Mid Cap Growth Fund,
mutual funds affiliated with Baird, have been
in Baird’s
for
selected by Baird
Recommended Mutual Fund List. This presents a
conflict of interest. However, the criteria used by
Baird in deciding to select affiliated funds for
Baird’s Recommended Mutual Fund List are the
same as those used for unaffiliated funds.
Baird’s Recommended Funds of Hedge Fund List
affiliated managers
for
Certain investment strategies offered by Baird
Equity Asset Management have been selected by
Baird for inclusion on Baird’s Recommended
Managers List. This presents a conflict of interest.
However, the criteria used by Baird in deciding to
select
Baird’s
Recommended Managers List are the same as
those used for unaffiliated managers.
Baird’s Recommended Mutual Fund List
Baird’s Recommended Funds of Hedge Fund List
contains a variety of funds of hedge funds
(“FOHFs”)
that pursue various Alternative
Strategies or other Complex Strategies. Some
FOHFs primarily use credit-oriented investment
strategies, which Baird classifies as fixed income
diversifiers. Some FOHFs primarily use equity-
oriented investment strategies and are classified
as equity diversifiers. Other FOHFs use a
combination of credit- and equity-oriented
strategies, which Baird views as balanced
diversifiers. In certain circumstances, FOHFs may
be an appropriate substitute for part of a client’s
allocation to traditional high yield fixed income or
equity investments.
that
to
the
Baird’s Recommended Mutual Fund List
is
designed to include mutual funds and ETFs across
numerous asset classes. When selecting funds for
inclusion on the List, Baird generally seeks funds
that have investment managers with tenure of at
least three (3) years and have underlying
fund’s
adhere
investments
market capitalization policy and are consistent
with the manager’s stated investment process
and philosophy. Baird generally looks for funds
that are among the top-performing funds in a
style category in terms of risk-adjusted returns or
that are managed by individuals or firms that
have demonstrated success in other, related asset
classes; that have performance histories showing
sufficient ability to achieve returns in excess of
their respective style index; and that have
investment processes, infrastructure, personnel
and other resources satisfactory to Baird. Baird’s
Asset Manager Research Department is primarily
for assisting with selecting and
responsible
To be added to Baird’s Recommended FOHF List,
a FOHF must generally meet the
following
requirements: the investment advisor to the FOHF
is registered as an Investment Adviser under the
Advisers Act; the fund has stable to growing
assets under management as determined by
Baird, principals of the fund have an appropriate
level of hedge fund management experience and
a sufficient network of contacts in the industry as
determined by to Baird; in Baird’s opinion, the
fund has adequate diversification by number of
hedge funds and type of hedge fund strategy;
effective risk management programs have been
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for
the
fund; and
established
the service
providers to the fund (e.g., auditor, administrator,
and legal counsel) are deemed to be reputable in
the judgment of Baird. Baird also seeks FOHFs
that it believes possess one or more unique
attributes that may lead to favorable performance
relative to their peers going forward.
legal documents
offering memorandum,
performance going forward or possibly lead to the
departure of an important member(s) of the
FOHF. Examples include a large decline in assets
under management, high rate of redemptions,
notable change in the investment or compliance
teams, weakening performance, or regulatory
problems. Any firm that is placed on “watch”
status is evaluated more closely to determine if
the problem is likely to be temporary or long-
term, and whether it can be remedied. Baird will
remove a FOHF from “watch” status and return it
to active status if, in Baird’s opinion, the problem
has been or is in process of being adequately
addressed. However, Baird will terminate a FOHF
from the List if it believes the issue is likely to be
long-term and adversely affect the FOHF’s future
performance.
Baird’s Recommended Private Funds Lists
Baird maintains lists of recommended private
Funds (“Recommended Private Funds”), including
a Recommended Funds of Private Equity Funds
List, a Recommended Private Debt Fund List, and
a Recommended Private Real Assets Fund List.
investment
thesis
is presented
In making
that determination,
funds,
funds
or
Before adding a prospective FOHF to the List,
Baird’s Asset Manager Research Department
conducts an in-depth due diligence process. The
process begins with a review of the FOHF’s
responses to a due diligence questionnaire and of
marketing and
(such as,
subscription documentation, investor agreements,
and
organizational
documents, and the investment advisor’s Form
ADV Part 2A Brochures). This is followed by an
onsite review, where Baird meets with one or
more principals and analysts to assess how the
FOHF identifies, hires, monitors, and terminates
individual hedge funds. Baird also evaluates how
the FOHF constructs its hedge fund portfolio and
manages risk. In addition, Baird undertakes a
brief review of the FOHF’s third party service
providers. At the conclusion of the onsite review,
to and
an
discussed with a Baird Investment Committee.
The Committee votes on whether to add the FOHF
to Baird’s Recommended Funds of Hedge Fund
the
List.
Committee considers the information presented,
taking into account the merits of the individual
FOHF, how that FOHF compares to other FOHFs
that Baird offers, and the level of expected
demand for the particular FOHF.
client’s allocation
to
and
onsite
Baird’s Recommended Funds of Private Equity
Funds List contains funds of private equity funds
that pursue certain Alternative Strategies or other
Complex Strategies. These strategies can include
buyout, growth equity, venture capital, special
investments. The
situations or distressed
investments are typically structured in the form of
primary
co-
secondary
investments. Most will be to “middle market”
companies, many of which have above average to
high levels of leverage, or debt relative to equity.
In certain circumstances, funds of private equity
funds may be an appropriate substitute for part of
a
traditional equity
investments.
changes
that pursue
or
After a FOHF is added to Baird’s Recommended
Funds of Hedge Fund List, it is monitored each
reviews
subsequent
quarter,
periodically take place. As part of its quarterly
monitoring, Baird evaluates a FOHF’s assets under
(subscriptions and
management and
flows
redemptions), organizational
(e.g.,
personnel changes or new offerings), recent
changes made to the FOHF portfolio (e.g., hedge
funds added or removed), and reasons for
performance differences between the FOHF and
its benchmark. Subsequent onsite reviews are
similar in nature and scope to the initial on-site
review.
Baird’s Recommended Private Debt Fund List
contains private debt funds (also known as
certain
funds)
credit
private
Alternative Strategies
other Complex
Strategies. The private debt funds on Baird’s
Private Debt Funds List generally make first lien,
second lien and unsecured loans, primarily to
middle market companies sponsored by private
equity firms. In certain circumstances, private
debt funds may be an appropriate substitute for
part of a client’s allocation to traditional high yield
fixed income or equity investments.
Baird may place a FOHF on “watch” status if it has
experienced a material event that, in Baird’s
the FOHF’s
opinion, may negatively affect
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funds
that
or
the
thesis is presented to and discussed with a Baird
Investment Committee. The Committee votes on
whether to add the fund to a Baird Recommended
Private Fund List. In making that determination,
the Committee
information
considers
presented, taking into account the merits of the
individual fund, how that fund compares to other
similar funds that Baird offers, and the level of
expected demand for that particular fund.
utilities,
telecommunication,
The
investments may
with
companies
that
Baird’s Recommended Private Real Assets Fund
List contains private real estate and private
pursue
infrastructure
certain
other Complex
Alternative Strategies
Strategies. These strategies invest in different
real assets and may involve exposure to a range
of economic or market sectors, geographic
locations and asset
types. Examples of
investments may include, among others, real
and
estate,
transportation.
be
structured in the form of asset ownership or
leasing or include direct investment in or joint
ventures
control
infrastructure assets. In certain circumstances,
private real assets funds may be an appropriate
substitute for part of a client’s allocation to
traditional fixed income or equity investments.
After a fund is added to a Baird Recommended
Private Fund List, it is monitored each quarter,
and subsequent onsite reviews periodically take
place. As part of its quarterly monitoring, Baird
evaluates a fund’s assets under management and
fund
flows (subscriptions and redemptions),
organizational changes (e.g., personnel changes
or new offerings), recent changes made to the
portfolio, and reasons for performance differences
between the fund and its benchmark. Subsequent
onsite reviews are similar in nature and scope to
the initial on-site review.
To be added to a Baird Recommended Private
Fund List, a fund must generally meet the
following requirements: the investment advisor to
the fund is registered under the Advisers Act ; the
fund has stable
to growing assets under
management as determined by Baird; principals
of the fund have an appropriate level of applicable
experience and a sufficient network of contacts in
the industry as determined by Baird; effective risk
management programs have been established for
the fund; and the service providers to the fund
(e.g., auditor, administrator, and legal counsel)
are deemed to be reputable in the judgment of
Baird. Baird also seeks funds that it believes
possess one or more unique attributes that may
lead to favorable performance relative to their
peers going forward.
fund
Baird may place a Recommended Private Fund on
“watch” status if it has experienced a material
event that, in Baird’s opinion, may negatively
affect the fund’s performance going forward or
possibly lead to the departure of an important
member(s) of the
investment team.
fund’s
Examples include a large decline in assets under
management, high rate of redemptions, notable
change in the investment or compliance teams,
weakening performance, or regulatory problems.
Any fund that is placed on “watch” status is
evaluated more closely to determine if the
problem is likely to be temporary or long-term,
and whether it can be remedied. Baird will
remove a fund from “watch” status and return it
to active status if, in Baird’s opinion, the problem
has been or is in process of being adequately
addressed. However, Baird will remove a fund
from a Recommended Private Fund List if it
believes the issue is likely to be long-term and
adversely affect the fund’s future performance.
Certain Eligible Product Lists
Annuities
the
When determining whether to make an annuity
product available to Baird clients, Baird reviews
the offering documents for the product and
considers: the size of the insurer and the insurer’s
credit rating,
insurer’s distribution and
support model, and product specifications and
Before adding a prospective
to a
Recommended Private Fund List, Baird’s Asset
Manager Research Department conducts an in-
depth due diligence process. The process begins
with a review of the fund’s responses to a due
diligence questionnaire (known as a DDQ or RFI)
and of marketing and legal documents (such as,
subscription documentation, investor agreements,
offering memorandum, organizational documents,
and the investment advisor’s Form ADV Part 2A
Brochures). This is followed by an onsite review,
where Baird meets with one or more principals
and analysts to assess how the fund makes
investment decisions. Baird also evaluates how
the fund constructs its portfolio and manages risk.
In addition, Baird may undertake a brief review of
the fund’s third-party service providers. At the
conclusion of the onsite review, an investment
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strength
ratings
features of the product. Baird favors highly-rated
insurers and evaluates them by using credit rating
agencies
and
financial
independent third-party research.
Baird’s judgment, there is reasonable risk/reward
trade-off for that exposure, as well as the events
that could trigger loss of principal and Baird’s
belief as to the likelihood of the occurrence of
such events.
Baird’s ETF Focus List
Investment Solutions Department
the
Programs.
Baird’s
Compliance,
Legal,
and
indices,
Baird’s
is
primarily responsible for selecting and evaluating
structured products made available to clients
under
Alternative
Investment Committee, which includes members
of Baird’s Investment Solutions, Asset Manager
Risk
Research,
Management Departments, ultimately determines
whether to make a structured product available to
Baird clients.
Available Hedge Funds
Baird’s ETF Focus List is designed to encompass
numerous asset classes and varied investment
objectives. Baird generally seeks to include ETPs,
primarily ETFs, with transparent, experienced
sponsors that have stable or growing assets under
management and have demonstrated consistent
strategy performance over time. Baird tends to
favor ETPs that have well-known, diversified
benchmark
fees and tracking
lower
errors, and higher trading liquidity relative to
other ETPs. Inclusion on or exclusion from the
Baird ETF Focus List is not meant to be a buy or
sell recommendation. Rather, the List
is a
collection of ETPs that may be appropriate to
meet particular client investment goals.
Managed Futures
Effective March 1, 2018, Baird ceased maintaining
an official list of managed futures funds that are
structured as limited partnerships. Therefore,
Baird does not, and will not in the future, provide
any evaluation, monitoring or review of those
funds or their sponsors. A client’s decision to
invest in, or to maintain an investment in, a
managed futures fund is based solely upon the
client’s own review and evaluation of the fund.
Structured Products
Baird makes hedge funds available to clients in
certain Programs sponsored by, affiliated with or
offered by Capital Integration Systems LLC or
CAIS Capital LLC (“CAIS”). An independent third-
party research firm provides research and due
diligence materials to Baird on the hedge funds
available on the CAIS platform (“Available Hedge
Funds”). Clients interested in an Available Hedge
Fund or invested in an Available Hedge Fund may
obtain additional information from Baird upon
request. Clients should note that Baird solely
relies upon the independent third-party research
firm to provide an independent analysis of each
Available Hedge Fund, Baird does not conduct its
own research or due diligence on any Available
Hedge Fund, and Baird does not verify the
accuracy of the information contained in the
research and due diligence materials.
Available Private Funds
is calculated,
When determining whether to make a structured
product available to Baird clients, Baird reviews
the offering documents for the structured product
and considers: the size of the issuer and issuer’s
credit rating, the maturity of the product, how
interest
the underlying asset
category (e.g., a basket of securities or currencies
or a market index), applicable caps, barriers, and
participation rate, and whether the structured
product has principal protection.
third-party
research
firm
In addition to Recommended Private Funds, Baird
makes available to clients in certain Programs
other private funds sponsored by, affiliated with,
or offered by CAIS (“Available Private Funds”),
including Available Private Equity Funds, Available
Private Debt Funds, Available Private REITs and
Available Private Infrastructure Funds. When
determining whether to make a fund an Available
Private Fund, Baird utilizes the services of an
independent
that
provides research and due diligence materials to
Baird on the private funds available on the CAIS
platform. Clients interested in an Available Private
Fund or invested in an Available Private Fund may
obtain additional information from Baird upon
request. Clients should note that Baird solely
Baird tends to favor larger-sized issuers of
structured products over smaller-sized issuers
and also tends to favor structured products that
have shorter maturities, less complex payout
structures, underlying assets that are more liquid
or transparent, and offer full or partial principal
protection. If a product does not offer full
principal protection, Baird also considers how
much principal is exposed to loss, whether, in
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relies upon the independent third-party research
firm to provide an independent analysis of each
Available Private Fund, Baird does not conduct its
own research or due diligence on any Available
Private Fund, and Baird does not verify the
accuracy of the information contained in the
research and due diligence materials.
strategy as the core allocation of the portfolio
while providing exposure to satellite asset classes
(such as mid cap and small cap companies) and
fixed income securities through the use of ETFs
that principally invest in equity securities and
fixed income securities. This strategy has a target
allocation of 70% of its assets to equity securities
and 30% of its assets to fixed income securities.
Affiliated Private Equity Funds
fixed
(4)
The Baird Trust Core + Satellite 50/50
strategy utilizes the Baird Trust Large Cap Equity
strategy as the core allocation portion of the
portfolio while providing exposure to satellite
asset classes (such as mid cap and small cap
companies) and fixed income securities through
the use of ETFs that principally invest in equity
securities and
income securities. This
strategy has a target allocation of 50% of its
assets to equity securities and 50% of its assets
to fixed income securities.
Financial
Industry
Activities
Affiliated
and
In addition to Recommended Funds of Private
Equity Funds and Available Private Equity Funds,
Baird makes available to clients private equity
funds that are affiliated with Baird (“Affiliated
Private Equity Funds”). Baird does not subject
Affiliated Private Equity Funds to the criteria
imposed upon Recommended Funds of Private
Equity Funds or Available Private Equity Funds
described above when making them available to
clients, and Baird does not perform any
evaluation, monitoring or review of Affiliated
Private Equity Funds. This presents a potential
conflict of interest. See “Additional Information—
and
Other
Affiliations—Certain
Related
Parties—Affiliated Private Equity Funds” below.
The Baird Trust Equity Income strategy
(5)
primarily invests in dividend paying companies
that Baird Trust believes have the ability to
consistently grow their dividend at attractive rates
over the long‐term.
Baird Trust Strategies
More specific information about the particular
investment strategies and methods of analysis
that Baird uses in connection with each Program
is further described below.
The DDK Investment Process
Under the BAM and UAS Programs, Baird makes
available to clients five (5) portfolio strategies
developed and maintained by Baird Trust (“Baird
Trust Strategies”) described below. The Baird
Trust Strategies invest in a mix of equity
securities and ETFs.
The Baird Trust Large Cap Equity strategy
(1)
invests in a fairly concentrated portfolio of large
cap equity securities. This strategy is intended for
clients seeking investment in large cap companies
as one part of their overall asset allocation. This
strategy is generally not intended to be a
complete investment program.
(2)
The Baird Trust Core + Satellite 100
strategy is a diversified portfolio with a 100%
target equity allocation. The strategy uses the
Baird Trust Large Cap Equity strategy as the core
allocation of
the portfolio while providing
exposure to satellite asset classes (such as mid
cap and small cap companies) through the use of
ETFs that principally invest in equity securities.
This model does not include fixed income.
When providing advice to clients, DDK starts with
a needs analysis developed for a client in
connection with the financial planning process
described above. Using a variety of tools, DDK
then develops and recommends a long-term,
strategic asset allocation and investment strategy
for the client’s portfolio that is customized for the
client’s risk and return objectives. DDK diversifies
the client’s portfolio among different investments
in each asset class with the goal to manage risk.
Investment strategies may involve the use of
different equity styles or strategies, such as: large
cap growth, large cap value, mid cap growth, mid
cap value, small cap growth, small cap value,
international and emerging market equities
income styles or
fixed
strategies; different
strategies, such as short or intermediate, taxable
and tax-exempt bond, international and emerging
market bond, and high yield bond strategies; and
Complex Strategies, such as real estate and real
estate funds (including private real estate funds
The Baird Trust Core + Satellite 70/30
(3)
strategy utilizes the Baird Trust Large Cap Equity
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under the heading “Investment Strategies—Asset
Allocation Strategies” above.
and private real estate fund of funds), commodity
strategies, hedge funds, funds of hedge funds,
private equity funds, funds of private equity
funds, private debt funds and managed futures.
time
to
time, and depending on
From
macroeconomic
conditions, DDK may also
recommend or implement a slight, short-term
tactical tilt to the client’s chosen asset allocation
that is above or below the long-term strategic
asset allocation.
Investment
Management
DDK typically recommends or selects mutual
funds and ETFs for Advisory Choice Accounts and
DDK
Accounts.
However, other types of securities may be
recommended or selected for those Accounts.
information
regarding
for
the client. Once
review
Each ALIGN Portfolio generally uses mutual funds
and ETPs, primarily ETFs and ETNs, in order to
implement the model asset allocation strategy.
Depending on the ALIGN Portfolio chosen, the
ALIGN Portfolio may consist of mutual funds and
ETFs that have various investment objectives and
strategies, including but not limited to, the
following: large cap, mid cap and small cap
strategies (which may include value, growth or
core strategies); short-term, intermediate-term
and long-term fixed income strategies (which may
include high yield corporate bond strategies);
balanced strategies;
international and global
equity and fixed income strategies; market sector
focused
focused strategies, geographic area
strategies; real estate strategies; commodities
strategies; currency strategies; managed futures
strategies; and other Alternative Strategies. For
the
additional
characteristics of the mutual funds and ETPs used
in an ALIGN Portfolio, clients should contact their
DDK Consultant or
the applicable
prospectus.
The amount allocated to each asset class and type
of investment varies by Portfolio. However, some
Portfolios may have little or no allocation to one
or more asset classes or types of investments
described above.
and
When recommending or selecting a particular
mutual fund or ETF for client Accounts, DDK
begins by reviewing a client’s asset allocation and
investment strategy needs and identifying the
characteristics of the types of mutual funds or
ETFs appropriate
the
characteristic types of mutual funds or ETFs are
identified, DDK looks for investments that meet
those requirements. DDK looks for funds that
have
lower expense ratios. Once DDK has
identified a potential fund for a client, DDK
conducts a quantitative and qualitative analysis of
the investment manager for the fund similar to
the analysis it performs on investment managers
described under “Portfolio Manager Selection and
Evaluation—Selection
Evaluation—DDK
Recommended Managers Service” above.
its asset allocation strategies
the heading
information about how Baird
is
“Investment
More specific
develops
contained under
Strategies—Asset Allocation Strategies” above.
In order to implement the overall client portfolio
strategy, DDK may utilize one or more of the
Services and a
combination of different
investment vehicles, such as SMAs, mutual funds
and ETFs.
The ALIGN Strategic Portfolios Program offers
model portfolios that have different investment
objectives and use different strategic investment
strategies. The ALIGN Strategic Portfolios
Program generally accommodates both taxable
and tax-exempt accounts of clients with differing
investment objectives and risk tolerances.
More specific information about the particular
investment strategies and methods of analysis
that DDK and Baird use in connection with each
Service is further described below.
ALIGN Strategic Portfolios Program
The ALIGN Strategic Portfolios Program offers
model asset allocation portfolios that have varying
investment objectives and strategies. Each ALIGN
Portfolio provides for specific levels of investment
(or allocation) across the asset classes described
The ALIGN Strategic Portfolios include active and
hybrid options. Active ALIGN Strategic Portfolios
primarily consist of actively managed mutual
funds and hybrid ALIGN Strategic Portfolios
primarily consist of both actively managed mutual
funds and passive ETFs. Multiple funds may be
used for a particular asset class (referred to as a
“sleeve”).
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The ALIGN Strategic Portfolios are described
below.
invest
Some ALIGN Strategic Portfolios invest a material
portion of assets in mutual funds and ETFs that
pursue Alternative Strategies designed to provide
return. Those strategies generally
absolute
involve the purchase of traditional assets, such as
stocks and bonds, and Non-Traditional Assets and
the use of derivative instruments in an attempt to
generate performance that has low correlation to
the major equity markets over a complete market
cycle.
above,
including
fixed
ALIGN Strategic All Growth Portfolio. The ALIGN
Strategic All Growth Portfolio seeks to provide
aggressive growth of capital. Under normal
market conditions, this Portfolio generally invests
nearly all of its assets in mutual funds that in turn
principally
in equity securities. This
Portfolio may also invest in other asset classes
described
income
securities, Non-Traditional Assets, Alternative
Investment Products and cash. This Portfolio has
the same risk profile as an All Growth Portfolio.
Some ALIGN Strategic Portfolio Strategies invest
a material portion of assets in mutual funds and
ETFs that that focus on investments that provide
diversified yield or sources of income, such as
dividend-paying stocks, preferred stocks, high
yield bonds, foreign (including emerging markets)
fixed income securities, Non-Traditional Assets,
Alternative Investment Products and derivative
instruments.
that
this
Portfolio
also
in passively managed ETFs
ALIGN Strategic All Growth Hybrid Portfolio. The
ALIGN Strategic All Growth Hybrid Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic All Growth Portfolio described above,
includes
except
in
investments
addition to actively managed mutual funds.
investing
The ALIGN Strategic Portfolios Program offers
“environmental, social and governance” (“ESG”)
portfolios, which focus investments in mutual
funds and ETFs with investment managers that
evaluate portfolio companies’ performance on
various environmental, social and corporate
governance criteria as part of the managers’
investment process. The particular environmental,
social and governance criteria used by mutual
funds and ETFs vary by mutual fund and ETF and
are determined by the manager for the applicable
mutual fund or ETF and not Baird. How each
company performs with respect to those criteria is
a matter of subjective judgement. It is possible
managers could come to different conclusions
about how a particular company performs with
respect to the same environmental, social and
governance criteria.
above,
including
Non-Traditional
fixed
Assets,
ALIGN Strategic All Growth (Absolute Return)
Portfolio. The ALIGN Strategic All Growth
(Absolute Return) Portfolio seeks to provide
aggressive growth of capital. Under normal
market conditions, this Portfolio primarily invests
its assets in mutual funds that in turn principally
invest in equity securities. A material portion of
this Portfolio will normally seek to provide
absolute return by
in Alternative
Investment Products, primarily mutual funds, that
pursue that strategy. This may involve material
exposure to Non-Traditional Assets, leverage,
short sales, and derivative instruments. This
Portfolio may also invest in other asset classes
income
described
other
securities,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as an All
Growth Portfolio.
underlying
investments,
Product
allocations
intended
to
in passively managed ETFs
Generally, under normal market conditions, the
equity security allocation of each ALIGN Strategic
Portfolio is designed to be global in nature and
attempts to be diversified across countries,
industry sectors and company capitalization sizes,
with an objective to participate in the total return
potential of the global stock markets. The fixed
income allocation is also normally global in nature
and diversified across credit quality and maturity.
The Non-Traditional Asset and Alternative
provide
Investment
diversification and are
reduce
correlation to U.S. stock and bond markets.
ALIGN Strategic All Growth Hybrid (Absolute
Return) Portfolio. The ALIGN Strategic All Growth
Hybrid (Absolute Return) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
All Growth (Absolute Return) Portfolio described
above, except that this Portfolio also includes
investments
in
addition to actively managed mutual funds.
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investing
in equity securities or
fixed
ALIGN Strategic Capital Growth Portfolio. The
ALIGN Strategic Capital Growth Portfolio seeks to
provide growth of capital. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income
securities. This Portfolio normally will have a
significantly higher underlying asset allocation to
equity securities than fixed income securities. This
Portfolio may also invest in other asset classes
described above, including Non-Traditional Assets,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as a Capital
Growth Portfolio.
securities. This Portfolio normally will have a
significantly higher underlying asset allocation to
equity securities than fixed income securities. A
material portion of this Portfolio will normally seek
to provide absolute return by
in
Alternative Investment Products, primarily mutual
funds, that pursue that strategy. This may involve
material exposure to Non-Traditional Assets,
leverage, short sales, and derivative instruments.
This Portfolio may also invest in other asset
classes described above, including Non-Traditional
Assets, other Alternative Investment Products and
cash. This Portfolio has the same risk profile as a
Capital Growth Portfolio.
ALIGN Strategic Capital Growth Hybrid Portfolio.
The ALIGN Strategic Capital Growth Hybrid
Portfolio has the same objective, underlying
investments, target allocations and risk profile as
the ALIGN Strategic Capital Growth Portfolio
described above, except that this Portfolio also
includes investments in passively managed ETFs
in addition to actively managed mutual funds.
ALIGN Strategic Capital Growth Hybrid (Absolute
Return) Portfolio. The ALIGN Strategic Capital
Growth Hybrid (Absolute Return) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN Strategic
Capital Growth
(Absolute Return) Portfolio
described above, except that this Portfolio also
includes investments in passively managed ETFs
in addition to actively managed mutual funds.
that
its
fixed
that
its
fixed
ALIGN Strategic Capital Growth (Tax Exempt)
Portfolio. The ALIGN Strategic Capital Growth
(Tax Exempt) Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN Strategic Capital Growth
this
Portfolio described above, except
income
invests
Portfolio primarily
allocation in actively managed mutual funds that
in turn principally invest in municipal securities.
ALIGN Strategic Capital Growth (Tax Exempt with
Absolute Return) Portfolio. The ALIGN Strategic
Capital Growth (Tax Exempt with Absolute
Return) Portfolio Has the same description as the
ALIGN Strategic Capital Growth (Absolute Return)
this
Portfolio described above, except
Portfolio primarily
income
invests
allocation in actively managed mutual funds that
in turn principally invest in municipal securities.
ALIGN Strategic Capital Growth Hybrid (Tax
Exempt) Portfolio. The ALIGN Strategic Capital
Growth Hybrid (Tax Exempt) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN Strategic
Capital Growth Portfolio described above, except
that this Portfolio: (1) includes investments in
passively managed ETFs in addition to actively
managed mutual funds; and (2) primarily invests
its fixed income allocation in actively managed
mutual funds and ETFs that in turn principally
invest in municipal securities.
ALIGN Strategic Capital Growth Hybrid (Tax
Exempt with Absolute Return) Portfolio. The
ALIGN Strategic Capital Growth Hybrid (Tax
Exempt with Absolute Return) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN Strategic
Capital Growth
(Absolute Return) Portfolio
described above, except that this Portfolio: (1)
includes investments in passively managed ETFs
in addition to actively managed mutual funds; and
(2) primarily invests its fixed income allocation in
actively managed mutual funds and ETFs that in
turn principally invest in municipal securities.
ALIGN Strategic Capital Growth (Absolute Return)
Portfolio. The ALIGN Strategic Capital Growth
(Absolute Return) Portfolio seeks to provide
growth of
capital. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
income
invest
in equity securities or
fixed
ALIGN Strategic Capital Growth (Diversified Yield)
Portfolio. The ALIGN Strategic Capital Growth
(Diversified Yield) Portfolio seeks to provide
growth of
capital. Under normal market
conditions, this Portfolio primarily invests its
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in equity securities or
fixed
in passively managed ETFs
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic Growth with Income Portfolio described
above, except that this Portfolio: (1) includes
investments
in
addition to actively managed mutual funds; and
(2) primarily invests its fixed income allocation in
actively managed mutual funds and ETFs that in
turn principally invest in municipal securities.
fixed
assets in mutual funds that in turn principally
invest
income
securities. This Portfolio normally will have a
significantly higher underlying asset allocation to
equity securities than fixed income securities. A
material portion of this Portfolio will normally seek
to provide diversified yield by investing in mutual
funds that pursue that strategy. This may involve
material exposure to high yield bonds, foreign
(including emerging markets)
income
securities, Non-Traditional Assets, REITs, MLPs,
and derivative instruments. This Portfolio may
also invest in other asset classes described above,
including Alternative Investment Products and
cash. This Portfolio has the same risk profile as a
Capital Growth Portfolio.
in equity securities or
fixed
Assets,
Alternative
ALIGN Strategic Growth with Income Portfolio.
The ALIGN Strategic Growth with Income Portfolio
seeks to provide moderate growth of capital and
some current income. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income
securities. This Portfolio may also invest in other
asset classes described above, including Non-
Investment
Traditional
Products and cash. This Portfolio has the same
risk profile as a Growth with Income Portfolio.
ALIGN Strategic Growth with Income (Absolute
Return) Portfolio. The ALIGN Strategic Growth
with Income (Absolute Return) Portfolio seeks to
provide moderate growth of capital and some
current income. Under normal market conditions,
this Portfolio primarily invests its assets in mutual
funds that in turn principally invest in equity
securities or fixed income securities. A material
portion of this Portfolio will normally seek to
provide absolute return by investing in Alternative
Investment Products, primarily mutual funds, that
pursue that strategy. This may involve material
exposure to Non-Traditional Assets, leverage,
short sales, and derivative instruments. This
Portfolio may also invest in other asset classes
described above, including Non-Traditional Assets,
other Alternative Investment Products and cash.
This Portfolio has the same risk profile as a
Growth with Income Portfolio.
that
this
Portfolio
also
ALIGN Strategic Growth with Income Hybrid
Portfolio. The ALIGN Strategic Growth with
Income Hybrid Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN Strategic Growth with
Income Portfolio described above, except that this
Portfolio also includes investments in passively
managed ETFs in addition to actively managed
mutual funds.
in passively managed ETFs
ALIGN Strategic Growth with Income Hybrid
(Absolute Return) Portfolio. The ALIGN Strategic
Growth with Income Hybrid (Absolute Return)
Portfolio has the same objective, underlying
investments, target allocations and risk profile as
Income
the ALIGN Strategic Growth with
(Absolute Return) Portfolio described above,
includes
except
investments
in
addition to actively managed mutual funds.
underlying
investments,
ALIGN Strategic Growth with
Income (Tax
Exempt) Portfolio. The ALIGN Strategic Growth
with Income (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
Growth with Income Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in actively managed mutual
funds that in turn principally invest in municipal
securities.
ALIGN Strategic Growth with Income (Tax Exempt
with Absolute Return) Portfolio. The ALIGN
Strategic Growth with Income (Tax Exempt with
the same
Absolute Return) Portfolio Has
description as the ALIGN Strategic Growth with
Income (Absolute Return) Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in actively managed
mutual funds that in turn principally invest in
municipal securities.
ALIGN Strategic Growth with Income Hybrid (Tax
Exempt) Portfolio. The ALIGN Strategic Growth
with Income Hybrid (Tax Exempt) Portfolio has
ALIGN Strategic Growth with Income Hybrid (Tax
Exempt with Absolute Return) Portfolio. The
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managed ETFs in addition to actively managed
mutual funds.
underlying
investments,
ALIGN Strategic Growth with Income Hybrid (Tax
Exempt with Absolute Return) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN Strategic
Growth with Income (Absolute Return) Portfolio
described above, except that this Portfolio: (1)
includes investments in passively managed ETFs
in addition to actively managed mutual funds; and
(2) primarily invests its fixed income allocation in
actively managed mutual funds and ETFs that in
turn principally invest in municipal securities.
Income with Growth (Tax
ALIGN Strategic
Exempt) Portfolio. The ALIGN Strategic Income
with Growth (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
Income with Growth Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in actively managed mutual
funds that in turn principally invest in municipal
securities.
in passively managed ETFs
fixed
ALIGN Strategic Income with Growth Hybrid (Tax
Exempt) Portfolio. The ALIGN Strategic Income
with Growth Hybrid (Tax Exempt) Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic Income with Growth Portfolio described
above, except that this Portfolio: (1) includes
in
investments
addition to actively managed mutual funds; and
(2) primarily invests its fixed income allocation in
actively managed mutual funds and ETFs that in
turn principally invest in municipal securities.
ALIGN Strategic Growth with Income (Diversified
Yield) Portfolio. The ALIGN Strategic Growth with
Income (Diversified Yield) Portfolio seeks to
provide moderate growth of capital and some
current income. Under normal market conditions,
this Portfolio primarily invests its assets in mutual
funds that in turn principally invest in equity
securities or fixed income securities. A material
portion of this Portfolio will normally seek to
provide diversified yield by investing in mutual
funds that pursue that strategy. This may involve
material exposure to high yield bonds, foreign
(including emerging markets)
income
securities, Non-Traditional Assets, REITs, MLPs,
and derivative instruments. This Portfolio may
also invest in other asset classes described above,
including Alternative Investment Products and
cash. This Portfolio has the same risk profile as a
Growth with Income Portfolio.
in
fixed
including
Non-Traditional
ALIGN Strategic Income with Growth Portfolio.
The ALIGN Strategic Income with Growth Portfolio
seeks to provide high current income and some
capital. Under normal market
growth of
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income securities or equity
securities. This Portfolio normally will have a
higher underlying asset allocation to fixed income
securities than equity securities. This Portfolio
may also invest in other asset classes described
above,
Assets,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as an Income
with Growth Portfolio.
ALIGN Strategic Income with Growth (Diversified
Yield) Portfolio. The ALIGN Strategic Income with
Growth (Diversified Yield) Portfolio seeks to
provide high current income and some growth of
capital. Under normal market conditions, this
Portfolio primarily invests its assets in mutual
funds that in turn principally invest in fixed
income securities or equity securities. This
Portfolio normally will have a higher underlying
asset allocation to fixed income securities than
equity securities. A material portion of this
Portfolio will normally seek to provide diversified
yield by investing in mutual funds that pursue
that strategy. This may involve material exposure
to high yield bonds, foreign (including emerging
markets) fixed income securities, Non-Traditional
Assets, REITs, MLPs, and derivative instruments.
This Portfolio may also invest in other asset
classes described above, including Alternative
Investment Products and cash. This Portfolio has
the same risk profile as an Income with Growth
Portfolio.
ALIGN Strategic Conservative Income Portfolio.
The ALIGN Strategic Conservative
Income
Portfolio seeks to provide high current income.
Under normal market conditions, this Portfolio
ALIGN Strategic Income with Growth Hybrid
Portfolio. The ALIGN Strategic Income with
Growth Hybrid Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN Strategic Income with
Growth Portfolio described above, except that this
Portfolio also includes investments in passively
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compared to other ALIGN Strategic Portfolios and
are therefore comparatively less diversified.
The ALIGN Elements Portfolios are described
below.
primarily invests its assets in mutual funds that in
turn principally invest in fixed income securities
and equity securities. This Portfolio normally will
have a significantly higher underlying asset
allocation to fixed income securities than equity
securities. This Portfolio may also invest in other
asset classes described above, including Non-
Traditional Assets and cash. This Portfolio has the
same risk profile as a Conservative Income
Portfolio.
invest
above,
including
fixed
ALIGN Elements All Growth Portfolio. The ALIGN
Elements All Growth Portfolio seeks to provide
aggressive growth of capital. Under normal
market conditions, this Portfolio generally invests
nearly all of its assets in mutual funds that in turn
principally
in equity securities. This
Portfolio may also invest in other asset classes
described
income
securities, Non-Traditional Assets, Alternative
Investment Products and cash. This Portfolio has
the same risk profile as an All Growth Portfolio.
ALIGN Strategic Conservative Income Hybrid
Portfolio. The ALIGN Strategic Conservative
Income Hybrid Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN Strategic Conservative
Income Portfolio described above, except that this
Portfolio also includes investments in passively
managed ETFs in addition to actively managed
mutual funds.
Income
The
ALIGN
ALIGN Elements All Growth ETF Portfolio. The
ALIGN Elements All Growth ETF Portfolio has the
same objective, types of underlying investments,
target allocations and risk profile as the ALIGN
Elements All Growth Portfolio described above,
except that this Portfolio primarily invests in
passively managed ETFs
instead of actively
managed mutual funds.
(Tax
ALIGN Strategic Conservative
Exempt)
Strategic
Portfolio.
Conservative Income (Tax Exempt) Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic Conservative Income Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in actively managed
mutual funds that in turn principally invest in
municipal securities.
Portfolio.
The
ALIGN
Income Hybrid
ALIGN Elements ETF All Growth ESG Portfolio. The
ALIGN Elements All Growth ESG Portfolio has the
same objective, types of underlying investments,
target allocations and risk profile as the ALIGN
Elements All Growth Portfolio described above,
except that this Portfolio primarily invests in ETFs
that incorporate ESG criteria into their investment
process.
that
in equity securities or
fixed
ALIGN Strategic Conservative Income Hybrid (Tax
Exempt)
Strategic
Conservative
(Tax Exempt)
Portfolio has the same objective, underlying
investments, target allocations and risk profile as
Income
the ALIGN Strategic Conservative
Portfolio described above, except
this
Portfolio: (1) includes investments in passively
managed ETFs in addition to actively managed
mutual funds; and (2) primarily invests its fixed
income allocation in actively managed mutual
funds and ETFs that in turn principally invest in
municipal securities.
ALIGN Elements Capital Growth Portfolio. The
ALIGN Elements Capital Growth Portfolio seeks to
provide growth of capital. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income
securities. This Portfolio normally will have a
significantly higher underlying asset allocation to
equity securities than fixed income securities. This
Portfolio may also invest in other asset classes
described above, including Non-Traditional Assets,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as a Capital
Growth Portfolio.
The ALIGN Strategic Portfolios also include certain
ALIGN Elements Portfolios that are designed for
certain specific client investment preferences,
such as clients preferring passive investment
management or tax efficiency, and clients with
smaller accounts. ALIGN Elements Portfolios do
not invest in as many mutual funds or ETFs
ALIGN Elements Capital Growth (Tax Exempt)
Portfolio. The ALIGN Elements Capital Growth
(Tax Exempt) Portfolio has the same objective,
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that
its
fixed
Growth with Income Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in actively managed mutual
funds that in turn principally invest in municipal
securities.
underlying investments, target allocations and
risk profile as the ALIGN Strategic Capital Growth
this
Portfolio described above, except
income
invests
Portfolio primarily
allocation in actively managed mutual funds that
in turn principally invest in municipal securities.
same objective,
of
underlying
investments,
that
ALIGN Elements Capital Growth ETF Portfolio. The
ALIGN Elements Capital Growth ETF Portfolio has
the
types of underlying
investments, target allocations and risk profile as
the ALIGN Elements Capital Growth Portfolio
this Portfolio
described above, except
primarily invests in passively managed ETFs
instead of actively man
ALIGN Elements Growth with
Income ETF
Portfolio. The ALIGN Elements Growth with
Income ETF Portfolio has the same objective,
types
target
allocations and risk profile as the ALIGN Elements
Growth with Income Portfolio described above,
except that this Portfolio primarily invests in
passively managed ETFs
instead of actively
managed mutual funds.
underlying
investments,
that
its
fixed
ALIGN Elements Growth with Income ETF (Tax
Exempt) Portfolio. The ALIGN Elements Growth
with Income (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
Growth with Income Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in passively managed ETFs that
in turn principally invest in municipal securities.
ALIGN Elements Capital Growth ETF (Tax Exempt)
Portfolio. The ALIGN Elements Capital Growth
(Tax Exempt) Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN Strategic Capital Growth
this
Portfolio described above, except
Portfolio primarily
income
invests
allocation in passively managed ETFs that in turn
principally invest in municipal securities. aged
mutual funds.
of
underlying
investments,
that
ALIGN Elements ETF Capital Growth ESG Portfolio.
The ALIGN Elements Capital Growth ESG Portfolio
has the same objective, types of underlying
investments, target allocations and risk profile as
the ALIGN Elements Capital Growth Portfolio
described above, except
this Portfolio
primarily invests in ETFs that incorporate ESG
criteria into their investment process.
ALIGN Elements ETF Growth with Income ESG
Portfolio. The ALIGN Elements Growth with
Income ESG Portfolio has the same objective,
types
target
allocations and risk profile as the ALIGN Elements
Growth with Income Portfolio described above,
except that this Portfolio primarily invests in ETFs
that incorporate ESG criteria into their investment
process.
in equity securities or
fixed
in
fixed
Assets,
Alternative
ALIGN Elements Growth with Income Portfolio.
The ALIGN Elements Growth with Income Portfolio
seeks to provide moderate growth of capital and
some current income. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income
securities. This Portfolio may also invest in other
asset classes described above, including Non-
Traditional
Investment
Products and cash. This Portfolio has the same
risk profile as a Growth with Income Portfolio.
including
Non-Traditional
ALIGN Elements Income with Growth Portfolio.
The ALIGN Elements Income with Growth Portfolio
seeks to provide high current income and some
capital. Under normal market
growth of
conditions, this Portfolio primarily invests its
assets in mutual funds that in turn principally
invest
income securities or equity
securities. This Portfolio normally will have a
higher underlying asset allocation to fixed income
securities than equity securities. This Portfolio
may also invest in other asset classes described
above,
Assets,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as an Income
with Growth Portfolio.
underlying
investments,
ALIGN Elements Growth with Income (Tax
Exempt) Portfolio. The ALIGN Elements Growth
with Income (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
ALIGN Elements Income with Growth (Tax
Exempt) Portfolio. The ALIGN Elements Income
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underlying
investments,
of
underlying
investments,
with Growth (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
Income with Growth Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in actively managed mutual
funds that in turn principally invest in municipal
securities.
ALIGN Elements Conservative
Income ETF
Portfolio. The ALIGN Elements Conservative
Income ETF Portfolio has the same objective,
target
types
allocations and risk profile as the ALIGN Elements
Conservative Income Portfolio described above,
except that this Portfolio primarily invests in
passively managed ETFs
instead of actively
managed mutual funds.
Portfolio.
ALIGN
of
underlying
investments,
ALIGN Elements
Income with Growth ETF
Portfolio. The ALIGN Elements Income with
Growth ETF Portfolio has the same objective,
target
types
allocations and risk profile as the ALIGN Elements
Income with Growth Portfolio described above,
except that this Portfolio primarily invests in
passively managed ETFs
instead of actively
managed mutual funds.
ALIGN Elements Conservative Income ETF (Tax
Exempt)
Elements
The
Conservative Income (Tax Exempt) Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic Conservative Income Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in passively managed
ETFs that in turn principally invest in municipal
securities.
underlying
investments,
ALIGN Elements Income with Growth ETF (Tax
Exempt) Portfolio. The ALIGN Elements Income
with Growth (Tax Exempt) Portfolio has the same
objective,
target
allocations and risk profile as the ALIGN Strategic
Income with Growth Portfolio described above,
except that this Portfolio primarily invests its fixed
income allocation in passively managed ETFs that
in turn principally invest in municipal securities.
The descriptions of the ALIGN Strategic Portfolios
are current as of the date of this Brochure.
However, Baird may change
the objective,
investments, target allocations or risk profile for
any Portfolio at any time. Baird may also offer
other model portfolios under the Program from
time to time.
An ALIGN Strategic Portfolio is subject to the risks
associated with the Portfolio’s particular strategies
and investments. A client should review the risks
associated with those strategies and investments
described under the heading “Principal Risks”
below.
The construction of the ALIGN Strategic Portfolios,
including allocation and strategic decisions, and
the selection of the mutual funds and ETFs for
each Strategic Portfolio, are made by Baird’s
ALIGN Oversight Committee.
ALIGN Elements Conservative Income Portfolio.
Income
The ALIGN Elements Conservative
Portfolio seeks to provide high current income.
Under normal market conditions, this Portfolio
primarily invests its assets in mutual funds that in
turn principally invest in fixed income securities
and equity securities. This Portfolio normally will
have a significantly higher underlying asset
allocation to fixed income securities than equity
securities. This Portfolio may also invest in other
asset classes described above, including Non-
Traditional Assets and cash. This Portfolio has the
same risk profile as a Conservative Income
Portfolio.
Income
ALIGN
remove
funds
(Tax
ALIGN Elements Conservative
Exempt)
Elements
The
Portfolio.
Conservative Income (Tax Exempt) Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the ALIGN
Strategic Conservative Income Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in actively managed
mutual funds that in turn principally invest in
municipal securities.
Baird’s Asset Manager Research Department is
primarily responsible for assisting with selecting
and evaluating mutual funds and ETFs available in
the ALIGN Strategic Portfolios Program. The
process Baird uses for selecting and removing
funds for the ALIGN Strategic Portfolios Program
is substantially similar to the process Baird uses
to select and
from Baird’s
Recommended Mutual Fund List described under
the heading “Portfolio Manager Selection and
Evaluation—Methods of Analysis,
Investment
Loss—Investment
and Risk
Strategies
of
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tend to have little or no allocation to those asset
classes.
Strategies and Methods of Analysis—Methods of
Analysis—Certain Recommended Lists—Baird’s
Recommended Mutual Fund List” above. The
ALIGN Strategic Portfolios Program may include
funds included on Baird’s Recommended Mutual
Fund List and funds affiliated with Baird.
its asset allocation strategies
the heading
information about how Baird
is
“Investment
More specific
develops
contained under
Strategies—Asset Allocation Strategies” above.
The Portfolio asset allocations and the funds
included in the Program are evaluated on an
ongoing basis, generally at
least quarterly.
Portfolios may be modified or rebalanced and
funds may be removed or added as Baird
determines is appropriate.
The BairdNext Portfolios include mutual fund and
ETF portfolio options. BairdNext mutual fund
portfolios primarily consist of actively managed
mutual
funds; and BairdNext ETF portfolios
primarily consist of passively managed ETFs.
BairdNext Portfolios Program
Program
The BairdNext Portfolios Program offers model
asset allocation portfolios that have different
investment objectives and use different strategic
investment strategies. Each BairdNext Portfolio
provides for specific levels of investment (or
allocation) across the asset classes described
under the heading “Investment Strategies—Asset
Allocation Strategies” above.
The BairdNext
offers
Portfolios
“environmental, social and governance” (“ESG”)
portfolios, which focus investments in mutual
funds and ETFs with investment managers that
evaluate portfolio companies’ performance on
various environmental, social and corporate
governance criteria as part of the managers’
investment process. The particular environmental,
social and governance criteria used by mutual
funds and ETFs vary by mutual fund and ETF and
are determined by the manager for the applicable
mutual fund or ETF and not Baird. How each
company performs with respect to those criteria is
a matter of subjective judgement. It is possible
managers could come to different conclusions
about how a particular company performs with
respect to the same environmental, social and
governance criteria.
Product
allocations
intended
to
Generally, under normal market conditions, the
equity security allocation of each BairdNext
Portfolio is designed to be global in nature and
attempts to be diversified across countries,
industry sectors and company capitalization sizes,
with an objective to participate in the total return
potential of the global stock markets. The fixed
income allocation is also normally global in nature
and diversified across credit quality and maturity.
The Non-Traditional Asset and Alternative
provide
Investment
reduce
diversification and are
correlation to U.S. stock and bond markets.
Each BairdNext Portfolio generally uses mutual
funds or ETPs, primarily ETFs, in order to
implement the model asset allocation. Depending
on the BairdNext Portfolio chosen, the BairdNext
Portfolio may consist of mutual funds and ETFs
that have various investment objectives and
strategies, including but not limited to, the
following: large cap, mid cap and small cap
strategies (which may include value, growth or
core strategies); short-term, intermediate-term
and long-term fixed income strategies (which may
include high yield corporate bond strategies);
balanced strategies;
international and global
equity and fixed income strategies; market sector
focused strategies, geographic area
focused
strategies; real estate strategies; commodities
strategies; currency strategies; and Alternative
Strategies. For additional information regarding
the characteristics of the mutual funds and ETFs
used in a BairdNext Portfolio, clients should
contact their DDK Consultant or review the
applicable prospectus.
The BairdNext Portfolios Program is designed for
clients with smaller accounts and as such does
not invest in as many mutual funds or ETFs
compared to other Programs. Clients that are able
to satisfy applicable account minimums for other
Programs are encouraged to discuss with their
invest
The amount allocated to each asset class and type
of investment varies by Portfolio. However, some
Portfolios may have little or no allocation to one
or more asset classes or types of investments
described above. While the BairdNext Portfolios
may
in Non-Traditional Assets and
Alternative Investment Products, those Portfolios
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underlying
investments,
DDK Consultant whether another Program may be
a more appropriate choice for them.
The BairdNext Portfolios are described below.
objective,
target
allocations and risk profile as the BairdNext
Growth Portfolio described above, except that this
Portfolio invests in passively managed ETFs that
incorporate ESG criteria into their investment
process instead of actively managed mutual
funds.
invest
above,
including
fixed
BairdNext ETF Capital Growth Portfolio. The
BairdNext ETF Capital Growth Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the BairdNext
Capital Growth Portfolio described above, except
that this Portfolio invests in passively managed
ETFs instead of actively managed mutual funds.
BairdNext All Growth Portfolio. The BairdNext
Growth Portfolio seeks to provide aggressive
capital. Under normal market
growth of
conditions, this Portfolio generally invests nearly
all of its assets in mutual funds that in turn
principally
in equity securities. This
Portfolio may also invest in other asset classes
income
described
securities, Non-Traditional Assets, Alternative
Investment Products and cash. This Portfolio has
the same risk profile as an All Growth Portfolio.
BairdNext ETF Capital Growth Portfolio ESG. The
BairdNext ETF Capital Growth Portfolio ESG has
the same objective, underlying
investments,
target allocations and risk profile as the BairdNext
Capital Growth Portfolio described above, except
that this Portfolio invests in passively managed
ETFs that incorporate ESG criteria into their
investment process instead of actively managed
mutual funds.
BairdNext Capital Growth Portfolio. The BairdNext
Capital Growth Portfolio seeks to provide growth
of capital. Under normal market conditions, this
Portfolio primarily invests its assets in mutual
funds that in turn principally invest in equity
securities or fixed income securities. This Portfolio
normally will have a
significantly higher
underlying asset allocation to equity securities
than fixed income securities. This Portfolio may
also invest in other asset classes described above,
including Non-Traditional Assets, Alternative
Investment Products and cash. This Portfolio has
the same risk profile as a Capital Growth Portfolio.
BairdNext ETF Growth with Income Portfolio. The
BairdNext ETF Growth with Income Portfolio has
the same objective, underlying
investments,
target allocations and risk profile as the BairdNext
Growth with Income Portfolio described above,
except that this Portfolio invests in passively
managed ETFs
instead of actively managed
mutual funds.
including
Non-Traditional
BairdNext Growth with Income Portfolio. The
BairdNext Growth with Income Portfolio seeks to
provide moderate growth of capital and some
current income. Under normal market conditions,
this Portfolio primarily invests its assets in mutual
funds that in turn principally invest in equity
securities or fixed income securities. This Portfolio
may also invest in other asset classes described
Assets,
above,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as a Growth
with Income Portfolio.
BairdNext ETF Growth with Income Portfolio ESG.
The BairdNext ETF Growth with Income ESG
Portfolio has the same objective, underlying
investments, target allocations and risk profile as
the BairdNext Growth with Income Portfolio
described above, except that this Portfolio invests
in passively managed ETFs that incorporate ESG
criteria into their investment process instead of
actively managed mutual funds.
BairdNext ETF All Growth Portfolio. The BairdNext
ETF Growth Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the BairdNext Growth Portfolio
described above, except that this Portfolio invests
in passively managed ETFs instead of actively
managed mutual funds.
The descriptions of the BairdNext Portfolios are
current as of the date of this Brochure. However,
Baird may change the objective, investments,
target allocations or risk profile for any Portfolio
at any time. Baird may also offer other model
portfolios under the Program from time to time.
BairdNext ETF All Growth Portfolio ESG. The
BairdNext ESG Growth Portfolio has the same
A BairdNext Portfolio is subject to the risks
associated with the Portfolio’s particular strategies
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and investments. A client should review the risks
associated with those strategies and investments
described under the heading “Principal Risks”
below.
lists,
see
The process Baird uses for selecting and removing
funds and ETFs for the BairdNext Portfolios
Program is substantially similar to the process
Baird uses to select and remove mutual funds and
ETFs in connection with the ALIGN Strategic
Portfolio Program described under
“ALIGN
Programs—ALIGN Strategic Portfolios” above. A
BairdNext Portfolio may include funds included on
Baird’s Recommended Mutual Fund List and funds
and ETFs offered by managers affiliated with
Baird.
investment strategies described in the sections
“Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—Investment Strategies” and “The
DDK Investment Process” above. They may also
use the model portfolios or recommended or
eligible product lists made available by Baird’s
Asset Manager Research Department or other
Baird Departments, or they may use lists of
investment products that Baird has generally
deemed to be “available” for use in its advisory
programs. For more information about Baird
model portfolios, recommended lists and eligible
product
“Methods of Analysis,
Investment Strategies and Risk of Loss—
Investment Strategies and Methods of Analysis—
Methods of Analysis” above.
included
The Portfolio asset allocations and the investment
options
in the BairdNext Portfolios
Program are evaluated on an ongoing basis,
generally at least quarterly.
Baird Advisory Choice Program
investment
strategies,
such
Department
or
other
DDK manages client assets using investment
strategies and investment products based upon a
client’s particular
investment objectives and
financial goals. DDK may use a wide variety of
investment products to implement the client’s
investment strategy, which
investments are
further described under “Services, Fees and
Compensation—Additional Service Information—
Permitted Investments” above. DDK may also use
certain
as
concentrated investment strategies and margin,
and certain types of investments, such as illiquid
securities and Complex Investment Products,
including REITs, private equity funds, funds of
private equity funds, leveraged or inverse funds
and structured products. These
investment
strategies and products involve special risks and
may not be appropriate for all clients. Please see
“Principal Risks” below for more information.
Russell Model Strategies Program
that have
different
When recommending investment products to
clients under the Baird Advisory Choice Program,
DDK uses the investment process described in the
section “The DDK Investment Process” above.
DDK may also use the investment strategies
described in the section “Methods of Analysis,
Investment Strategies and Risk of Loss—
Investment Strategies and Methods of Analysis—
Investment Strategies” above or the model
portfolios or recommended or eligible product lists
made available by Baird’s Asset Manager
Baird
Research
Departments, or they may use lists of investment
products that Baird has generally deemed to be
“available” for use in its advisory programs. For
more information about Baird model portfolios,
recommended lists and eligible product lists, see
“Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—Methods of Analysis” above.
DDK Investment Management Service
The Russell Program offers model asset allocation
portfolios
investment
objectives and use different strategic and tactical
investment strategies. Each Russell Strategy
provides for specific levels of investment (or
allocation) across the asset classes described
under the heading “Investment Strategies—Asset
Allocation Strategies” above.
Under the DDK Investment Management Service,
DDK may use various investment strategies. A
client’s particular investment strategy is typically
determined by DDK in consultation with the client
using the investment process described in the
section “The DDK Investment Process” above.
funds and ETFs
Each Russell Strategy generally uses mutual funds
and ETFs in order to implement the model asset
allocation. Depending on the Russell Strategy
chosen, the Russell Strategy may consist of
mutual
that have various
investment objectives and strategies, including
DDK Consultants, as a group, utilize a variety of
investment styles and strategies, including the
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Baird determines which short term investment
product is used. This short term investment
allocation may include investments in money
market mutual funds affiliated with Baird.
strategies);
balanced
review
The Russell Program offers a number of
investment strategies through four primary asset
allocation models: core models (“Russell Core
Models”), tax-managed models (“Russell Tax-
Managed Models”), hybrid Models (“Russell Hybrid
Models”), and income models (“Russell Income
Models”). Russell Core Model Strategies and
Russell Tax-Managed Model Strategies primarily
consist of actively managed mutual funds; and
Russell Hybrid Model and
Income Model
Strategies primarily consist of both actively
managed mutual funds and passive ETFs.
but not limited to, the following: large cap, mid
cap and small cap strategies (which may include
value, growth or core strategies); short-term,
intermediate-term and long-term fixed income
strategies (which may include high yield corporate
bond
strategies;
international and global equity and fixed income
strategies; market sector
focused strategies,
geographic area focused strategies; real estate
strategies; commodities strategies; currency
strategies; and Alternative Strategies. Each
Russell Strategy will typically invest exclusively or
significantly in mutual funds offered by Russell
Funds. For additional information regarding the
characteristics of the mutual funds and ETFs used
in a Russell Strategy, clients should contact their
DDK Consultant or
the applicable
prospectus.
Russell Core Model Strategies
that have
different
The Russell Core Model Strategies offer model
portfolios
investment
objectives and use different strategic investment
strategies.
The amount allocated to each asset class and type
of investment varies by Strategy. However, some
Strategies may have little or no allocation to one
or more asset classes or types of investments
described above.
Generally, under normal market conditions, the
Russell Core Model Strategies are designed to be
globally diversified and offer exposure to mix of
asset classes and investment styles.
The Russell Core Model Strategies are described
below.
invest
above,
including
fixed
organization,
Russell Equity Growth Strategy. The Russell
Equity Growth Strategy seeks to provide high
long-term capital appreciation. Under normal
market conditions, this Strategy generally invests
nearly all of its assets in mutual funds that in turn
principally
in equity securities. This
Portfolio will also invest in other asset classes
income
described
securities, Non-Traditional Assets, Alternative
Investment Products and cash.
information management,
Russell performs a quantitative and qualitative
assessment in the selection of money managers
for the mutual funds and ETFs included in the
Russell Strategies. The quantitative
review
generally includes a performance and investment
profile analysis. Russell generally reviews the
performance patterns of the money managers
relative to historic market trends, comparing the
manager’s performance to benchmarks and peer
group performance statistics. Russell also may
review the money manager’s performance in
volatile markets for adherence to the money
manager’s stated investment philosophy and
relative performance
in such markets. The
qualitative review may include a review of the
money manager’s
ownership,
leadership, experience, research and development
efforts,
investment
process, stability of personnel, adherence to
philosophy and risk management. Based on
Russell’s quantitative and qualitative assessment,
Russell establishes an overall opinion of the
money manager.
Russell Growth Strategy. The Russell Growth
Strategy seeks to provide high long-term capital
appreciation and low current income. Under
normal market conditions, this Strategy generally
invests nearly all of its assets in mutual funds that
in turn principally invest in equity securities, fixed
income securities. This Strategy normally will
have a significantly higher underlying asset
allocation to equity securities than fixed income
securities. This Portfolio will also invest in other
asset classes described above, including Non-
Each Russell Strategy allocates a portion of the
client’s Account to a short term component,
typically a money market mutual fund. This
allocation is typically for the payment of fees and
other charges. Russell determines the percent
allocated to this short term component; however,
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Assets,
Alternative
Investment
Traditional
Products and cash.
Tax-Managed Model Strategy generally has the
same objective and target asset allocations as its
counterpart Russell Core Model Strategy
that Russell Tax-
discussed above, except
Managed Models will seek to achieve their
objectives by investing in actively managed
mutual funds that place a higher priority on
managing tax liability as described above.
Russell Hybrid Model Strategies
Russell Balanced Strategy. The Russell Balanced
Strategy seeks to provide above average capital
appreciation and moderate current income. Under
normal market conditions, this Strategy generally
invests nearly all of its assets in mutual funds that
in turn principally invest in equity securities, fixed
income securities. This Portfolio will also invest in
other asset classes described above, including
Non-Traditional Assets, Alternative Investment
Products and cash.
fixed
The Russell Hybrid Model Strategies are designed
to balance an investor’s preference for active
management and the investor’s aversion to the
risk of relative underperformance associated with
active management. The Russell Hybrid Model
Strategies invest in a mix of actively managed
mutual funds, multi-factor mutual funds that
focus on certain investment characteristics (also
factors), such as value, quality,
known as
momentum or
low volatility, and passively
managed ETFs. The Russell Hybrid Model
in short- and
likely engage
Strategies will
intermediate-term tactical trading that will cause
the Strategy’s actual asset allocation to differ
from the Strategy’s long-term strategic target
asset allocation from time to time.
Russell Moderate Strategy. The Russell Moderate
Strategy seeks to provide moderate long-term
capital appreciation and high current income.
Under normal market conditions, this Strategy
generally invests nearly all of its assets in mutual
funds that in turn principally invest in fixed
income securities, equity securities. This Strategy
significantly higher
normally will have a
underlying asset allocation to
income
securities than equity securities. This Portfolio will
also invest in other asset classes described above,
including Non-Traditional Assets, Alternative
Investment Products and cash.
equity
Russell Conservative Strategy. The Russell
Conservative Strategy seeks to provide low long-
term capital appreciation and high current
income. Under normal market conditions, this
Strategy generally invests nearly all of its assets
in mutual funds that in turn principally invest in
fixed income securities. This Portfolio will also
invest in other asset classes described above,
including
securities, Non-Traditional
Assets, Alternative Investment Products and cash.
Russell Tax-Managed Model Strategies
The Russell Hybrid Model Strategies generally
include: (1) a Hybrid Equity Growth Strategy; (2)
a Hybrid Growth Strategy; (3) a Hybrid Balanced
Strategy; (4) a Hybrid Moderate Strategy; and
(5) a Hybrid Conservative Strategy. Each Russell
Hybrid Model Strategy generally has the same
objective and target asset allocations as its
counterpart Russell Core Model Strategy
discussed above, except that Hybrid Model
Strategies will seek to achieve their objectives by
investing in a mix of actively managed mutual
funds, multi-factor mutual funds and passively
managed ETFs as described above.
Russell Income Model Strategies
The Russell Tax-Managed Models also seek to
improve after-tax returns by investing in actively
managed mutual funds that place a higher priority
on managing tax liability, such as mutual funds
that consider shareholder tax consequences when
buying and selling portfolio securities or that
invest in tax-exempt securities.
The Russell Income Models have a dynamic, yield-
income approach to investing. The
oriented
Income Model Strategies invest in a mix of
actively managed mutual funds and passively
managed ETFs.
Income Strategy. The
Russell Conservative
Russell Conservative Income Strategy is designed
to seek current income over a long-term time
horizon. It is intended to be a core part of an
income-seeking portfolio.
The Russell Tax-Managed Model Strategies
generally include: (1) a Tax-Managed Equity
Growth Strategy; (2) a Tax-Managed Growth
Strategy; (3) a Tax-Managed Balanced Strategy;
(4) a Tax-Managed Moderate Strategy; and (5) a
Tax-Managed Conservative Strategy. Each Russell
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information
regarding
intended to be a complete
review
Russell Balanced Income Strategy. The Russell
Balanced Income Strategy is designed to meet
more aggressive current income needs and has a
higher potential for capital depreciation compared
to the Russell Conservative Income Strategy. It is
not
investment
program, but rather it is intended to be a
compliment to other income sources.
geographic area focused strategies; real estate
strategies; commodities strategies; currency
strategies; and Alternative Strategies. For
the
additional
characteristics of the mutual funds and ETPs used
in a UMA Portfolio, clients should contact their
DDK Consultant or
the applicable
prospectus.
The UMA Programs may offer investment in the
following sleeves of mutual funds used in the
ALIGN Strategic Portfolios Program (the “ALIGN
Strategic Sleeves”):
Under normal market conditions, the Russell
Income Models will invest in mutual funds and
ETFs that invest in a mix of equity securities,
fixed income securities, Non-Traditional Assets,
Alternative Investment Products and cash.
Implementation by Baird
consistent
exposure
to
typically
implement
• ALIGN Large Cap Growth Sleeve, which seeks to
provide
larger
companies that have above-market growth
rates;
consistent
exposure
to
• ALIGN Large Cap Value Sleeve, which seeks to
provide
larger
companies that are trading at below-market
valuations, on average;
the Russell
Baird will
Strategies as they are proposed by Russell.
However, since Baird has discretionary authority,
Baird may
implement a Russell Strategy
differently than proposed by Russell or may sell
the client’s investments if Baird determines such
action to be necessary and in the client’s best
interest.
• ALIGN Mid Cap Sleeve, which seeks to provide
to medium-sized
exposure
consistent
companies;
Clients should contact their DDK Consultant with
any questions regarding the Russell Strategies.
UMA Programs
• ALIGN Small Cap Sleeve, which seeks to
provide consistent exposure to smaller-sized
companies;
• ALIGN International Equity Sleeve, which seeks
to provide consistent exposure to non-U.S.
companies;
Strategies—Asset
The UMA Programs offer model asset allocation
portfolios that have varying investment objectives
and strategies. Each UMA Portfolio provides for
specific levels of investment (or allocation) across
the asset classes described under the heading
Allocation
“Investment
Strategies” above.
to asset classes
• ALIGN Satellite Sleeve, which seeks to provide
exposure
that are not
commonly owned in many investors' portfolios,
securities,
emerging markets
including
commodities, real estate, high yield bonds and
other Non-Traditional Assets;
• ALIGN Absolute Return Sleeve, which seeks to
provide diversification to a traditional stock and
bond allocation by investing in Alternative
Strategies;
strategies);
balanced
• ALIGN Diversified Yield Sleeve, which seeks to
provide exposure to a wide range of income-
producing securities, including various equity
investments such as dividend-paying stocks,
MLPs, and REITs, as well as various fixed
income instruments;
Each UMA Portfolio may use mutual funds, ETPs,
primarily ETFs, and SMA Strategies, and with
respect to the UAS Program, PWM-Managed
Portfolios, in order to implement the model asset
allocation. Depending on the UMA Portfolio
chosen, the UMA Portfolio may consist of mutual
funds, ETFs, SMAs and PWM-Managed Portfolios
that have various investment objectives and
strategies, including but not limited to, the
following: large cap, mid cap and small cap
strategies (which may include value, growth or
core strategies); ultra-short term, short-term,
intermediate-term and long-term fixed income
strategies (which may include high yield corporate
bond
strategies;
international and global equity and fixed income
focused strategies,
strategies; market sector
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• ALIGN Short-Term Taxable Fixed
and tax-exempt accounts of clients with differing
investment objectives and risk tolerances.
Income
Sleeve, which seeks to provide consistent
exposure to fixed income securities that have
shorter maturities, typically less than five
years;
• ALIGN Short-Term Tax Exempt Fixed Income
Sleeve, which seeks to provide consistent
exposure to municipal or other tax exempt fixed
income securities that have shorter maturities,
typically less than five years;
Product
allocations
intended
to
Generally, under normal market conditions, the
equity security allocation of each ALIGN UMA
Select Portfolio is designed to be global in nature
and attempts to be diversified across countries,
industry sectors and company capitalization sizes,
with an objective to participate in the total return
potential of the global stock markets. The fixed
income allocation is also normally global in nature
and diversified across credit quality and maturity.
The Non-Traditional Asset and Alternative
provide
Investment
diversification and are
reduce
correlation to U.S. stock and bond markets.
intermediate
• ALIGN Intermediate Taxable Fixed Income
Sleeve, which seeks to provide consistent
exposure to a broad range of fixed income
securities that under normal market conditions
term
on average will have
durations and maturities; and
• ALIGN Intermediate Tax Exempt Fixed Income
Sleeve, which seeks to provide consistent
exposure to a broad range of municipal or other
tax exempt fixed income securities that under
normal market conditions on average will have
intermediate term durations and maturities.
The amount allocated to each asset class and type
of investment varies by Portfolio. However, some
Portfolios may have little or no allocation to one
or more asset classes or types of investments
described above.
its asset allocation strategies
the heading
information about how Baird
is
“Investment
Certain strategies offered under the ALIGN UMA
Select Portfolios Program are “environmental,
social and governance” (“ESG”) portfolios, which
focus investments in mutual funds, ETFs and
SMAs with investment managers that evaluate
portfolio companies’ performance on various
environmental, social and corporate governance
criteria as part of the managers’ investment
process. The particular environmental, social and
governance criteria used by mutual funds and
ETFs vary by mutual fund and ETF and are
determined by the manager for the applicable
mutual fund or ETF and not by Baird. How each
company performs with respect to those criteria is
a matter of subjective judgement. It is possible
managers could come to different conclusions
about how a particular company performs with
respect to the same environmental, social and
governance criteria.
More specific
develops
contained under
Strategies—Asset Allocation Strategies” above.
The ALIGN UMA Select Portfolios are described
below.
Some UMA Portfolios have a
risk profile
designation of (1) All Growth Portfolio, (2) Capital
Income
Growth Portfolio, (3) Growth with
Portfolio, (4) Income with Growth Portfolio, (5)
Conservative Income Portfolio, or (6) Capital
Preservation Portfolio, which are described under
“Principal Risks—Risk Information for ALIGN, PIM,
and UMA Program Accounts and Other Accounts
Following Asset Allocation Strategies” below.
ALIGN UMA Select Portfolios
and
use
different
ALIGN UMA Select All Growth Portfolio. The ALIGN
UMA Select All Growth Portfolio seeks to provide
aggressive growth of capital. Under normal
market conditions, this Portfolio generally invests
nearly all of its assets in mutual funds, ETFs and
SMAs that in turn principally invest in equity
securities. This Portfolio may also invest in other
asset classes described above, including fixed
Assets,
securities, Non-Traditional
income
Alternative Investment Products and cash. This
Portfolio has the same risk profile as an All
Growth Portfolio.
The ALIGN UMA Select Portfolios Program offers
model portfolios that have different investment
objectives
investment
strategies. The ALIGN UMA Select Portfolios
Program generally accommodates both taxable
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above,
including
fixed
ALIGN UMA Select ESG Equity. The ALIGN UMA
Select ESG Equity Portfolio seeks to provide
growth of capital, with some consideration for
volatility. Under normal market conditions, this
Portfolio generally invests nearly all of its assets
in mutual funds, ETFs and SMAs that in turn
principally invest in equity securities and that
have investment managers that that incorporate
ESG criteria into their investment process. While
this Portfolio may invest in companies across all
market capitalizations,
the equity securities
portion of this Portfolio tends to emphasize mid
cap and large cap companies. This Portfolio may
also invest in other asset classes described above,
including fixed income securities, Non-Traditional
Assets, Alternative Investment Products and cash.
However, it tends to have little or no allocation to
those asset classes, except for cash. This Portfolio
has the same risk profile as an All Growth
Portfolio.
ALIGN UMA Select Conservative Equity Portfolio.
The ALIGN UMA Select Conservative Equity
Portfolio seeks to provide growth of capital, with
great consideration for volatility. Under normal
market conditions, this Portfolio generally invests
nearly all of its assets in mutual funds, ETFs and
SMAs that in turn principally invest in equity
securities. While this Portfolio may invest in
companies across all market capitalizations and
geographic locations, the equity securities portion
of this Portfolio tends to emphasize mid cap and
large cap companies and the foreign equity
securities portion of this Portfolio tends to
emphasize developed market companies. This
Portfolio may also invest in other asset classes
described
income
securities, Non-Traditional Assets, Alternative
Investment Products and cash. However, it tends
to have little or no allocation to those asset
classes, except for cash. This Portfolio has the
same risk profile as an All Growth Portfolio.
ALIGN UMA Select Opportunistic Equity Portfolio.
The ALIGN UMA Select Opportunistic Equity
Portfolio seeks to provide growth of capital, with
limited consideration for volatility. Under normal
market conditions, this Portfolio generally invests
nearly all of its assets in mutual funds, ETFs and
SMAs that in turn principally invest in equity
securities. This Portfolio may also invest in other
asset classes described above, including fixed
Assets,
securities, Non-Traditional
income
Alternative
Investment Products and cash.
However, it tends to have little or no allocation to
those asset classes, except for cash. This Portfolio
has the same risk profile as an All Growth
Portfolio.
ALIGN UMA Select Capital Growth Portfolio. The
ALIGN UMA Select Capital Growth Portfolio seeks
to provide growth of capital. Under normal market
conditions, this Portfolio primarily invests its
assets in mutual funds, ETFs and SMAs that in
turn principally invest in equity securities or fixed
income securities. This Portfolio normally will have
a significantly higher underlying asset allocation
to equity securities than fixed income securities.
This Portfolio may also invest in other asset
classes described above, including Non-Traditional
Assets, Alternative Investment Products and cash.
This Portfolio has the same risk profile as a
Capital Growth Portfolio.
its
fixed
ALIGN UMA Select Capital Growth (Municipal)
Portfolio. The ALIGN UMA Select Capital Growth
(Municipal) Portfolio has the same objective,
underlying investments, target allocations and
risk profile as the ALIGN UMA Select Capital
Growth Portfolio described above, except that this
Portfolio primarily
income
invests
allocation in actively managed mutual funds, ETPs
and SMAs that in turn principally invest in
municipal securities.
above,
including
fixed
ALIGN UMA Select Traditional Equity Portfolio. The
ALIGN UMA Select Traditional Equity Portfolio
seeks to provide growth of capital, with some
consideration for volatility. Under normal market
conditions, this Portfolio generally invests nearly
all of its assets in mutual funds, ETFs and SMAs
that in turn principally invest in equity securities.
While this Portfolio may invest in companies
across all market capitalizations, the equity
securities portion of this Portfolio tends to
emphasize mid cap and large cap companies. This
Portfolio may also invest in other asset classes
described
income
securities, Non-Traditional Assets, Alternative
Investment Products and cash. However, it tends
to have little or no allocation to those asset
classes, except for cash. This Portfolio has the
same risk profile as an All Growth Portfolio.
ALIGN UMA Select Growth with Income Portfolio.
The ALIGN UMA Select Growth with Income
Portfolio seeks to provide moderate growth of
capital and some current income. Under normal
market conditions, this Portfolio primarily invests
its assets in mutual funds, ETFs and SMAs that in
turn principally invest in equity securities or fixed
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income securities. This Portfolio may also invest in
other asset classes described above, including
Non-Traditional Assets, Alternative Investment
Products and cash. This Portfolio has the same
risk profile as a Growth with Income Portfolio.
may also include other investments deemed
appropriate by Baird, such as funds included on
the Recommended Mutual Fund List. This Portfolio
has the same risk profile as an All Growth
Portfolio.
is
ALIGN UMA Select Growth with
Income
(Municipal) Portfolio. The ALIGN UMA Select
Growth with Income (Municipal) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN UMA
Select Growth with Income Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in actively managed
mutual funds that in turn principally invest in
municipal securities.
investing
in
Baird Research Income Portfolio. The Baird
Research Income Portfolio seeks to provide
income while outperforming the MSCI ACWI index
on a risk-adjusted basis over full market cycles.
The Baird Research Income Portfolio provides a
solution for certain income-oriented investors
seeking to benefit from broader diversification.
The Portfolio invests in stocks included in Baird’s
then
Rising Dividend Portfolio, which
complimented by
the ALIGN
Diversified Yield Sleeve and mutual funds included
on the Baird Recommended Mutual Fund List for
exposure to non-US dividend stocks and high
yield fixed income. This Portfolio has the same
risk profile as an All Growth Portfolio.
in
fixed
including
Non-Traditional
included
ALIGN UMA Select Income with Growth Portfolio.
The ALIGN UMA Select Income with Growth
Portfolio seeks to provide current income and
some growth. Under normal market conditions,
this Portfolio primarily invests its assets in mutual
funds, ETFs and SMAs that in turn principally
invest
income securities or equity
securities. This Portfolio normally will have a
higher underlying asset allocation to fixed income
securities than equity securities. This Portfolio
may also invest in other asset classes described
above,
Assets,
Alternative Investment Products and cash. This
Portfolio has the same risk profile as an Income
with Growth Portfolio.
Baird Research Capital Growth (Taxable) Portfolio.
The Baird Research Capital Growth (Taxable)
Portfolio seeks to provide growth of capital. Under
normal market conditions, the Baird Research
Capital Growth (Taxable) Portfolio provides a
globally-diversified asset allocation with a target
allocation of 80% to equity securities and 20% to
fixed income securities. The Portfolio invests in
in the Baird Recommended
stocks
Portfolio, which is then complimented by investing
in sleeves of mutual funds used in the ALIGN Mid
Cap Sleeve, ALIGN Small Cap Sleeve, the ALIGN
International Equity Sleeve, ALIGN Short-Term
Income Sleeve, and ALIGN
Taxable Fixed
Intermediate Taxable Fixed Income Sleeve. The
Portfolio may also include other investments
deemed appropriate by Baird, such as funds
included on the Recommended Mutual Fund List.
This Portfolio has the same risk profile as a -
Capital Growth Portfolio.
ALIGN UMA Select
Income with Growth
(Municipal) Portfolio. The ALIGN UMA Select
Income with Growth (Municipal) Portfolio has the
same objective, underlying investments, target
allocations and risk profile as the ALIGN UMA
Select Income with Growth Portfolio described
above, except that this Portfolio primarily invests
its fixed income allocation in actively managed
mutual funds that in turn principally invest in
municipal securities.
included
Baird Research Equity Portfolio. The Baird
Research Equity Portfolio seeks
to provide
aggressive growth of capital. The Baird Research
Equity portfolio provides a globally-diversified
allocation to equity securities by investing in
stocks
in the Baird Recommended
Portfolio, which is then complimented by investing
in sleeves of mutual funds used in the ALIGN Mid
Cap Sleeve, ALIGN Small Cap Sleeve and the
ALIGN International Equity Sleeve. The Portfolio
Baird Research Capital Growth (Tax-Exempt)
Portfolio. The Baird Research Capital Growth
(Tax-Exempt) Portfolio seeks to provide growth of
capital. Under normal market conditions, the
Baird Research Capital Growth (Tax-Exempt)
Portfolio provides a globally-diversified asset
allocation with a target allocation of 80% to
equity securities and 20% to fixed income
securities. The Portfolio invests in stocks included
in the Baird Recommended Portfolio, which is then
complimented by investing in sleeves of mutual
funds used in the ALIGN Mid Cap Sleeve, ALIGN
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
include
other
investments
Small Cap Sleeve, the ALIGN International Equity
Sleeve, ALIGN Short-Term Tax-Exempt Fixed
Income Sleeve, and ALIGN Intermediate Tax-
Exempt Fixed Income Sleeve. The Portfolio may
also
deemed
appropriate by Baird, such as funds included on
the Recommended Mutual Fund List. This Portfolio
has the same risk profile as a Capital Growth
Portfolio.
included
included
Baird Research Income with Growth (Taxable)
Portfolio. The Baird Research Income with Growth
(Taxable) Portfolio seeks to provide high current
income and some growth of capital. Under normal
market conditions, the Baird Research Income
with Growth (Taxable) Portfolio provides a
globally-diversified asset allocation with a target
allocation of 40% to equity securities and 60% to
fixed income securities. The Portfolio invests in
stocks
in the Baird Recommended
Portfolio, which is then complimented by investing
in sleeves of mutual funds used in the ALIGN Mid
Cap Sleeve, ALIGN Small Cap Sleeve, the ALIGN
International Equity Sleeve, ALIGN Short-Term
Taxable Fixed
Income Sleeve, and ALIGN
Intermediate Taxable Fixed Income Sleeve. The
Portfolio may also include other investments
deemed appropriate by Baird, such as funds
included on the Recommended Mutual Fund List.
This Portfolio has the same risk profile as an
Income with Growth Portfolio.
Baird Research Growth with Income (Taxable)
Portfolio. The Baird Research Growth with Income
(Taxable) Portfolio seeks to provide moderate
growth of capital and some current income. Under
normal market conditions, the Baird Research
Growth with Income (Taxable) Portfolio provides a
globally-diversified asset allocation with a target
allocation of 60% to equity securities and 40% to
fixed income securities. The Portfolio invests in
stocks
in the Baird Recommended
Portfolio, which is then complimented by investing
in sleeves of mutual funds used in the ALIGN Mid
Cap Sleeve, ALIGN Small Cap Sleeve, the ALIGN
International Equity Sleeve, ALIGN Short-Term
Taxable Fixed
Income Sleeve, and ALIGN
Intermediate Taxable Fixed Income Sleeve. The
Portfolio may also include other investments
deemed appropriate by Baird, such as funds
included on the Recommended Mutual Fund List.
This Portfolio has the same risk profile as a
Growth with Income Portfolio.
Portfolio, which
is
include
other
investments
Portfolio, which
is
Baird Research Income with Growth (Tax-Exempt)
Portfolio. The Baird Research Income with Growth
(Tax-Exempt) Portfolio seeks to provide high
current income and some growth of capital. Under
normal market conditions, the Baird Research
Income with Growth (Tax-Exempt) Portfolio
provides a globally-diversified asset allocation
with a target allocation of 40% to equity
securities and 60% to fixed income securities. The
Portfolio invests in stocks included in the Baird
Recommended
then
complimented by investing in sleeves of mutual
funds used in the ALIGN Mid Cap Sleeve, ALIGN
Small Cap Sleeve, the ALIGN International Equity
Sleeve, ALIGN Short-Term Tax-Exempt Fixed
Income Sleeve, and ALIGN Intermediate Tax-
Exempt Fixed Income Sleeve. The Portfolio may
deemed
also
appropriate by Baird, such as funds included on
the Recommended Mutual Fund List. This Portfolio
has the same risk profile as an Income with
Growth Portfolio.
include
other
investments
The descriptions of the ALIGN UMA Select
Portfolios are current as of the date of this
Brochure. However, Baird may change
the
objective, investments, target allocations or risk
profile for any Portfolio at any time. Baird may
also offer other model portfolios under the
Program from time to time.
Baird Research Growth with Income (Tax-Exempt)
Portfolio. The Baird Research Growth with Income
(Tax-Exempt) Portfolio seeks to provide moderate
growth of capital and some current income. Under
normal market conditions, the Baird Research
Growth with
Income (Tax-Exempt) Portfolio
provides a globally-diversified asset allocation
with a target allocation of 60% to equity
securities and 40% to fixed income securities. The
Portfolio invests in stocks included in the Baird
Recommended
then
complimented by investing in sleeves of mutual
funds used in the ALIGN Mid Cap Sleeve, ALIGN
Small Cap Sleeve, the ALIGN International Equity
Sleeve, ALIGN Short-Term Tax-Exempt Fixed
Income Sleeve, and ALIGN Intermediate Tax-
Exempt Fixed Income Sleeve. The Portfolio may
also
deemed
appropriate by Baird, such as funds included on
the Recommended Mutual Fund List. This Portfolio
has the same risk profile as a Growth with Income
Portfolio.
An ALIGN UMA Select Portfolio is subject to the
risks associated with the Portfolio’s particular
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
and
Evaluation—Selection
is described under the heading “Portfolio Manager
Selection
and
Evaluation—UMA Programs” above.
strategies and investments. A client should review
the risks associated with those strategies and
investments described under
the heading
“Principal Risks” below.
PWM-Managed Portfolios. The PWM-Managed
Portfolios made available under the UAS Portfolios
Program include the following:
• The ALIGN Strategic Sleeves;
Recommended
Funds
and
and
The ALIGN UMA Select Portfolios Program makes
available certain UMA Recommended Funds and
certain UMA Recommended SMA Strategies. The
process Baird uses for selecting and removing
UMA
UMA
Recommended SMA Strategies under the ALIGN
UMA Select Portfolio Program is described under
the heading “Portfolio Manager Selection and
Evaluation—Selection
Evaluation—UMA
Programs” above.
and Methods
• the Baird Recommended Portfolio, Baird Rising
Dividend Portfolio, and AQA Portfolios described
the heading “Methods of Analysis,
under
Investment Strategies and Risk of Loss—
Investment Strategies
of
Analysis—Methods of Analysis—Certain PWM-
Managed Portfolios” above; and
An ALIGN UMA Select Portfolio may include funds
included on Baird’s Recommended Mutual Fund
List and products and SMA Strategies offered by
Baird and managers affiliated with Baird.
• certain ALIGN Elements Portfolios and ALIGN
Strategic Portfolios described under the heading
“ALIGN Programs” above.
included
The Portfolio asset allocations and the investment
options
in the ALIGN UMA Select
Program are evaluated on an ongoing basis,
generally at least quarterly.
Unified Advisory Select Portfolios
The descriptions of the PWM-Managed Portfolios
are current as of the date of this Brochure.
However, Baird may change
the objective,
investments or target allocations for any PWM-
Managed Portfolio at any time. Baird may also
offer other PWM-Managed Portfolios under the
Program from time to time.
strategies
because
they
UAS Portfolios involve the use of various different
investment
are
customized for each client. A client’s particular
investment strategy is typically determined by the
client in consultation with the client’s DDK
Consultant. Certain mutual funds, ETPs, SMA
Strategies and PWM-Managed Portfolios are
available to clients to pursue an investment
objective or
implement a customized asset
allocation strategy.
and
Evaluation—Selection
Mutual Funds and ETPs. The UAS Portfolios
Program makes available two categories of
mutual funds and ETPs: (1) UMA Recommended
Funds and (2) UAS Available Funds. The process
Baird uses for selecting and removing mutual
funds and ETPs under the UAS Portfolios Program
is described under the heading “Portfolio Manager
Selection
and
Evaluation—UMA Programs” above.
two
Discretionary Management by UAS Managers. If a
client has selected the discretionary management
option of the UAS Program, the DDK Consultant,
acting as UAS Manager, will manage the client’s
Account in accordance with the UAS Portfolio
strategy selected by client. UAS Managers, as a
group, utilize a wide variety of investment styles,
philosophies, strategies and techniques, including
the investment strategies described in the section
“Methods of Analysis, Investment Strategies and
Risk of Loss—Investment Strategies and Methods
of Analysis—Investment Strategies” above. To
implement a client’s UAS Portfolio strategy, UAS
Managers may use any of the mutual funds, ETPs,
SMA Strategies and PWM-Managed Portfolios
made available by Baird for use in the Program.
UAS Portfolio strategies will have one of the
following investment objectives: (1) All Growth
Portfolio, (2) Capital Growth Portfolio, (3) Growth
with Income Portfolio, (4) Income with Growth
Portfolio, (5) Conservative Income Portfolio, or
(6) Capital Preservation Portfolio, which are
described under “Investment Strategies—Asset
Allocation Strategies” above.
SMA Strategies. The UAS Portfolios Program
makes available
categories of SMA
Strategies:
(1) UMA Recommended SMA
Strategies; and (2) UAS Available SMA Strategies.
The process Baird uses for selecting and removing
SMA Strategies under the UAS Portfolios Program
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information about
the
A client should ask the client’s DDK Consultant for
additional
investment
styles, philosophies, strategies, analyses and
techniques the DDK Consultant will use in order to
meet the client’s objectives.
Market Risks. A client’s Account may change in
value due to overall market fluctuations. General
economic conditions, political developments,
international events and other factors may cause
the overall market to decline, which in turn may
reduce the value of the client’s Account regardless
of the relative strength of the securities held in
the Account. Securities prices often vary for
reasons unrelated to matters directly affecting the
issuers of the securities.
A UAS Portfolio is subject to the risks associated
with the Portfolio’s particular strategies and
investments. A client should review the risks
associated with those strategies and investments
described under the heading “Principal Risks”
below.
fluctuate
Principal Risks
client
accounts
about
Management and Securities Selection Risks.
in value
A client’s Account may
differently than, or in the opposite direction as,
the overall market or applicable benchmark
because of the selection of individual securities for
the Account. The judgments made by the persons
the
managing
attractiveness, value and potential appreciation of
particular securities may prove to be incorrect.
For example, while the stock markets may
experience increases in value, the client’s Account
may experience a decline in value due to the
underperformance of the stocks selected for
investment in the client’s Account.
conditions and other
the associated
Investment Objective and Asset Allocation
Risks. A client’s investment objective and asset
allocation strategies involve the risk that certain
asset classes selected for the client’s Account may
not perform as well as other asset classes during
varying periods. In addition, clients who pursue
more aggressive investment objectives and asset
allocation strategies, while hoping to achieve high
returns, may face greater risk of loss than clients
with more conservative objectives and strategies.
In developing investment objectives and asset
allocation strategies, clients should carefully
consider their financial situation and needs,
investment goals, investment time horizon and
risk tolerance. A client should inform the client’s
DDK Consultant of these considerations so the
DDK Consultant can assist in determining the
client’s investment objectives and asset allocation
strategies.
Risk is inherent in any investment product and
DDK and Baird do not guarantee any level of
return on a client’s investments. There is no
assurance that a client’s investment objectives
will be achieved, and a client could lose all or a
portion of the amount invested. The management
of client accounts and recommendations made to
clients are based in part upon the use of forward-
looking projections, which in turn are based upon
certain assumptions about how markets will
perform in the future. There can be no guarantee
that markets will perform in the manner assumed
and the actual performance of markets and a
client’s Account could differ materially from those
assumptions. Also, a client’s Account value may
fluctuate, sometimes dramatically, depending
upon the nature of the client’s investments,
market
factors. By
participating in a Service, a client may be subject
to certain risks, including, but not limited to the
risks described below. The risks discussed below
vary by Service, investment style or strategy, and
the investments in the client’s Account, and each
risk may or may not apply to a client. Clients
should not pursue a strategy or invest in an
investment product unless they are prepared to
accept
risks. Clients are
encouraged to discuss with their DDK Consultant
the risks that apply to them. A client should also
review
the prospectus or other disclosure
document for any security or other investment
product in which the client invests, as it will
contain important information about the risks
associated with investing in such security or other
investment product.
General Risk Information
risks of
the Services
include
the
General
following:
Conflicts of Interest Risks. Issuers, advisors or
other sponsors of investment products or their
affiliates may engage in business practices that
conflict with the interests of investors. Among
other things, these business practices can have a
negative impact on the market price of the
investment product. Clients are encouraged to
the prospectus or other disclosure
review
document for the investment product and also
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
discuss with their DDK Consultant the conflicts of
interest risks that may apply to them.
Stock Market Risks. Equity security prices vary
and may fall, thus reducing the value of a client’s
investments. Certain stocks selected for a client’s
Account may decline in value more than the
overall stock market.
Interest Rate Risk. The value of some
investment products, particularly fixed income
securities, is affected significantly by changes in
interest rates. Generally, when interest rates rise,
the product’s market value declines and when
interest rates decline, its market value rises. In
addition, a rise in interest rates may have a
negative impact on the issuer, which, in turn,
could have a negative impact on the market value
of the investment product.
Equity Securities Risks. Equity securities may
experience sudden, unpredictable drops in value
or long periods of decline in value. This may occur
because of factors that affect the securities
markets in general, such as adverse changes in
economic conditions, the general outlook for
corporate earnings, interest rates or investor
sentiment. Equity securities may also lose value
because of factors affecting an entire industry or
sector, such as increases in production costs, or
factors directly related to a specific company,
such as decisions made by its management.
Credit Risk. The value of some investment
products, particularly fixed income securities, is
affected by changes in the product’s credit quality
rating or the issuer’s financial condition. If the
credit quality rating or the issuer’s financial
condition declines, so may the value of the
investment product. Issuers may experience
unanticipated financial problems and may be
unable to meet its payment obligations. Municipal
obligations in particular may be adversely affected
by political and economic conditions and
developments (for example, legislation reducing
state aid to local governments.) Bonds receiving
the lowest investment grade rating or a non-
investment grade rating may have speculative
characteristics and, compared to higher grade
debt obligations, may have a weakened capacity
to make principal and interest payments due to
changes in economic conditions or other adverse
circumstances. Ratings agencies such as Moody’s,
Fitch and S&P provide ratings on bonds based on
their analyses of information they deem relevant.
Ratings are essentially opinions or judgments of
the credit quality of an issuer and may prove to
be inaccurate. In addition, there may be a delay
between events or circumstances adversely
affecting the ability of an issuer to pay interest
and/or repay principal and an agency’s decision to
downgrade a security.
Common Stock Risks. Common stocks are
susceptible to general stock market fluctuations
and to volatile increases and decreases in value
as market confidence in and perceptions of their
issuers change. These investor perceptions are
based on various and unpredictable
factors
including: expectations regarding government,
economic, monetary and fiscal policies; inflation
interest rates; economic expansion or
and
contraction; and global or regional political,
economic and banking crises. Holders of common
stocks are generally subject to greater risk than
holders of preferred stocks and debt obligations of
the same issuer because common stockholders
generally have inferior rights to receive payments
from issuers in comparison with the rights of
preferred stockholders, bondholders and other
creditors.
less
liquid
larger companies. Therefore,
Fixed Income Security Risks. Fixed income
securities are subject to certain risks, including
interest rate risk, credit risk and liquidity risk. In
addition, they are subject to maturity risk.
Generally, the longer a bond’s maturity, the
greater the interest rate risk and the higher its
yield. Conversely, the shorter a bond’s maturity,
the lower the interest rate risk and the lower its
yield. Non-rated, split-rated, below investment
grade, and asset-backed securities, including
mortgage-backed securities and CMOs, have
additional, special risks.
them more susceptible
Capitalization Size Risks. A client may be
invested in small and mid cap stocks, which are
often more volatile and
than
investments in larger companies. The frequency
and volume of trading in securities of such
companies may be substantially less than is
typical of
the
securities of such companies may be subject to
greater and more abrupt price fluctuations. In
addition, small- and mid-size companies may lack
the management experience, financial resources
and product diversification of larger companies,
to market
making
pressures and business failure.
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Investments
market
depth,
Emerging Markets Risks.
in
emerging markets can involve risks in addition to
and greater than those generally associated with
investing in more developed foreign markets. The
extent of economic development, political
stability,
infrastructure,
capitalization, and regulatory oversight can be
less than in more developed markets. Emerging
market economies can be subject to greater
social, economic,
regulatory, and political
uncertainties. All of these factors can make
emerging market securities more volatile and
potentially less liquid than securities issued in
more developed markets.
Growth and Value Investment Style Risks.
Investment styles or strategies that focus on
growth stocks may perform better or worse than
styles or strategies that focus on value stocks or
that are broader or more diversified. Similarly,
investment styles or strategies that focus on
value stocks may perform better or worse than
styles or strategies that focus on growth stocks or
that are broader or more diversified. A particular
style of investing may go out of favor at times
and for extended periods. Growth stocks are often
characterized by high price-to-earnings ratios and
may be more volatile than stocks with lower
price-to-earnings ratios. Value stocks are subject
to the risk that the broader market may not agree
with the manager’s assessment of, or recognize,
the investments’ intrinsic value.
foreign
ESG Considerations Risk. Consideration of ESG
factors in the investment process may cause an
advisor or manager to forgo opportunities to
recommend or invest in certain companies or to
gain exposure to certain industries or regions.
Therefore, there is a risk that, under certain
market conditions, an Account pursuing strategies
that consider ESG factors may underperform
accounts that do not consider such factors. There
are not universally accepted ESG factors and
advisors and managers typically consider them in
their discretion.
resulting
in
financial
Foreign Issuer and Investment Risks.
Securities of
issuers, ADRs, Global
Depositary Receipts (“GDRs”) and European
Depositary Receipts (“EDRs”), and investments in
foreign markets generally, are subject to certain
inherent risks, such as political or economic
instability of the country of issue, the difficulty of
predicting international trade patterns and the
possibility of imposition of exchange controls.
Such securities may also be subject to greater
fluctuations in price than securities of domestic
corporations. Investors in foreign markets may
face delayed settlements, currency controls and
adverse economic developments as well as higher
overall transaction costs. In addition, fluctuations
in the U.S. dollar’s value versus other currencies
may enhance, erode, reverse gains or widen
losses from investments denominated in foreign
currencies. For instance, foreign governments
may limit or prevent investors from transferring
their capital out of a country. This may affect the
value of a client’s investment in the country that
adopts such currency controls. Exchange rate
fluctuations also may impair an issuer’s ability to
repay U.S. dollar denominated debt, thereby
increasing the credit risk of such debt. In
addition, there may be less publicly available
information about a foreign company than about a
domestic company. Foreign companies generally
are not subject to uniform accounting, auditing
and financial reporting standards comparable to
those applicable to domestic companies. With
respect to certain foreign countries, there is a
possibility of expropriation or
confiscatory
taxation, or diplomatic developments, which could
affect investment in those countries.
Cybersecurity Risks. With the increased use of
technologies such as the Internet to conduct
business, issuers of investments are susceptible
to operational, information security and related
risks. In general, cyber incidents can result from
deliberate attacks or unintentional events. Cyber
attacks include, but are not limited to, gaining
unauthorized access to digital systems (e.g.,
through “hacking” or malicious software coding)
for purposes of misappropriating assets or
sensitive information, corrupting data, or causing
operational disruption. Cyber attacks may also be
carried out in a manner that does not require
gaining unauthorized access, such as causing
denial-of-service attacks on websites (i.e., efforts
to make network services unavailable to intended
users). Cyber incidents affecting issuers or their
service providers have the ability to cause
impact business operations,
disruptions and
potentially
losses,
interference with the ability to transact business,
violations of applicable privacy and other laws,
regulatory fines, penalties, reputational damage,
reimbursement or other compensation costs, or
additional compliance costs. Similar adverse
consequences could result from cyber incidents
affecting governmental and other regulatory
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Investment in tax-exempt debt obligations poses
additional risks. In many cases, the IRS has not
ruled on whether the interest received on a tax-
exempt obligation is tax-exempt, and accordingly,
purchases of these municipal securities are based
on the opinion of bond counsel to the issuers at
the time of issuance. Thus, there is a risk that
interest may be taxable on a municipal security
that is otherwise expected to produce tax-exempt
interest.
authorities, exchange and other financial market
operators, banks, brokers, dealers, insurance
companies and other financial institutions and
other parties. In addition, substantial costs may
be incurred in order to prevent any cyber
incidents in the future. While issuers and other
parties may establish business continuity plans in
the event of, and risk management systems to
prevent, such cyber incidents, there are inherent
limitations in such plans and systems including
the possibility that certain risks have not been
identified. As a result, client accounts and
investments could be negatively impacted.
securities,
and/or
issued by
Government Obligation Risks. Client assets
may be invested in securities issued, sponsored or
guaranteed by the U.S. Government, its agencies
and instrumentalities. However, no assurance can
be given that the U.S. Government will provide
financial support to U.S. Government-sponsored
agencies or instrumentalities where it is not
obligated to do so by law. For instance, securities
issued by the Government National Mortgage
Association (“Ginnie Mae”) are supported by the
faith and credit of the United States.
full
Securities
the Federal National
Mortgage Association (“Fannie Mae”) and the
Federal Home Loan Mortgage Corporation
(“Freddie Mac”) have historically been supported
only by the discretionary authority of the U.S.
Government. While the U.S. Government provides
financial support to various U.S. Government-
sponsored agencies and instrumentalities, such as
those listed above, no assurance can be given
that it will always do so.
falling. Since
interest
federal
taxation,
in such
for purchases or withdrawals.
Money Market Fund Risks. A money market
fund is a type of mutual fund that generally
invests in short-term debt instruments. Many
investors use money market funds to store cash.
There are three primary types of money market
funds: (1) government money market funds
(funds that invest nearly all assets in cash,
government
repurchase
agreements collateralized by cash or government
securities); (2) retail money market funds (funds
that have policies and procedures reasonably
designed to limit beneficial ownership to natural
persons); and (3) institutional money market
funds (funds that permit beneficial ownership by
institutions and natural persons). The rules
governing money market funds vary based on the
type of money market fund. Government and
retail money market funds generally try to keep
their net asset value (NAV) at a stable $1.00 per
share using special pricing and valuation
conventions. Institutional money market funds
are required to calculate their NAV in a manner
such that the NAV will vary based upon the
market value of assets and liabilities of the fund
(also known as a “floating NAV”). An investment
in a money market fund is not insured or
guaranteed by the FDIC or any other government
agency. Although some money market funds seek
to preserve the value of an investment at $1.00
per share, there can be no assurance that will
occur, and it is possible to lose money should the
fund value per share fall. In some circumstances,
money market funds may be forced to cease
operations when the value of a fund drops. In
that event, the fund's holdings may be liquidated
and distributed to the fund's shareholders. This
liquidation process could take time to complete.
During that time, the amounts a client has
invested in the money market fund would not be
available
In
addition, retail and institutional money market
funds are required to impose redemption fees
(also known as liquidity fees) and suspend
redemptions (also known as redemption gates) in
Municipal Securities Risks. Repayment of
municipal securities depends on the ability of the
issuer or project backing such securities to
generate taxes or revenues. Municipal securities
may also decrease in value during times when tax
rates are
income on
municipal securities is normally not subject to
regular
the
income
attractiveness of municipal securities in relation to
other investment alternatives is affected by
changes in federal income tax rates applicable to,
or the continuing federal tax-exempt status of,
such interest income. Any proposed or actual
changes
rates or exempt status,
therefore, can significantly affect the liquidity,
marketability and supply and demand
for
municipal securities, which would in turn affect
Baird’s ability to acquire and dispose of municipal
securities at desirable yield and price levels.
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redemptions
in
an
investment
certain
circumstances. Government money
market funds may also impose redemption fees
and suspend
those same
circumstances. More specific information about
how a money market fund calculates its NAV and
the circumstances under which it will impose a
redemption fee or suspend redemptions is set
forth in the prospectus for that money market
fund.
by
the
to
lower
that were not predicted by
can be no assurance
that
the accuracy and reliability of models and data
provided by third parties. Incorrect analyses and
assessments or inaccurate or incomplete models
and data would adversely affect performance.
Additionally,
manager’s
methodologies and processes are predictive in
nature, based on historical outcomes and trends.
Certain low-probability events or factors that are
assigned little weight may occur or prove to be
more likely or may have more relevance than
expected, for short or extended periods of time,
the portfolios
which may adversely affect
investment manager’s
generated
quantitative methodologies and processes. It is
also possible that prices of securities may move in
directions
the
investment manager’s quantitative methodologies
and processes or may fail to move as much as
predicted, for reasons that were not expected.
There
these
methodologies will enable a client to achieve the
client’s objective.
to make a market
for
Technical Strategy Risks. Some investment
managers may employ technical analysis or
investment methodologies to make investment
decisions or recommendations. The primary risk
of using technical analysis is that past price and
volume patterns and trends
in the trading
markets cannot predict future prices, volume
patterns or trends. There is no guarantee that
technical investment methods used are designed
properly, are updated with new data as it
becomes available, or can accurately predict
future market or investment performance. In
order for technical investment methods to work,
there must be sufficient data about the markets
available so that trends can be identified and
predictions can be made. A technical method may
fail to identify trends or be able to accurately
predict future prices if a market does not have
sufficient data or trends or if the market behaves
erratically.
Illiquid Securities and Liquidity Risks.
Liquidity risk is the risk that certain investments
may be difficult or impossible to sell at the time
and price that a client would like to sell. Clients
may have
the price, sell other
investments or forego an investment opportunity,
any of which may have a negative effect on the
management or performance of client accounts.
The liquidity of a particular investment depends
on the strength of demand for the investment,
which is generally related to the willingness of
the
broker-dealers
investment as well as the interest of other
investors to buy the investment. During periods of
economic uncertainty, significant economic and
market downturns and periods in which financial
services firms are unable to commit capital to
make a market in, or otherwise buy, certain
investments, a client may experience challenges
in selling such investments at optimal prices. In
addition, recent regulatory changes applicable to
financial intermediaries that make markets in
debt securities have restricted or made it less
desirable for those financial intermediaries to hold
large inventories of debt securities. Because
market makers provide stability to a market
through their intermediary services, a reduction in
dealer inventories may lead to decreased liquidity
and increased volatility in the fixed income
markets. In the event the client directs Baird to
liquidate an illiquid investment, the client should
understand that Baird may have difficulty finding
a buyer in the market for such investment and
such investment may be held in the Account for a
period of time while Baird attempts to satisfy the
client’s liquidation request.
Quantitative Strategy Risks. Some investment
managers may employ quantitative investment
methodologies or processes to make investment
decisions. The success of
the quantitative
investment methodologies and processes used by
investment managers depends on the analyses
and assessments that were used in developing
such methodologies and processes, as well as on
Concentration Risks. A client’s Account may
consist of a portfolio of securities that
is
concentrated in an issuer or group of issuers, an
industry or economic sector or group of related
industries or sectors, or concentrated in limited
asset classes. Client accounts with concentrated
positions are susceptible to greater volatility and
increased risk of loss than an Account that is
diversified across several issuers and industries or
sectors and asset classes. A client should not
engage in strategies using concentration unless
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Split-Rated,
and
the client is prepared to experience significant
losses in the value of the client’s Account.
Non-Rated,
Below
Investment Grade Securities (High Yield or
“Junk” Bonds) Risks. Investing in securities or
other investment products that are not rated,
split-rated or are below investment grade (also
known as high yield or “junk” bonds) involve
significant, special risks. As a result, they may not
be suitable for some clients. The risks associated
with these investments include, but not limited to,
price volatility risk, credit risk, default risk, and
liquidity risk. Clients investing in securities or
other investment products that are not rated,
split-rated or are below investment grade should
have a high tolerance for risk, including the
willingness and ability to accept significant price
volatility, potential lack of liquidity and potential
loss of their investment.
including equity,
fixed
Frequent Trading and Portfolio Turnover
Risks. Some of the investment strategies offered
to clients in this Brochure may involve frequent or
active trading for client accounts, which could
result in high portfolio turnover. Strategies that
involve frequent or active trading increase the
management and securities selection
risks
because the persons managing the accounts are
making more trading decisions, which may prove
to be incorrect. A portfolio with a high turnover
rate will also incur more transaction costs than
one with a lower rate. Higher transaction costs
may negatively impact the return of the portfolio.
High portfolio turnover may also cause a client to
experience adverse tax consequences due to the
fact that the client may have increased instances
of realized gains and losses and such gains and
losses may commonly be characterized as short
term gains and losses under applicable tax law.
investment
style,
securities
selection
credit
capitalization
risk,
foreign
Mutual Fund Risks. Mutual funds can have
investment objectives and
many different
strategies,
income,
balanced, international, and global strategies, and
strategies that focus on a particular market
capitalization,
economic
industry or sector, or geographic region. Mutual
funds have risks, which may include market risk,
risk,
management and
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
risk,
risk,
risk,
rate
investment style
issuer and
investment risk, and emerging market risk.
Certain mutual funds pursue Complex Strategies,
which are subject to special risks. The degree of
these and other risks will vary depending on the
type of mutual fund selected. Also, investment
return and principal value will fluctuate, and
shares, when redeemed, may be worth more or
less than their original cost.
Asset-Backed Securities Risks. Asset-backed
securities are securities secured or backed by
mortgage loans, student loans, automobile loans,
installment sale contracts, credit card receivables
or other assets and are issued by entities such as
commercial banks, trusts, financial companies,
finance subsidiaries of
industrial companies,
savings and loan associations, mortgage banks
and investment banks. These securities represent
interests in pools of assets in which periodic
payments of interest or principal on the securities
are made, thus, in effect passing through periodic
payments made by the individual borrowers on
the assets that underlie the securities, net of any
fees paid to the issuer or guarantor of the
securities. Asset-backed securities are issued in
multiple classes (or tranches) and their relative
payment rights may be structured in many ways.
Asset-backed securities may be subject to greater
risk of default during periods of economic
downturn than other instruments. Asset-backed
securities also can be more sensitive to interest
rate risk than other types of fixed income
securities. Modest movements in interest rates
(both increases and decreases) may quickly and
significantly reduce the value of certain types of
these securities. Asset-backed securities are
subject to a number of other risks, including, but
not limited to, market and valuation risks,
liquidity risk, and prepayment risk.
Exchange Traded Fund Risks. An ETF is
different from a mutual fund in that an ETF does
not sell its shares directly to public investors and
does not redeem shares from public investors.
Rather, shares of an ETF are commonly purchased
or sold in the secondary market on a securities
exchange, like common stocks. An ETF maintains
a net asset value but, based on demand and
other factors, the market price of shares of an
ETF may vary from its net asset value. ETFs
invest in and hold securities and other assets,
such as stocks, bonds, commodities and
currencies, and have stated investment objectives
and principal strategies. ETFs can have many
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equity,
securities
selection
credit
capitalization
risk,
foreign
closed-end
securities
include market
selection
credit
capitalization
risk,
foreign
potential returns but also involve the risk of
exacerbating losses and depreciation in the value
of the underlying securities. Closed-end funds
have other risks, which may include market risk,
management and
risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
risk,
risk,
risk,
rate
investment style
issuer and
investment risk, and emerging market risk.
Certain
funds pursue Complex
Strategies, which are subject to special risks.
Some closed-end funds are organized as interval
funds, which differ from traditional closed-end
funds in that their shares do not trade on the
secondary market, but instead their shares are
subject to repurchase offers from the fund.
Closed-end funds structured as an interval fund
will, therefore be relatively less liquid. Interval
funds also often impose a redemption fee when
shares are sold back to the fund. The degree of
these and other risks will vary depending on the
type of close-end fund selected.
different investment objectives and strategies,
including
income, balanced,
fixed
international, and global strategies, and strategies
that focus on a particular market capitalization,
investment style, economic industry or sector, or
geographic region. Many ETFs seek to track the
performance of an index or other underlying
benchmark. Passively managed ETFs will not be
able to replicate exactly the performance of the
indices the ETFs track because the total return
generated by the securities will be reduced by
management fees, transaction costs and other
expenses incurred by the ETF. ETFs have other
risk,
risks, which may
management and
risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
rate
risk,
risk,
risk,
investment style
issuer and
investment risk, and emerging market risk.
Certain ETFs pursue Complex Strategies, which
are subject to special risks. The degree of these
and other risks will vary depending on the type of
ETF selected.
is selected by
equity,
that
fund
that
for purposes of making
Closed-End Fund Risks. Unlike mutual funds
which continuously offer and redeem their shares
on a daily basis at net asset value, closed-end
funds typically raise money by selling a fixed
number of shares of common stock in a single,
one-time offering, much the way a company
issues stock in an initial public offering. Closed-
end funds can have many different investment
objectives and strategies, including equity, fixed
international, and global
income, balanced,
strategies, and strategies
focus on a
particular market capitalization, investment style,
industry or sector, or geographic
economic
shares are not
region. Closed-end
redeemable, meaning
investors cannot
require closed-end funds to buy back their shares,
although closed-end fund shares are listed and
traded on an exchange. For many reasons,
closed-end fund shares often trade at a discount
to their net asset value and the market prices of
closed end fund shares often fall below their
public offering prices. Clients are therefore
cautioned about buying shares of a closed-end
fund in its initial public offering. Closed-end funds
often engage in leverage to raise additional
capital
investments
through borrowings and issuances of senior
securities (such as preferred stock). Such
leverage may present the opportunity to enhance
Unit Investment Trust Risks. A UIT is a pooled
in which a portfolio of
investment vehicle
securities
the sponsor and
deposited into the trust for a specified period of
time. The portfolio of a UIT is designed to follow
an investment objective over a specified time
period, although there is no guarantee that the
objective will be met. UITs can have many
different investment objectives and strategies,
including
income, balanced,
fixed
international, and global strategies, and strategies
that focus on a particular market capitalization,
investment style, economic industry or sector, or
geographic region. UITs are passively managed
and follow a “buy and hold” strategy, meaning
that UITs buy a fixed portfolio of securities and
hold on to that portfolio until their termination
date at which time the portfolio is liquidated with
the net proceeds paid to investors. UITs, thus,
generally have a relatively higher risk of loss than
other funds in the event of adverse changes in
market or economic conditions. UITs have other
risks, which may
include management and
securities selection risk, investment objective and
asset allocation risk, stock market risk, equity
securities risk, common stock risk, fixed income
securities risk, interest rate risk, credit risk,
capitalization risk, investment style risk, foreign
issuer and investment risk, and emerging market
risk. Certain UITs pursue Complex Strategies,
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investments
which are subject to special risks. The degree of
these and other risks will vary depending on the
type of UIT selected. Also, investment return and
principal value will fluctuate, and units, if and
when redeemed, may be worth more or less than
their original cost.
in
securities.
investment and
trading activities
or
consuming
commodities markets, and
in
securities or other instruments denominated in or
indexed or linked to commodities, are subject to
certain risks. Those investments generally will
subject a client Account to greater volatility than
investments
The
traditional
commodities markets are impacted by a variety of
factors, including changes in overall market
movements, domestic and foreign political and
economic conditions, interest rates, inflation rates
and
in
commodities. Prices of commodities may also be
affected by factors such as drought, floods,
weather, livestock disease, embargoes, tariffs and
other regulatory developments. The prices of
commodities can also fluctuate widely due to
supply and demand disruptions
in major
regions. Certain
producing
commodities may be produced in a limited
number of countries and may be controlled by a
small number of producers or groups of
producers. As a result, political, economic and
supply related events in such countries could have
a disproportionate impact on the prices of such
commodities. No active trading market may exist
for certain commodities investments, which may
impair the value of the investments.
negatively
Investment Fund Risks; Purchase and
Redemption Risks.
Investment Funds are
generally subject to the same risks as the
securities or other assets in which they invest. In
addition, from time to time Baird, a DDK
Consultant, or an investment manager may
decide to add or remove an Investment Fund to
or from an investment strategy or Service. In
addition, they may decide to increase or decrease
their clients’ account allocations to an Investment
Fund. In general, they will place transactions for
all affected Accounts at one time, which may
cause the fund to experience relatively large
purchases or redemptions. Significant purchases
and redemptions may adversely affect the fund in
question and consequently, a client’s investment.
An Investment Fund receiving large purchase
orders may have difficulty investing the cash,
which may have a negative impact on the fund’s
performance. An Investment Fund experiencing
large redemption orders may have to sell portfolio
securities, which may
impact
performance and which may have negative tax
consequences. Large redemptions could also
reduce liquidity as the fund may suspend or delay
redemptions. These risks are more pronounced
with respect to newer Investment Funds and
those with smaller asset sizes.
Non-Traditional Assets and Complex
Strategies Risks
such as
commodities,
in
that
Currency Risks. Investments in currencies, and
investments in securities or other instruments
denominated in or indexed or linked to currencies,
are subject to certain risks. Those investments
are subject to all of the risks associated with
foreign investing generally. In addition, currency
markets generally are not as regulated as
securities markets. Also, changes in currency
exchange rates could adversely
impact the
investment. Devaluation of a currency by a
country will also have a significant negative
investment
the value of any
impact on
denominated
currency. Currency
investments may also be positively or negatively
affected by a country’s strategies intended to
make its currency stronger or weaker relative to
other currencies.
the
Non-Traditional Assets Risks. Non-Traditional
currencies,
Assets,
cryptocurrencies, securities indices, interest rates,
credit spreads, and private companies, are
subject to risks that are different from, and in
some instances, greater than, other assets like
stocks and bonds. Some Non-Traditional Assets
are less transparent and more sensitive to
domestic and foreign political and economic
conditions than more traditional investments.
Non-Traditional Assets are also generally more
difficult to value, less liquid, and subject to
greater volatility compared to stocks and bonds.
Risks.
Investments
Commodities
in
commodities markets or a particular sector of the
Leverage and Margin Risks. Leveraging
strategies may amplify
impact of any
decrease in the value of underlying securities in
the client’s Account, thereby increasing a client’s
risk of loss. The use of leverage may also increase
an Account’s volatility. Strategies
involving
margin can cause a client to lose more money
than deposited in the client’s margin account. A
client should not engage in strategies involving
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the underlying security or
leverage or margin unless the client is prepared
to experience significant losses in the value of the
client’s Account.
risk of significant loss if the prevailing market
price of
index
decreased below the strike price.
Hedging Risks. When a derivative instrument is
used as a hedge against an opposite position, any
loss on the derivative instrument should be
substantially offset by gains on the hedged
investment, and vice versa. Although hedging can
be an effective way to reduce the investment risk,
it may not always perfectly offset one position
with another. As a result, there is no assurance
that hedging transactions will be effective.
Complex Investment Product Risks
Short Sales Risks. Short selling runs the risk of
loss if the price of the securities sold short does
not decline below the price at which they were
originally sold. This risk of loss is theoretically
unlimited, as there is no cap on the amount that
the price of a security may appreciate. In
addition, a
lender may request, or market
conditions may dictate, that securities sold short
be returned to the lender on short notice, which
may result having to buy the securities sold short
at an unfavorable price. A client should not
engage in short sales unless the client is prepared
to experience significant losses in the client’s
Account.
contracts
other
funds have unique
for those
fee
an
incentive
instruments
Derivative Instrument Risks. The values of
options, convertible securities, futures, swaps,
derivative
and
forward
instruments is derived from an underlying asset,
such as a security, commodity, currency,
cryptocurrency, or index. Derivative instruments
often have risks similar to the underlying asset,
however, in certain cases, those risks are greater
than the risks presented by the underlying asset.
Derivative instruments may experience dramatic
price changes and imperfect correlations between
the price of the derivative and the underlying
asset, which may increase volatility. Derivatives
generally create leverage, and as a result, a small
movement in the underlying asset's value can
result in large change in the value of the
derivative instrument. Derivatives are also subject
to liquidity risk, interest rate risk, market risk,
credit risk, management risk and counterparty
risk. The use of these
is not
appropriate for some clients because they involve
special risks. A client should not invest in these
instruments unless the client is prepared to
experience volatility and significant losses in the
client’s Account.
limited
short
sales,
Hedge Funds and Funds of Hedge Fund
Risks. Hedge funds typically engage in one or
more Complex Strategies, including the use of
Non-Traditional Assets, short sales, leverage and
other derivative instruments. Funds of hedge
funds typically invest substantially all of their
assets in other hedge funds. Hedge funds and
funds of hedge
tax
characteristics. A client should consult with a tax
advisor before investing in those funds. Some
hedge funds and funds of hedge funds are subject
to limited regulation and offer limited disclosure
and transparency. Also, the costs of hedge funds
and funds of hedge funds are typically higher than
other types of funds. Investment advisers or
funds often receive a
managers
management
or
plus
performance-based fee. Because of the existence
of a performance-based fee, fund managers may
be motivated to make riskier investments that
have the potential for significant growth in value.
Hedge funds and funds of hedge funds are also
subject to a higher risk of incorrect valuations.
Many hedge funds hold investments for which
market quotations are not readily available, which
necessitates the use of “fair value” pricing. Fair
value pricing is an inherently subjective process
and may not accurately reflect the prices that can
actually be obtained upon sale of the assets for
which fair values are used. Investments in hedge
funds and funds of hedge funds also have reduced
liquidity compared to other investments and are
generally subject to a higher risk of volatility.
Investing in hedge funds and funds of hedge
funds involves other special risks, including, but
to, risks associated with Non-
not
Traditional Assets,
leverage,
derivative instruments, and Complex Strategies.
risk,
Other
risks may
include: market
Options Risks. In purchasing a put or call
option, the purchaser faces the risk of loss of the
premium paid for the option if the market price
moves in a direction opposite to what the
purchaser had expected. In selling or writing an
option, the seller faces significantly more risk. A
seller of a call option faces the risk of significant
loss
if the prevailing market price of the
underlying security or index increases above the
strike price, and a seller of a put option faces the
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
securities
selection
credit
capitalization
risk,
foreign
management and
risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
rate
risk,
risk,
risk,
investment style
issuer and
investment risk, and emerging market risk. Hedge
funds and funds of hedge funds are complex
investments that have significant, special risks. As
a result, they may not be suitable for some
clients. Clients investing in hedge funds or funds
of hedge funds should have a high tolerance for
risk, including the willingness and ability to accept
significant price volatility, potential
lack of
liquidity and potential loss of their investment.
risk,
foreign
investments
investments made in portfolio companies are not
profitable. In addition, investments made by
private equity funds and funds of private equity
funds may be concentrated in one or more
economic
industries or sectors, geographic
regions, stages of development or operation, or
sizes of companies. Investing in private equity
funds and funds of private equity funds involves
other special risks, including, but not limited to,
dependence upon key personnel and conflicts of
interest risks. Other risks may include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
interest rate risk, credit risk, capitalization risk,
investment style
issuer and
investment risk, and emerging market risk.
Private equity funds and funds of private equity
that have
funds are complex
significant, special risks. As a result, they may not
be suitable for some clients. Clients investing in
private equity funds and funds of private equity
funds should have a high tolerance for risk,
including the willingness and ability to accept lack
of liquidity and potential loss of their investment.
in
certain
that may
sectors,
funds are subject to
to administrative service
in certain sectors,
compared
other
expect
Private Equity Funds and Funds of Private
Equity Funds Risks. Private equity funds are
pools of actively managed capital that invest
primarily in private companies with the intent of
creating value in the companies in which they
invest by improving operations, reducing costs,
selling non-core assets and maximizing cash flow.
Private equity funds usually have an investment
focus on
objective or strategy
companies
industries,
geographic regions, size ranges or stages of
development or operations, or on certain types
and sizes of investments. Funds of private equity
funds typically invest substantially all of their
assets in other private equity funds. Private
equity funds and funds of private equity funds
have unique tax characteristics. A client should
consult with a tax advisor before investing in
those funds. Private equity funds and funds of
limited
private equity
regulation and offer
limited disclosure and
transparency. Also, the costs of private equity
funds and funds of private equity funds are
funds.
typically higher than other types of
Investment advisers or managers for those funds
often receive a management fee plus an incentive
fee or carried interest. Private equity funds and
funds of private equity fund are also generally
fees and
subject
portfolio company transaction fees. Because of
the existence of a carried interest, fund managers
may be motivated to make riskier investments
that have the potential for significant growth in
value. Investments in private equity funds and
funds of private equity funds also have reduced
investments.
liquidity
to
Investors
receive
to
should not
distributions from a fund for a number of years.
Private equity investing is very risky. Many
Private Debt Funds (or Private Credit Funds)
and Funds of Private Debt Funds Risks.
Private debt funds (also known as private credit
funds) are pools of actively managed capital that
invest primarily in loans or debt instruments
issued by companies in private transactions.
Sometimes, repayment of the loan is secured by
assets of the companies obtaining the loans.
However, the companies often have low or no
credit ratings. Thus, investments held by private
debt funds generally are subject the same risks as
below investment grade or “junk” bonds. Trading
markets for the investments held by those funds
are also limited and their investments may be
illiquid. Oftentimes, the interest rate paid by the
companies is determined by a reference interest
rate, such as the federal funds rate, which is
periodically reset. These types of investments are
sometimes referred to as floating rate corporate
debt, floating rate loans or floating rate bank
loans. Private debt
funds usually have an
investment objective or strategy that may focus
on companies
industries,
geographic regions, size ranges or stages of
development or operations, or on certain types
and sizes, including focusing investments on
smaller capitalization, distressed or bankrupt
companies. Private debt funds commonly use
borrowings or leverage to make investments.
Funds of private debt funds typically invest
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debt
funds
have
unique
warehouses,
receive a management
transaction
should not
expect
to
funds
involves special
in which
they are
risk,
foreign
fund
risks, currency
risk, growth
substantially all of their assets in other private
debt funds. Private debt funds and funds of
private
tax
characteristics. A client should consult with a tax
advisor before investing in those funds. Private
debt funds and funds of private debt funds are
subject to limited regulation and offer limited
disclosure and transparency. Also, the costs of
private debt funds and funds of private debt funds
are typically higher than other types of funds.
Investment advisers or managers for those funds
often
fee plus a
performance fee. Private debt funds and funds of
private debt fund are also generally subject to
operational expenses and
fees.
Because of the existence of a performance fee,
fund managers may be motivated to make riskier
investments that have the potential for significant
growth in value. Investments in private debt
funds and funds of private debt funds also have
reduced liquidity compared to other investments.
receive
Investors
distributions from a fund for a number of years.
Private debt investing is very risky. Investments
made by private debt funds and funds of private
debt funds may be concentrated in one or more
industries or sectors, geographic
economic
regions, stages of development or operation, or
sizes. Investing in private debt funds and funds of
private debt
risks,
including, but not limited to, dependence upon
key personnel, conflicts of interest risks, market
risk, management and securities selection risk,
investment objective and asset allocation risk,
interest rate risk, credit risk, capitalization risk,
issuer and
investment style
investment risk, emerging market risk, illiquid
securities and liquidity risks, concentration risks,
investment
risks and
leveraging risks. Private debt funds and funds of
private debt funds are complex investments that
have significant, special risks. As a result, they
may not be suitable for some clients. Clients
investing in private debt funds and funds of
private debt funds should have a high tolerance
for risk, including the willingness and ability to
accept lack of liquidity and potential loss of their
investment.
risk, credit
risk,
foreign
buildings, shopping malls, multi-family housing,
student housing, hotels, resorts, hospitals and
health care facilities, self-storage facilities, data
telecommunications
centers,
facilities, and mortgages or loans. Many REITs are
registered with the SEC and their common stock
and preferred stock are publicly traded on a stock
exchange. These are known as publicly-traded
REITs. Others may be registered with the SEC but
are not publicly traded. These are known as
private REITs (also known as non-traded or non-
exchange traded REITs). There is no public
trading market for private REITs and the sole
method for disposing of the shares may be limited
to a periodic offer to redeem the shares by the
issuer, if the issuer offers a redemption program.
Private REITs are generally subject to limited
limited disclosure and
regulation and offer
transparency. The shareholders of a REIT are
responsible for paying taxes on the dividends that
they receive and on any capital gains associated
with their investment in the REIT. Dividends paid
by REITs generally are treated as ordinary income
and are not entitled to the reduced tax rates on
other types of corporate dividends. Prices of REIT
securities and trading volumes may be more
volatile that other investments. Many REITs focus
on a particular sector of the real estate market,
such as apartments, student housing, hotels and
hospitality, health care, office buildings, shopping
malls, warehouses, self-storage facilities and the
like. Those REITs are subject to risks associated
with sectors
focused.
Additionally, many REITs may own properties that
are concentrated in a particular geographic region
or regions, which subject them to the risk of
deteriorating economic conditions in those areas.
Investing in REITs involves other special risks,
including, but not limited to, real estate portfolio
(including development, environmental,
risk
competition, occupancy and maintenance risk),
liquidity risk, leverage risk, distribution risk,
risk,
capital markets access
interest risk,
counterparty risk, conflicts of
risk, and
dependence upon key personnel
regulatory risk. Other risks may include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, interest
issuer and
rate
investment risk, and emerging market risk. REITs
involve significant, special risks and may not be
suitable for some clients. Clients investing in
REITs should have a high tolerance for risk,
including the willingness and ability to accept
Real Estate Investment Trusts (“REITs”) and
Private REIT Risks. A REIT is a corporation,
trust or association that owns and typically
operates income-producing real estate or real
estate-related assets. The income-producing real
estate assets owned by a REIT may include office
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significant price volatility and volatility of regular
distribution amounts, potential lack of liquidity
and potential loss of their investment.
fund
risks, currency
investments. Some may
in properties
industries,
involved
located
improved management
more economic industries or sectors, geographic
regions, stages of development or operation, or
sizes. Investing in private real estate funds and
funds of private real estate funds involves special
risks, including, but not limited to, dependence
upon key personnel, conflicts of interest risks,
market risk, management and securities selection
risk, investment objective and asset allocation
risk, interest rate risk, credit risk, capitalization
risk, investment style risk, foreign issuer and
investment risk, emerging market risk, illiquid
securities and liquidity risks, concentration risks,
risks and
investment
leveraging risks. Private real estate funds and
funds of private real estate funds are complex
investments that have significant, special risks. As
a result, they may not be suitable for some
clients. Clients investing in private real estate
funds and funds of private real estate funds
should have a high tolerance for risk, including
the willingness and ability to accept lack of
liquidity and potential loss of their investment.
real estate
funds
typically
telecommunication,
Private
utilities,
infrastructure
for those
for those
fees and
should not
expect
to
investing
for
significant growth
reduced
liquidity compared
Private Real Estate Funds and Private Real
Estate Fund of Funds. Private real estate funds
are pools of actively managed capital that directly
invest primarily in investments in real estate and
real estate-related
investments. Private real
estate funds may invest in any number of types of
real estate, such as office, apartment, retail,
lodging, industrial and other real estate and real
focus
estate-related
in certain
investment
sectors or
certain
in
geographic regions or that have certain sizes of
operations or investment requirements. Some
may focus investment on properties the manager
or
sponsor believes are undervalued or
undercapitalized or that require repositioning,
redevelopment,
or
additional capital to reach their full value. Private
real estate funds commonly use borrowings or
leverage to make investments. Trading markets
for investments held by those funds are limited
and their investments may be illiquid. Funds of
invest
private
substantially all of their assets in other private
real estate funds. Private real estate funds and
funds of private real estate funds have unique tax
characteristics. A client should consult with a tax
advisor before investing in those funds. Private
real estate funds and funds of private real estate
funds are subject to limited regulation and offer
limited disclosure and transparency. Also, the
costs of private real estate funds and funds of
private real estate funds are typically higher than
other types of funds. Investment advisers or
managers
funds often receive a
management fee plus a performance fee. Private
real estate funds and funds of private real estate
fund are also generally subject to operational
expenses and transaction fees. Because of the
existence of a performance fee, fund managers
may be motivated to make riskier investments
that have the potential for significant growth in
value. Investments in private real estate funds
and funds of private real estate funds also have
reduced liquidity compared to other investments.
receive
Investors
distributions from a fund for a number of years.
Private real estate
is very risky.
Investments made by private real estate funds
and funds of private real estate funds may be
concentrated in properties involved in one or
Private Infrastructure Funds Risks. Private
infrastructure funds are pools of actively managed
capital that invest primarily in infrastructure
projects and assets and may involve exposure to
a
range of economic or market sectors,
geographic locations and asset types. Examples of
infrastructure investments may include, among
and
others,
transportation.
funds
usually have an investment objective or strategy
that may focus on certain sectors, industries,
geographic regions, size ranges or stages of
development or operations, or on certain types
and sizes of investments. Private infrastructure
funds have unique tax characteristics. A client
should consult with a tax advisor before investing
in those funds. Private infrastructure funds are
subject to limited regulation and offer limited
disclosure and transparency. Also, the costs of
private infrastructure funds are typically higher
than other types of funds. Investment advisers or
funds often receive a
managers
management fee plus an incentive fee. Private
infrastructure funds are also generally subject to
administrative service
investment
transaction fees. Because of the existence of
incentive fees, fund managers may be motivated
investments that have the
to make riskier
potential
in value.
Investments in private infrastructure funds also
to other
have
investments. Investors should not expect to
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
investments made
by
industries or
risks may
securities
include: market
selection
credit
capitalization
risk,
foreign
risk,
foreign
infrastructure
funds
are
means to keep the ETN’s market price in line with
its indicative value, which have caused significant
fluctuations in ETN prices. Investing in ETNs
involves special risks, including, but not limited
to, risks associated with Non-Traditional Assets
and derivative instruments and the risk that the
actual market price for an ETN may vary
significantly from the indicative value computed
by the issuer. Other risks may include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
risk,
rate
risk,
risk,
investment style
issuer and
investment risk, and emerging market risk. ETNs
are complex investments and involve significant,
special risks. As a result, ETNs may not be
suitable for some clients.
pools
(typically
structured
receive distributions from a fund for a number of
years. Private infrastructure investing is very
risky. Many investments are not profitable. In
private
addition,
infrastructure funds may be concentrated in one
or more economic
sectors,
geographic regions, stages of development or
operation, or sizes of companies. Investing in
private infrastructure funds involves other special
risks, including, but not limited to, dependence
upon key personnel and conflicts of interest risks.
risk,
Other
risk,
management and
investment objective and asset allocation risk,
interest rate risk, credit risk, capitalization risk,
investment style
issuer and
investment risk, and emerging market risk.
complex
Private
investments that have significant, special risks. As
a result, they may not be suitable for some
clients. Clients investing in private infrastructure
funds should have a high tolerance for risk,
including the willingness and ability to accept lack
of liquidity and potential loss of their investment.
throughout
in managed
currencies,
Assets,
leverage,
Exchange Traded Notes Risks. An ETN is a
type of debt security that trades on an exchange
and provides a return linked to the performance
of an underlying benchmark. The underlying
benchmark can be a particular security, bond,
commodity, currency, or other Non-Traditional
Asset type, a group or basket of companies,
securities, commodities, currencies, derivative
instruments, Non-Traditional Asset investments or
other assets, or an index or other benchmark
linked to stocks, market volatility, bonds, interest
rates, Treasury yields, yield curves and spreads,
derivative instruments, strategies, commodities,
currencies or other assets. ETNs trade on
the day at prices
exchanges
determined by the market. Unlike ETFs, issuers of
ETNs do not buy or hold assets to replicate or
approximate the performance of the underlying
benchmark. Also in contrast to ETFs, ETNs also do
not calculate their net asset value, are generally
not redeemable on a daily basis, and are not
registered under the Investment Company Act of
1940. Issuers may also have the right and option
to redeem ETNs. Redemptions are made at the
ETN’s “indicative value” or “closing indicative
value”. An ETN's closing indicative value is
computed by the issuer and is distinct from an
ETN's market price, which is the price at which an
ETN trades in the secondary market. Issuers of
ETNs may also issue and redeem notes as a
Managed Futures Risks. Managed futures are
as
commodity
investment partnerships) managed by a futures
trading adviser that trade speculatively in various
derivative instruments and other investments.
There are significantly higher fees and expenses
associated with investments in managed futures
than other types of funds. Sponsors or managers
for these pools often receive a management fee
plus incentive or performance-based fee. Because
of the existence of a performance-based fee,
managers may be motivated to make riskier
investments that have the potential for significant
growth in value. Managed futures may seek
exposure to different asset classes, such as equity
securities, fixed income securities, commodities
(such as metals, agricultural products, and energy
products), currencies, interest rates, and indices.
Managed futures often obtain this exposure
through derivative instruments, which may be
traded on U.S. or foreign exchanges or markets.
Managed futures often employ computerized,
systematic and often proprietary trading models
and systems. Investing
futures
involves special risks, including, but not limited
to, liquidity risks and risks associated with
and other Non-
commodities,
Traditional
derivative
instruments and Complex Strategies. Other risks
may include: market risk, management and
securities selection risk, investment objective and
asset allocation risk, stock market risk, equity
securities risk, common stock risk, fixed income
securities risk, interest rate risk, credit risk,
foreign issuer and investment risk, and emerging
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Investing
market risk. Managed futures can be speculative
investments because of the types of investments
they make and they involve significant, special
risks. As a result, they may not be suitable for
some clients. Clients investing in these funds
should have a high tolerance for risk, including
the willingness and ability to accept significant
price volatility, potential lack of liquidity and
potential loss of their investment.
risks may
securities
include: market
selection
risk, credit
risk,
risk,
foreign
emerging market
issued in the form of a CD or note) but instead of
having a pre-determined rate of interest, the
return is linked to the performance of an
underlying asset class, such as single security or
basket or index of securities; a commodity or
basket or index of commodities, including futures;
and a foreign currency or basket of foreign
currencies.
in structured products
involves special risks, including, but not limited
to, risks associated with derivative instruments.
risk,
Other
management and
risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, interest
issuer and
rate
investment
risk,
commodities risk and currency risk. Structured
products are complex investments and involve
special risks. As a result, they may not be suitable
for some clients.
inverse
is
those
funds and they
Leveraged Fund and Inverse Fund Risks.
Leveraged funds and inverse funds may be
structured as ETNs, ETFs or open-end mutual
funds. Leveraged funds seek to deliver multiples
of the performance of the index or benchmark
they track. Inverse funds seek to deliver the
opposite of the performance of the index or
benchmark they track. Leveraged inverse funds
seek to achieve a return that is a multiple of the
inverse performance of the underlying index. Most
leveraged and
funds “reset” daily,
meaning that they are designed to achieve their
stated objectives on a daily basis. Because of the
effects of compounding, volatility and the fund
expenses, the returns of a leveraged or inverse
fund over longer periods of time can differ
significantly from the performance (or inverse of
the performance) of their underlying index or
benchmark during the same period of time. To
achieve their objectives, leveraged and inverse
funds typically employ aggressive investment
techniques, such as the use of leverage, short
sales, swap contracts, futures, options and other
derivative instruments. Investing in leveraged
funds and inverse funds involves special risks,
including, but not limited to, risks associated with
Non-Traditional Assets, short sales, leverage, and
derivative instruments. Other risks may include:
market risk, management and securities selection
risk, investment objective and asset allocation
risk, stock market risk, equity securities risk,
common stock risk, fixed income securities risk,
interest rate risk, credit risk, foreign issuer and
investment risk, and emerging market risk.
Leveraged funds and inverse funds are complex
investments that have an increased risk of loss
compared to other
involve
significant, special risks. As a result, they may not
be suitable for some clients. A client should not
invest in these securities unless the client is
prepared to experience significant losses in the
value of the client’s Account.
Business Development Company Risks. A
BDC
closed-end
typically a domestic,
investment company that is operated for the
purpose of making equity and debt investments in
small and developing businesses, as well as
financially troubled businesses. As a result,
investments made by BDCs tend to be risky and
speculative. Investment advisers or managers for
BDCs often receive a management fee plus
incentive or performance-based fee. Because of
the existence of a performance-based
fee,
managers may be motivated to make riskier
investments that have the potential for significant
growth in value. BDCs commonly use borrowings
or leverage to make investments in portfolio
companies. Adverse interest rate movements can
negatively
impact a BDC’s ability to make
investments. Investments made by BDCs are
typically illiquid, and valuing such investments is
challenging. It is possible that valuations on
investments used are materially different from the
values that BDCs will ultimately receive upon
investments. Changing
disposition of
market and economic conditions affecting a BDC’s
investments may cause significant volatility in the
BDC’s net asset value and stock price. Due to the
nature of BDCs’ investments, securities issued by
BDCs are subject to greater liquidity risk than
other investments. A debt security or preferred
stock issued by a BDC, in many cases, is non-
rated or is rated below investment grade, which
can carry its own risks. Investing in BDCs involves
other special risks, including, but not limited to,
Structured Products Risks. Structured products
are a hybrid between two asset classes (typically
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
risk, capital markets access
high tolerance for risk, including the willingness
and ability to accept potential lack of liquidity and
potential loss of their investment.
information
about
Additional
certain
Complex Investment Products and other
investments pursuing Complex Strategies,
including the risks associated with those
investments, is available on Baird’s website
at bairdwealth.com/retailinvestor and on
FINRA’s website
at www.finra.org/
Investors. A client is encouraged to read the
included on those
disclosure documents
websites carefully before investing.
portfolio company credit and investment risk,
risk,
leverage
dependence upon key personnel
risk, and
regulatory risk. Other risks may include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, fixed income securities risk, and
interest rate risk. BDCs can be speculative
investments because of the types of investments
they make and involve significant, special risks.
As a result, BDC investments may not be suitable
for some clients. Clients investing in BDCs should
have a high tolerance for risk, including the
willingness and ability to accept significant price
volatility, potential lack of liquidity and potential
loss of their investment.
Risks Associated with Certain Investment
Objectives and Asset Allocation Strategies
Each Account is subject to the risks associated
with the investments in the Account. Generally,
an Account will be subject to the risks associated
with the portfolio listed below that corresponds to
the investment objective of the Account or the
asset allocation strategy pursued by the Account.
risk,
common
stock
to other primary
risks,
risks,
foreign
including, but not
All Growth Portfolio. An All Growth Portfolio will
generally be invested in a manner that seeks to
provide growth of capital. All Growth Portfolios
have historically experienced high fluctuations in
annual returns and overall market value, typically
as a result of changes to market and economic
conditions. The Portfolio’s investments are subject
to a high risk of price declines, especially during
periods when stock markets in general are
declining. An All Growth Portfolio’s primary risks
generally include: market risk, management and
securities selection risk, investment objective and
asset allocation risk, stock market risk, equity
securities
risk, and
capitalization risks. Depending upon the Portfolio’s
specific investments, the Portfolio may also be
including
subject
investment style
issuer and
investment risks, emerging market risks, fixed
income security risks, below investment grade
(high yield or “junk” bonds) securities risks, and
the risks described under the headings “Non-
Traditional Assets and Complex Strategies Risks”
and “Complex Investment Product Risks” above.
Capital Growth Portfolio. A Capital Growth
Portfolio will generally be invested in a manner
that seeks to provide growth of capital. Capital
Growth Portfolios have historically experienced
moderately high fluctuations in annual returns
Master Limited Partnership Risks. An MLP is a
form of publicly-traded partnership that is taxed
as a partnership. MLPs have unique
tax
characteristics. A client should consult with a tax
advisor before investing in MLPs. An MLP must
generally earn at least 90% of its income from
certain qualifying sources, which includes income
and gains from certain activities involving natural
resources such as oil, natural gas, natural gas
liquids, refined petroleum products, coal, carbon
dioxide and biofuels. An MLP
is generally
structured as a limited partnership or limited
liability company and managed and operated by a
general partner or manager. Owners of an MLP
are called “limited partners” or “unit holders”.
Unit holders own interests or units in the MLP
(“units”) that are traded on a stock exchange.
MLPs make distributions to unit holders of their
available cash flows. Many MLPs focus on a
particular sector or industry. Those MLPs are
subject to risks associated with sectors or
industries in which they are focused. The value of
an investment in an MLP and the amount of
distributions it makes may depend on the prices
of the underlying commodity, such as oil or
natural gas. Many MLPs are sensitive to changes
in the prevailing level of commodity prices. MLPs
have also shown sensitivity to interest rate
movements. Investing in MLPs involves other
special risks,
limited to,
macroeconomic risk, interest rate risk, liquidity
risk, operating risk, capital markets access risk,
growth risk, distribution risk, conflicts of interest
risk, and regulatory risk. MLPs are complex
investments that have significant, special risks. As
a result, MLPs may not be suitable for some
clients. Clients investing in MLPs should have a
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upon
Portfolio’s
foreign
issuer and
investment
risks,
foreign
the headings
and overall market value, typically as a result of
changes to market and economic conditions. The
Portfolio’s investments are subject to a risk of
price declines, especially during periods when
stock markets in general are declining. A Capital
Growth Portfolio’s primary risks generally include:
market risk, management and securities selection
risk, investment objective and asset allocation
risk, stock market risk, equity securities risk,
common stock risk, and capitalization risks.
Depending
specific
the
investments, the Portfolio may also be subject to
other primary risks, including investment style
risks,
risks,
emerging market risks, fixed income securities
risk, interest rate risk, credit risk, asset-backed
securities risks, below investment grade (high
yield or “junk” bonds) securities risks, and the
risks described under
“Non-
Traditional Assets and Complex Strategies Risks”
and “Complex Investment Product Risks” above.
Portfolios have historically experienced moderate
fluctuations in annual returns and overall market
value, typically as a result of changes to interest
rates and market and economic conditions. The
Portfolio’s investments are subject to a risk of
price declines, especially during periods when
interest rates are rising or when stock markets in
general are declining. An Income with Growth
Portfolio’s primary risks generally include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
fixed income securities risk, interest rate risk,
credit risk, money market fund risk, stock market
risk, equity securities risk, common stock risk,
and capitalization risks. Depending upon the
Portfolio’s specific investments, the Portfolio may
also be subject to other primary risks, including
issuer and
investment style
investment risks, emerging market risks, asset-
backed securities risks, below investment grade
(high yield or “junk” bonds) securities risks, and
the risks described under the headings “Non-
Traditional Assets and Complex Strategies Risks”
and “Complex Investment Product Risks” above.
to
economic
The
to other primary
risks,
risks,
foreign
to other primary
risks,
risks,
foreign
Growth with Income Portfolio. A Growth with
Income Portfolio will generally be invested in a
manner that seeks to provide moderate growth of
capital and some current income. Growth with
Income Portfolios have historically experienced
moderate fluctuations in annual returns and
overall market value, typically as a result of
changes to market and economic conditions and
interest rates. The Portfolio’s investments are
subject to a risk of price declines, especially
during periods when stock markets in general are
declining or when interest rates are rising. A
Growth with Income Portfolio’s primary risks
generally include: market risk, management and
securities selection risk, investment objective and
asset allocation risk, stock market risk, equity
securities risk, common stock risk, fixed income
securities risk, interest rate risk, credit risk, and
capitalization risks. Depending upon the Portfolio’s
specific investments, the Portfolio may also be
subject
including
investment style
issuer and
investment risks, emerging market risks, asset-
backed securities risks, below investment grade
(high yield or “junk” bonds) securities risks, and
the risks described under the headings “Non-
Traditional Assets and Complex Strategies Risks”
and “Complex Investment Product Risks” above.
Conservative Income Portfolio. A Conservative
Income Portfolio will generally be invested in a
manner that seeks to provide current income.
Relative
the portfolios described above,
Conservative Income Portfolios have historically
experienced smaller fluctuations in annual returns
and overall market value as a result of changes in
stock market conditions, but have experienced
fluctuations in relation to changes in interest rates
and
Portfolio’s
conditions.
investments are subject to risk of price declines,
especially during periods when interest rates are
rising. A Conservative Income Portfolio’s primary
risks generally include: market risk, management
and securities selection risk, investment objective
and asset allocation risk, fixed income securities
risk, interest rate risk, credit risk, money market
fund risk, equity securities risk, and common
stock risks. Depending upon the Portfolio’s
specific investments, the Portfolio may also be
including
subject
investment style
issuer and
investment risks, asset-backed securities risks,
and below investment grade (high yield or “junk”
bonds) securities risks.
Income with Growth Portfolio. An Income with
Growth Portfolio will generally be invested in a
manner that seeks to provide current income and
some growth of capital. Income with Growth
Capital Preservation Portfolio. A Capital
Preservation Portfolio will generally be invested in
a manner that seeks to preserve capital while
the
generating current
income. Relative
to
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fixed
income
security
risks,
risks, below
investment grade (high yield or “junk” bonds)
securities risks, and the risks described under the
headings “Non-Traditional Assets and Complex
Strategies Risks” and “Complex
Investment
Product Risks” above.
interest
rates are
fixed
portfolios described above, Capital Preservation
Portfolios have historically experienced smaller
fluctuations in annual returns and overall market
value as a result of changes in stock market
conditions, but have experienced fluctuations in
relation to changes in interest rates and economic
conditions. The Portfolio’s investments are subject
to risk of price declines, especially during periods
rising. A Capital
when
Preservation Portfolio’s primary risks generally
include: market risk, management and securities
selection risk, investment objective and asset
income securities risk,
allocation risk,
interest rate risk, credit risk, and money market
fund risk. Depending upon the Portfolio’s specific
investments, the Portfolio may also be subject to
other primary risks, including foreign issuer and
investment risks, asset-backed securities risks,
and below investment grade (high yield or “junk”
bonds) securities risks.
Additional Considerations. A client should note
that an Account pursuing a particular investment
objective or asset allocation strategy will from
time to time be subject to actual risks that are
higher or lower than, or different from, the risks
described above under certain circumstances. See
“Investment Strategies and Methods of Analysis—
Investment Strategies—Important
Information
about Implementation of Investment Objectives
and Investment Strategies” above for more
information. In addition to the specific risks
described above, a client’s Account may be
subject to additional risks, depending upon the
particular investments in the client’s Account. A
client should discuss the risks of particular
investments with the client’s DDK Consultant. A
client should also note that there is no guarantee
as to how an Account will perform in the future. It
is possible that an Account could experience more
dramatic return or market value fluctuations than
occurred in the past.
to
perception
take advantage of
of market
Available Investment Product Risks
the
recommended
investment
Portfolios
have
that generally do not meet
the
investments made,
less
if an Available
Product
experiences
organizational,
The use of Available Investment Products,
including SMA Strategies made available under
the BSN and DC Programs, and including UAS
Available SMA Strategies and UAS Available Funds
made available under the UAS Program, are
subject to additional risks compared to the use of
Baird
products.
Available Investment Products are investment
products
the
qualifications and standards that Baird establishes
for its recommended product lists. As a result,
there is a higher likelihood that some Available
Investment Products will have poor performance
and will significantly underperform compared to
an applicable benchmark index or peer group.
Available Investment Products are also subject to
significantly
review by Baird
rigorous
compared to recommended investment products.
Investment Product
Thus,
experiences significant performance problems or
if the manager or sponsor of an Available
significant
Investment
management,
operational,
compliance, legal, regulatory or other problems,
Opportunistic Portfolio. An Opportunistic
Portfolio will generally be invested in a manner
that seeks to provide long term growth through
capital appreciation and/or income by utilizing an
active management style that shifts the amount
of investment made in different asset classes and
the
market sectors
manager’s
pricing
anomalies, those market or industry sectors
deemed favorable for investment by the manager,
the current interest rate environment and/or
other macro-economic trends identified by the
manager to achieve growth while accounting for a
client’s specific short, intermediate and long term
investment and/or cash flow needs. Depending
investment strategy used, some
upon
Opportunistic
historically
experienced high fluctuations in annual returns
and overall market value, typically as a result of
changes to market and economic conditions.
Depending upon the investment strategy used
and
the Portfolio’s
investments may be subject to a high risk of price
declines, especially during periods when stock
markets in general are declining. An Opportunistic
Portfolio’s primary risks generally include: market
risk, management and securities selection risk,
investment objective and asset allocation risk,
stock market risk, equity securities risk, common
stock risk, and capitalization risks. Depending
upon the Portfolio’s specific investments, the
Portfolio may also be subject to other primary
risks, including investment style risks, foreign
issuer and investment risks, emerging market
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is a higher risk
that
Product
that
experiences
Accordingly, the client is responsible for voting
proxies and otherwise addressing all matters
submitted for consideration by security holders,
and DDK and Baird are under no obligation to
take any action or render any advice regarding
such matters. The client’s DDK Consultant may,
upon the client’s request, provide advice on proxy
voting or what other action the client could take.
UMA Programs
the
list of
there
the Available
Investment Product will be made available (and
will continue to be made available) to clients by
Baird. An investment by a client in an Available
Investment
the
occurrence of any such event could negatively
impact the client’s Account. Available Investment
Products should only be used by a client if the
client wishes to take more responsibility for
monitoring and managing the assets in the
client’s Account,
recommended
products does not contain an investment product
that meets the client’s particular needs, and the
client understands the risks of doing so.
Recent Events
U.S. and international markets have experienced
significant periods of volatility due to a number of
economic, political and other global macro factors.
Under the ALIGN UMA Select Portfolios and UAS
Portfolios Programs, a client may retain the right
to vote proxies with respect to the securities held
in the client’s Account, or the client may delegate
such right to the Overlay Manager. A client may
select either option by making the appropriate
election in the client’s advisory agreement. For
information about the Overlay Manager’s voting
policies and procedures, clients should review the
Overlay Manager’s Form ADV Part 2A Brochure.
Separately Managed Accounts
The transition to a new administration following
recent U.S. Presidential election may
the
introduce meaningful market uncertainty as new
policies, executive orders, or
legislation are
proposed or enacted.
Geopolitical risks appear elevated with the war
between Ukraine and Russia now passing its third
anniversary, tensions remaining high in the
Middle East, and relations between the U.S. and
China and other countries are strained.
Domestically, inflation remains an area of focus
since getting to the U.S. Federal Reserve Board’s
2% target may prove to be more challenging than
the market expects. In addition, the level of
political discord remains high.
Under the Baird Affiliated Managers Program, DDK
Recommended Managers Service, Baird SMA
Network Program, and Dual Contract Program, a
client may retain the right to vote proxies with
respect to the securities held in the client’s
Account, or the client may delegate such right to
the investment manager selected to manage the
client’s Account (which may include Baird, the
Overlay Manager or an Implementation Manager).
A client may select either option by making the
appropriate election
in the client’s advisory
agreement (and in the case of a dual contract
arrangement under the Dual Contract Program,
by providing proper instructions to the manager
directly). For information about a manager’s
voting policies and procedures, clients should
review
the manager’s Form ADV Part 2A
Brochure.
result
in an elevated
Discretionary Services
The uncertain course of these various factors may
have a significant negative impact on the global
economy, may
risk
environment with increased volatility in asset
prices, which could have an adverse effect on a
client’s Account.
Voting Client Securities
Baird Advisory Choice Program and Other
Non-Discretionary Accounts
Under the ALIGN Strategic Portfolios, BairdNext
Portfolios, DDK Investment Management, and
Russell Programs, a client may retain the right to
vote proxies with respect to the securities held in
the client’s Account, or a client may delegate such
right to Baird.
Under the Baird Advisory Choice Program and
with respect to any other Accounts over which the
client retains discretionary investment authority,
a client retains the right to vote proxies with
respect to the securities held in such Accounts.
If a client retains proxy voting authority, Baird will
forward proxy materials that Baird actually
receives to the client. The client will then be
solely responsible for analyzing the materials and
casting the vote.
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
If a client delegates voting authority to Baird,
Baird will vote proxies solicited by, or with respect
to, securities held in the client’s Account for the
exclusive benefit of the client and in accordance
with policies and procedures adopted by Baird.
specific voting guidelines (e.g., Taft-Hartley
guidelines). For those matters for which the
independent proxy voting service does not
provide a specific voting recommendation, each
DDK Consultant or Baird portfolio manager will
cast the vote in a manner he or she believes is in
the best interest of clients. The votes cast for a
client’s Account may differ from those votes cast
for other Baird clients based on differing views of
DDK Consultants and other Baird portfolio
managers.
Baird has adopted written policies and procedures
that are reasonably designed to ensure that it
votes client securities in the best interests of
clients. Those procedures address material
conflicts of interest that may arise between
Baird’s interests and those of its clients. Although
a description of Baird’s proxy voting policies and
procedures is provided below, Baird will furnish a
copy of its proxy voting policies and procedures to
clients upon their request. Additionally, clients
may obtain information on how Baird actually
voted proxies with respect to the securities held in
their accounts by contacting their DDK Consultant
or by calling (414) 765-3500.
interests. Baird utilizes
governance
services,
Baird uses ISS’s electronic vote management
system to cast votes on behalf of clients. In
connection with Baird’s use of that system, ISS
pre-populates how client votes should be cast
based upon ISS’s voting recommendations. The
system allows Baird to change the pre-populated
vote (to the extent permitted by Baird’s proxy
voting policies) up until a certain time prior to the
applicable meeting (the “voting cut-off time”).
Baird’s proxy voting policies are designed to
address situations when additional information
becomes available after the votes are pre-
populated in the system and before the voting
cut-off time. However, there is no guarantee that
all information that could affect Baird’s proxy
voting decision will be received or considered by
Baird prior to a vote being cast.
voting
recommendations.
(or
responsible
interests of
In situations in which a client has delegated to
Baird voting authority with respect to securities in
the client’s Account, Baird will vote proxies in a
manner that Baird believes is consistent with the
client’s best
an
independent provider of proxy voting and
corporate
currently
Institutional Shareholder Services (“ISS”), to
analyze proxy materials and votes and make
ISS
independent
provides proxy voting guidelines regarding its
position on various matters presented by
companies to their shareholders for consideration.
Baird will typically vote shares in accordance with
the recommendations made by ISS. However,
ISS’s guidelines are not exhaustive, do not
address all potential voting issues, and do not
necessarily correspond with the opinions of DDK
Consultants or other Baird portfolio managers
managing a client’s Account. In the event the
client’s DDK Consultant or Baird portfolio manager
believes the ISS recommendation is not in the
best interest of the client, the DDK Consultant or
Baird portfolio manager, as applicable, will bring
the issue to Baird’s Proxy Voting Sub-Committee
through a proxy challenge process. The Sub-
Committee will
for
then be
determining how the vote will be cast. The
decision made by
the Proxy Voting Sub-
Committee on the proxy challenge applies to all
advisory accounts managed by
the DDK
Consultant or Baird portfolio manager (or team of
DDK Consultants or Baird portfolio managers),
unless the client has directed Baird to utilize
The proxy voting policies and procedures also
address instances in which Baird’s interests may
appear to conflict with client interests, such as
when Baird or an affiliate of Baird is managing or
administering
to manage or
seeking
administer) a corporate retirement, pension or
employee benefit plan or providing (or seeking to
provide) advisory or other services to a company
whose management is soliciting proxies. In such
instances, there may be a concern that Baird
would be inclined to vote in favor of management
because of Baird’s relationship or pursuit of a
relationship with the company. In situations
where there is a potential conflict of interest,
Proxy Voting Sub-Committee will
Baird’s
determine the nature and materiality of the
conflict. If the conflict is determined to not be
material, the Sub-Committee will vote the proxy
in a manner the Sub-Committee believes is in the
best
the client and without
consideration of any benefit to Baird or its
affiliates. If the potential conflict is determined to
be material, Baird’s Proxy Voting Sub-Committee
will take one of the following steps to address the
potential conflict: (1) cast the vote in accordance
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
authorized party) will need to provide voting
instructions to Baird. To the extent the client (or
other authorized party) does not provide timely
voting instructions, Baird will vote such securities
to the extent permitted by law and in compliance
with the rules of the New York Stock Exchange
and the SEC relating to such matters.
with the recommendations of ISS or other
independent third party; (2) refer the proxy to
the client or to a fiduciary of the client for voting
purposes; (3) suggest that the client engage
another party to determine how the proxy should
be voted; (4) if the matter is not addressed by
ISS, vote in accordance with management’s
recommendation; or (5) abstain from voting.
Legal Proceedings and Corporate Actions
Generally, none of DDK, Baird or any Other
Manager responsible for managing all or a portion
of the assets in a client’s Account will render
advice or take action on a client’s behalf with
respect to securities that are or were held in the
client’s Account, or the issuers thereof, which go
into default or become the subject of legal
proceedings, such as class action claims, defaults
or bankruptcies. Also, they may or may not vote
or advise clients on other corporate actions, like
tender offers, that are not solicited by a proxy
statement. At a client’s request, Baird will forward
information that Baird actually receives to the
client.
While Baird uses its best efforts to vote proxies,
there are instances when voting is not practical or
is not, in Baird’s or DDK Consultants’ view, in the
best interest of clients. For example, casting a
vote on a foreign security may involve additional
costs or may prevent, for a period of time, sales
of shares that have been voted. Also, when a
client has entered into a securities lending
program, Baird generally will not seek to recall
the securities on loan for the purpose of voting
the securities; however, Baird reserves the right
to recall the shares on loan on a best efforts basis
if the client’s DDK Consultant becomes aware of a
proxy proposal where the proxy vote is materially
important to the client’s Account.
In addition to the services described above, Baird
has engaged ISS for vote execution and record-
keeping services.
Other Proxy Voting Information
Clients wishing to direct particular votes once
they have granted Baird discretionary voting
authority may do so by contacting their DDK
Consultant. However, if Baird has been granted
discretionary voting authority, neither DDK nor
Baird will provide a client with notice that Baird
has received a proxy solicitation, nor will they
consult with the client before casting a vote,
unless the client otherwise directs them to do so.
investment
timeframe,
and
Client Information Provided to
Portfolio Managers
Under the Baird Affiliated Managers Program, DDK
Recommended Managers Service, Baird SMA
Network Program, and Dual Contract Program,
and UMA Programs, DDK and Baird provide
information about the client to the
certain
investment managers managing
the client’s
Account (which may include the Overlay Manager
or an Implementation Manager) when the client
establishes the advisory relationship with such
managers. Such information includes the client’s
investment objectives and risk tolerance and tax
lot information for the applicable Account assets.
Under the Baird SMA Network Program and DDK
Recommended Managers Service, DDK and Baird
also provide to the investment manager a client’s
age,
liquidity
requirements.
Except to the extent a client has delegated proxy
voting authority to Baird, DDK and Baird have no
authority, direct or implicit, and accept no
responsibility for taking any action or rendering
any advice with respect to the voting of proxies
related to securities held in a client’s Accounts.
Providing Baird Voting Instructions
Unless specifically requested to do so by a client,
DDK and Baird do not generally provide such
information about the client on an ongoing basis
to the investment manager managing the client’s
Account.
As mentioned above, Baird may be the holder of
record for certain securities in a client’s Account.
If the client retains voting authority over such
securities (or delegates such authority to party
other than Baird), and a proxy is solicited with
respect to any such securities, the client (or other
Baird also generally provides the following to the
client’s manager unless otherwise instructed by a
client: trade confirmations, account statements,
and access to client’s Account on Baird’s system.
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their
Client Contact with Portfolio Managers
DDK and Baird do not place any restrictions upon
clients who wish to contact or consult with Other
accounts. DDK
Managers managing
encourages clients to discuss their accounts with
their DDK Consultant.
reimbursed the customer for the loss. The
findings also included that Baird did not establish
and maintain a supervisory system, including
WSPs, for correcting trade errors that was
reasonably designed to ensure compliance with
applicable securities laws, regulations and rules.
Baird was censured and fined $200,000.
certain of
the
its
to adopt or
to
provide
designed
to Baird’s clients and
Additional Information
Disciplinary Information
In April 2016, Baird, without admitting or denying
the findings, consented to the sanctions and
findings of the Financial Industry Regulatory
Authority, Inc. (“FINRA”) that it violated NASD
Conduct Rule 3010, FINRA Rule 3110, and FINRA
Rule 2010, by failing to establish and maintain a
supervisory system and procedures reasonably
designed to ensure that customers who purchased
mutual fund shares received the benefit of
applicable sales charge waivers. In May 2015,
Baird began a review to determine whether Baird
had provided available sales charge waivers to
eligible customers. Based on this review, in May
2015, Baird self-reported to FINRA that various
eligible customers had not received available
sales charge waivers. Baird was found to have
retirement plan and
disadvantaged certain
charitable organization customers
that were
eligible to purchase Class A shares in certain
mutual funds without a front-end sales charge.
The findings also stated that these customers
were instead sold Class A shares with a front-end
sales charge or Class B or C shares with higher
ongoing fees and the potential application of a
contingent deferred sales charge. Baird was
censured and required to pay restitution to
affected customers estimated to be approximately
$2.1 million including interest.
supervisor within
In September 2016, the SEC announced that
Baird, without admitting or denying the findings,
consented to the sanctions and findings of the
SEC that it violated Section 206(4) of the Advisers
Act and Rule 206(4)-7 thereunder by failing to
adopt and implement adequate policies and
procedures to track and disclose trading away
practices by
subadvisors
participating in Baird’s wrap fee programs offered
Private Wealth Management
through
Department. Through these programs, Baird’s
advisory clients pay an annual fee in exchange for
receiving access to select subadvisors and trading
strategies, advice from Baird’s financial advisors,
and trade execution services through Baird at no
additional cost. However, if a subadvisor chooses
not to direct the execution of particular equity
trades through Baird in order to fulfill its best
execution obligation and the executing broker
charges a commission or fee, Baird’s advisory
clients often are charged additional commissions
or fees for those transactions, which is often
embedded in the price paid or received for the
security. This practice is referred to as “trading
away” and these types of trades are frequently
called “trade aways.” Baird was found to have
implement policies and
failed
specific
procedures
information
financial
advisors about the costs of trading away. Baird
agreed to provide additional disclosure to clients
and review and, as necessary, update its policies
and procedures. Baird also was ordered to cease
and desist committing or causing any violations
and any future violations of Section 206(4) of the
Advisers Act and Rule 206(4)-7 thereunder and
pay a civil money penalty in the amount of
$250,000.
In July 2016, Baird, without admitting or denying
the findings, consented to the sanctions and to
the entry of findings of FINRA that the firm and a
its Private Wealth
firm
Management business did not
reasonably
supervise a former Financial Advisor who misused
a customer’s funds. The findings stated that the
supervisor did not reasonably follow-up on red
flags associated with a trade correction request
submitted by the Financial Advisor that should
have alerted him to the Financial Advisor's misuse
of a customer’s funds. The supervisor also did not
follow certain of Baird’s written supervisory
procedures (“WSPs”) relating to trade corrections.
After the supervisor realized that the Financial
Advisor misused the customer’s funds, Baird
In March 2019, Baird, without admitting or
denying the findings, consented to an order of the
SEC, which found that it violated Sections 206(2)
and 207 of
for making
the Advisers Act
inadequate disclosures to advisory clients about
mutual fund share classes. The order was part of
a voluntary self-reporting program initiated by the
SEC called the “Share Class Selection Disclosure
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Initiative.” Under
brokerage
customers
an
it charged
supervisory
system
firms bought
fees and/or
the conflict of
unfair
certain
commission when
its published
minimum commission amount of $100 on 7,277
retail equity trades and failed to establish and
maintain a
reasonably
designed to prevent charging a customer a
commission that is unreasonable or unfair in
violation of FINRA Rules 3110, 2121, and 2010.
Baird also consented to a censure, a fine in the
amount of $150,000, and the payment of
restitution of $266,481 plus interest. The findings
related to FINRA’s routine examination of Baird in
2020. During that examination, Baird modified its
minimum commission schedule and supervisory
procedures. Baird also took steps to make
payments to the affected customers, which on
average amounted to $36.62 per trade and
$57.64 per customer. Baird will continue to make
efforts to ensure that it charges fair prices and
commissions on all securities transactions with its
customers. The brokerage customers identified by
FINRA did not include any DDK client and no DDK
client was alleged to have been charged an unfair
commission.
its
the program,
(or SCSD)
investment advisory
firms were offered the
opportunity to voluntarily self-report violations of
the federal securities laws relating to mutual fund
share class selection and related disclosure issues
and agree to settlement terms imposed by the
SEC,
including returning money to affected
investment advisory clients. The central issue
identified by the SEC was that, in many cases,
investment advisory
for or
recommended to their investment advisory clients
mutual fund share classes that had distribution or
service fees (commonly known as 12b-1 fees)
paid out of fund assets to the firms when lower-
cost share classes were available to those
advisory clients, and the investment advisory
firms did not adequately disclose their receipt of
interest
12b-1
associated with those 12b-1 paying share classes.
Baird and many other firms self-reported under
the program and entered
into substantially
identical orders. By self-reporting and consenting
to the order, Baird agreed to a censure and to
cease and desist from committing or causing any
violations and future violations of Sections 206(2)
and 207 of the Advisers Act. Baird also agreed to
establish a distribution fund and to deposit into
that fund the improperly disclosed 12b-1 fees
received by Baird plus prejudgment interest,
which will be paid to affected advisory clients.
More information about the order is contained in
Baird’s Form ADV, which is available on the SEC’s
Investment Advisory Public Disclosure website at
https://www.adviserinfo.sec.gov/IAPD/Default.as
px or in the SEC’s press release about the SCSD
Initiative at https://www.sec.gov/news/press-
release/2019-28.
other
reports about an
reports was engaged
to disclose
In June 2019, Baird, without admitting or denying
the findings, consented to the sanctions and to
the entry of findings of FINRA that between late
April 2013 and early July 2013 it published
research
issuer without
disclosing that the research analyst who authored
in employment
the
discussions with the issuer that constituted an
actual, material conflict of interest and that the
failure
research analyst’s
the
employment discussions with the issuer in the
research reports made those reports misleading.
Baird was censured and fined $150,000.
the
In September 2023, Baird entered into an Offer of
Settlement with the SEC, in which it admitted that
it violated Section 17(a) of the Exchange Act and
Rule 17a-4(b)(4) thereunder and Section 204 of
the Advisers Act and Rule 204-2(a)(7) thereunder
for failing to maintain records of certain business-
related communications made by Baird associates
when they used their personal devices (“off-
channel communications”) and for failing to
supervise
business-related
associates’
communications. The settlement was related to
an SEC risk-based initiative, whereby the SEC
investigated a large number of financial services
firms to determine whether those firms were
text and
properly retaining business-related
instant messages
off-channel
and
communications sent and received on employees’
personal devices. Following the commencement of
the SEC’s initiative, Baird cooperated with the
SEC and conducted voluntary interviews of a
sampling of Baird supervisors to gather and
review messages found on their personal devices.
While Baird had policies and procedures in place
prohibiting such off-channel communications, it
was discovered that certain Baird supervisors
communicated
off-channel using non-Baird
approved methods on their personal devices
about Baird’s broker-dealer and
investment
findings were
adviser businesses, and
reported to the SEC. Baird took steps prior to and
In August 2022, Baird, without admitting or
denying the findings, consented to the entry of
findings of FINRA, which found that it charged
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
communications. As part of
deciding to select or recommend affiliated or
related investment products are generally the
same as those used for unrelated investment
products. However, a client should note that
certain Services and certain categories of
investment products made available to clients
only offer advisors or investment products that
are affiliated or related to with Baird. In those
cases, Baird and its DDK Consultants do not
impose the same criteria or level of review.
Broker-Dealer Activities
including:
training,
after the SEC’s review, including implementing a
new communication tool designed
for Baird
associates’ personal devices, conducting training,
and periodically requiring requisite associates to
provide an attestation relating to their business-
related
the
settlement, Baird was censured and ordered to
cease and desist from future violations of Section
17(a) of the Exchange Act and Rule 17a-4(b)(4)
thereunder and Section 204 of the Advisers Act
and Rule 204-2(a)(7) thereunder and to pay a
civil monetary penalty of $15 million. In addition,
Baird agreed to certain undertakings, including
retaining an independent compliance consultant
to conduct a review of Baird’s policies and
procedures,
surveillance program,
technology solutions and similar matters related
to off-channel communications.
Baird is engaged in a broad range of broker-
dealer activities,
individual and
institutional brokerage transactions; origination
of, and participation in, underwritings of corporate
and municipal securities; market making and
trading activities in corporate securities and
municipal and governmental bonds; distribution of
mutual fund shares; option transactions; and
research services.
Additional information about Baird’s disciplinary
history is available on the SEC’s website at
www.adviserinfo.sec.gov.
Certain DDK and Baird associates and certain
management persons of Baird are registered, or
have an application pending to register, as
registered representatives and associated persons
of Baird to the extent necessary or appropriate to
perform their job responsibilities.
Investment Management Activities
Other Financial Industry Activities and
Related Parties
Baird is registered with the SEC as a broker-
dealer under the Exchange Act and as an
investment adviser under the Advisers Act. Baird
is also affiliated with or related to certain broker-
dealers,
financial
investment advisors, other
services firms and investment products that are
identified below. Certain Baird associates and
certain management persons of Baird may invest
in those investment products.
Baird and DDK Consultants may, from time to
time refer clients to Baird Advisors or Baird Equity
Asset Management,
investment management
departments of Baird, or CCM, a division of Baird
Equity Asset Management. DDK Consultants are
eligible for referral compensation to be paid by
Baird that is based upon, among other factors,
the compensation
received by Baird. DDK
Consultants may have a financial incentive to
recommend to clients the services of those Baird
investment management departments over the
services provided by other investment managers.
receive
higher
through disclosure
In addition,
From time to time, Baird and its DDK Consultants
may recommend that clients retain the services of
financial services firms or invest in investment
products that are affiliated with or related to
Baird. Such a recommendation of affiliated or
related financial services firms or investment
products creates a potential conflict of interest
because Baird, its DDK Consultants and related
aggregate
parties may
compensation if clients retain those firms or
invest in those investment products instead of
retaining unrelated firms or investing in unrelated
this
investment products. Baird addresses
this
in
potential conflict
Brochure. Further, when acting as fiduciaries,
Baird and its DDK Consultants are required to
select or recommend investment products only
when they determine it to be in the client’s best
interest to do so. The criteria used by them in
Baird Equity Asset Management acts as
investment manager to clients pursuing the Baird
Equity Asset Management Strategies under the
Baird Affiliated Managers Program. Certain
investment strategies offered by Baird Equity
Asset Management have been selected by Baird
for inclusion on Baird’s Recommended Managers
List.
investment products and
services offered by Baird Advisors, Baird Equity
Asset Management and CCM have been selected
by Baird for inclusion in the BAM and UMA
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Programs and are made available to clients
through other Services. Baird has a financial
incentive to favor Baird Advisors, Baird Equity
Asset Management and CCM because Baird
receives more compensation if Baird Advisors,
Baird Equity Asset Management or CCM manages
a client’s Account rather than other unrelated
managers.
Baird is affiliated, and may be deemed to be
under common control, with Strategas, by virtue
of their common indirect ownership by BFG.
investment products and
Certain Strategas
services have been selected by Baird for inclusion
in the BAM and UMA Programs and are made
available to clients through other Services. Due to
its affiliation with Strategas, Baird has a financial
incentive to favor Strategas investment products
and services.
Certain Affiliated and Related Parties
Affiliated Broker-Dealers
and BFG’s
Baird is affiliated, and may be deemed to be
under common control, with Strategas Securities,
LLC (“Strategas Securities”), which is registered
with the SEC as a broker-dealer and investment
adviser, by virtue of their common indirect
ownership by BFG. Certain investment products
associated with Strategas Securities are made
available to clients through the Services. Due to
its affiliation with Strategas Securities, Baird has
a financial incentive to favor Strategas Securities’
investment products and services.
Baird is affiliated, and may be deemed to be
under common control, with GAMMA by virtue of
BFG’s and Riverfront’s indirect minority ownership
of GAMMA
and Riverfront’s
representation on the board of directors of
GAMMA. Certain GAMMA investment products and
services have been selected by Baird for inclusion
in the BAM and UMA Programs and are made
available to clients through other Services. Due to
its affiliation with GAMMA, Baird has a financial
incentive to favor GAMMA investment products
and services.
Affiliated and Related Investment Advisors
information about Riverfront
Riverfront
provides
Baird is related to LoCorr by virtue of BFG’s
indirect minority ownership of
the holding
company of LoCorr and BFG’s representation on
such holding company’s board of managers. From
time to time, DDK Consultants may use or
recommend LoCorr
investment products and
services. Due to its relation to LoCorr, Baird has a
financial incentive to favor LoCorr investment
products and services.
in
to
Baird is affiliated, and may be deemed to be
under common control, with Riverfront by virtue
of their common indirect ownership by BFG.
Additional
is
available in Riverfront’s Form ADV Part 2A
investment
Brochure.
management services under the Baird Affiliated
Managers Program. Some Riverfront Portfolios
utilize research or other services provided by
Strategas or CCM. Certain Riverfront investment
products and services have been selected by
Baird for inclusion in the BAM and UMA Programs
and are made available to DDK clients through
other Services. Due
its affiliation with
Riverfront, Baird has a financial incentive to favor
Riverfront investment products and services.
55ip uses research and other services from
the
Riverfront, an affiliate of Baird,
development of its portfolios under the BSN
Program, and Riverfront receives compensation
from 55ip with respect to those portfolios. Due to
its affiliation with Riverfront, Baird has a financial
incentive to
favor 55ip portfolios that use
Riverfront services.
Affiliated and Related Mutual Funds, ETFs
and Investment Companies
Baird is related to Greenhouse and Greenhouse
Fund GP LLC (“Greenhouse GP”) by virtue of
BFG’s indirect minority ownership of Greenhouse
and BFG’s representation on the board of
managers of Greenhouse GP. From time to time,
recommend
DDK Consultants may use or
Greenhouse or Greenhouse GP
investment
products and services. Due to its relation to
Greenhouse and Greenhouse GP, Baird has a
financial incentive to favor their investment
products and services.
Baird is the investment adviser and principal
underwriter for the Baird Funds. Baird Advisors
provides investment management, administrative,
to certain Baird Funds
and other services
investing primarily in fixed income securities (the
“Baird Bond Funds”). Baird Equity Asset
Management and CCM provide
investment
management and other services to certain Baird
Funds investing primarily in equity securities (the
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Baird Equity Asset Management serves as
investment adviser to Series Twenty Nine Baird
Small/Mid Cap Growth CIT, a series of the
Reliance Trust Institutional Retirement Trust.
Additional information about that CIT, including
information relating to the fees paid by that CIT
for investment management services, is available
in the CIT’s offering documents.
and
statement
of
information about
those
funds
for
and
statement
of
CCM serves as investment sub-adviser to a
mutual fund series of the Pace® Select Advisors
Trust and Baird receives compensation for those
those
services. Additional
mutual funds, including information relating to the
fees paid by
investment
management services, is available in the funds’
prospectus
additional
information.
“Baird Equity Funds”), and Greenhouse is the
investment subadvisor to one of those Funds, the
Baird Equity Opportunity Fund. Certain Baird
Equity Funds have investment objectives and
strategies substantially similar to certain of the
Baird Equity Asset Management
Portfolio
strategies discussed above. As compensation for
its services, Baird receives fees from each Baird
Fund, which fees are disclosed in each Fund’s
prospectus
additional
information available on Baird’s website at
bairdassetmanagement.com/baird-funds. Certain
Baird Funds have been selected by Baird for
inclusion in the ALIGN, BairdNext Portfolios and
UMA Programs and on Baird’s Recommended
Mutual Fund List, and all Baird Funds are made
available to DDK clients through other Services.
Baird has a financial incentive to favor the Baird
Funds because Baird receives more compensation
if a client invests in the Baird Funds rather than
other unrelated funds.
on
website
investments
those
Funds
Baird acts as a portfolio consultant or selects
securities for the following UITs: the DIT Global
Portfolio Series, the Dividend Income Trust
Series,
the Automated Quantitative Analysis
(AQA®) Portfolio Series, and the AQA® Large-
Cap Portfolio Series. Additional information about
those investment products, including information
relating to the compensation paid to Baird is
available in the applicable prospectus and other
fund documents. Those investment products are
made available to clients through the Programs.
Due to its affiliation with those investment
products, Baird has a financial incentive to favor
those investment products.
DDK Consultants who refer clients to the Baird
Funds are eligible for referral compensation to be
paid by Baird that is based upon, among other
factors, the compensation received by Baird. The
amount of the referral compensation is disclosed
in each Fund’s statement of additional information
at
available
Baird’s
bairdassetmanagement.com/baird-funds.
DDK
Consultants may have a financial incentive to
favor
over
in
investments in other mutual funds and to favor
the Baird Equity over the Baird Bond Funds.
funds and ETFs,
those
funds
for
Baird Advisors serves as investment sub-adviser
to two mutual fund series of the Bridge Builder
Trust and Baird receives compensation for those
services. Additional information about that mutual
fund, including information relating to the fees
paid by that fund for investment management
services, is available in the fund’s prospectus and
statement of additional information.
and
statement
of
for
Riverfront acts as investment sub-adviser for
certain mutual fund series of the Financial
Investors Trust and certain ETFs that are part of
the ALPS ETF Trust and First Trust Exchange-
Traded Fund III. Additional information about
including
those mutual
information relating to the compensation paid to
Riverfront by
investment
management services, is available in each fund’s
prospectus
additional
information. Certain mutual funds and ETFs
managed by Riverfront have been selected by
Baird for inclusion in the ALIGN and UMA
Programs, and all such mutual funds and ETFs are
made available to clients through other Services.
Due to its affiliation with Riverfront, Baird has a
financial incentive to favor funds managed by
Riverfront.
Baird Equity Asset Management serves as
investment sub-adviser to a mutual fund series of
the Principal Funds, Inc. and Baird receives
compensation
those services. Additional
information about that mutual fund, including
information relating to the fees paid by that fund
for investment management services, is available
in the
fund’s prospectus and statement of
additional information.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Certain Baird Capital-Related Entities
Investment Advisor
Private Equity Fund(s)
Baird Venture Partners Management Company III, LLC
Baird Venture Partners III Limited Partnership
BVP III Affiliates Fund Limited Partnership
BVP III Special Affiliates Limited Partnership
Baird Venture Partners Management Company IV, LLC
Baird Venture Partners IV Limited Partnership
BVP IV Affiliates Fund Limited Partnership
is available
in
BVP IV Special Affiliates Limited Partnership
Baird Venture Partners Management Company V, LLC
Baird Venture Partners V Limited Partnership
BVP V Affiliates Fund Limited Partnership
Strategas acts as investment advisor to certain
ETFs that are series of the Advisors’ Inner Circle
Fund III and acts as investment sub-adviser for
the Destinations Large Cap Equity Fund.
Strategas Securities is a sponsor of Strategas
Trust, a unit investment trust organized in series,
which series currently consists of Strategas Trust,
Series 1-1 (Strategas Policy Basket Portfolio).
Additional information about those investment
products, including information relating to the
compensation paid to Strategas and Strategas
Securities,
the applicable
prospectus. Those investment products are made
available to clients through the Services. Due to
its affiliation with Strategas and Strategas
Securities, Baird has a financial incentive to favor
those investment products.
BVP V Special Affiliates Fund Limited Partnership
Baird Capital Partners Management Company V, LLC
Baird Capital Partners V Limited Partnership
BCP V Affiliates Fund Limited Partnership
BCP V Special Affiliates Limited Partnership
LoCorr acts as investment advisor to the LoCorr
Funds. The LoCorr Funds are made available to
clients through the Services. Due to its relation to
the LoCorr Funds, Baird has a financial incentive
to favor the LoCorr Funds.
Baird Capital Management Company, LLC
Baird Venture Partners GP VI, LLC
Affiliated Private Funds
Baird Venture Partners VI LP
BVP VI Affiliates Fund LP
BVP VI Special Affiliates Fund LP
Baird Capital Management Company, LLC
Baird Capital Global Fund Management I LP
Baird Capital Global Fund I LP
funds are private pooled
Baird Capital Global Fund I-DE LP
BCGF I Special Affiliates LP
BCGF I Affiliates Fund LP
Baird Capital Management Company, LLC
Baird Capital Global Fund Management II LLC
CCM acts as investment manager for, and Baird is
the general partner or manager of,
the
Chautauqua International Growth Equity QP Fund,
LP, the Chautauqua Global Growth Equity QP
Fund, LP and the Chautauqua New World Growth
Equity Series (a series of Chautauqua Series
Fund, LLC) (the “Chautauqua Private Funds”).
Those
investment
vehicles that are not required to be registered
with the SEC as investment companies. Due to
their affiliation with the Chautauqua Private
Funds, Baird Equity Asset Management, CCM and
Baird have a financial incentive to favor those
funds.
Baird Capital Global Fund II Limited Partnership
BCGF II Affiliates Fund Limited Partnership
Affiliated Private Equity Funds
BCGF II Special Affiliates Limited Partnership
Baird Capital Management Company, LLC
Baird Capital Global GP III LLC
Baird Capital Global Fund III LP
BCGF III Affiliates Fund LP
BCGF III Special Affiliates LP
Baird Capital Partners Europe Limited*
Baird Capital Partners Europe II LP
Baird Capital Partners Europe II Special Affiliates LP
Baird is also engaged in a private equity business
through Baird Capital (“Baird Capital”), Baird’s
global private equity group. Baird and its DDK
Consultants may refer clients to Baird Capital. The
private equity funds offered through Baird Capital
make venture capital, growth equity and private
equity investments primarily in the business-to-
business, technology and services sector. The
private equity funds offered through Baird Capital
and the investment adviser entities that manage
them are set forth below.
The Growth Fund
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Related Hedge Funds
* Baird Capital Partners Europe Limited, an English
limited company, is regulated and authorized by the
Financial Conduct Authority.
to
Greenhouse acts as investment manager for, and
Greenhouse GP is the general partner of, the
Greenhouse Master Fund LP and the Greenhouse
Onshore Fund LP. Greenhouse also acts as
investment adviser for the Greenhouse Overseas
Fund Ltd. Those funds are hedge funds that are
not required to be registered with the SEC as
investment companies. The Greenhouse Onshore
Fund LP is available to clients under the Services.
Due to its relation to Greenhouse and Greenhouse
GP, Baird has a financial incentive to favor those
hedge funds.
to a client
in
Other Affiliated Financial Services Firms
If a client expresses an interest, DDK Consultants
may refer clients to Baird Capital. DDK does not
charge fees on client assets invested in private
equity funds affiliated with Baird. Instead, the
general partner of the private equity fund may
provide compensation
the client’s DDK
Consultant for referring the client to Baird Capital.
The actual amount of compensation may vary
based upon the client’s investment commitment
and will be disclosed
the
documentation the client receives in connection
with the investment. Due to Baird’s affiliation with
those private equity funds and the referral
compensation paid to DDK Consultants, Baird and
DDK Consultants have a financial incentive to
favor those private equity funds.
on
Baird
Baird is affiliated, and may be deemed to be
under common control, with Baird Trust, a
Kentucky-chartered trust company, by virtue of
their common indirect ownership by BFG. Certain
Baird Trust investment products and services,
such as the Baird Trust Strategies, have been
selected for inclusion in the BAM and UMA
Programs and are made available to clients
through other Services. Due to its affiliation with
Baird Trust, Baird has a financial incentive to
investment products and
favor Baird Trust
services.
Baird also has a financial incentive to the extent it
would recommend that a client invest in a
portfolio company owned by an affiliated private
equity fund. A list of the portfolio investments
held by private equity funds affiliated with Baird is
located
at
Capital’s website
https://www.bairdcapital.com/portfolio/baird-
capital-portfolio.aspx.
Baird and DDK Consultant receive compensation
from Baird Trust
for referring clients and
relationship management
providing ongoing
services to clients engaging Baird Trust for trust
administration services as described under the
heading “Services, Fees and Compensation—
Additional Service Information—Trust Services
Arrangements” above. Baird and DDK Consultants
thus have a financial incentive to favor Baird Trust
over other trust companies.
The Baird Principal Group is a group within Baird
that has private equity funds where investors are
limited to Baird employees and Baird affiliated
entities. These funds generally co-invest with
unaffiliated private equity funds and private
equity professionals in transactions in the United
States and Europe. The private equity funds
offered through Baird Principal Group and the
investment adviser entities that manage them are
set forth below.
Other Financial Industry Activities
Certain Baird Principal Group-Related Entities
managers,
including
Investment Advisor
Private Equity Fund(s)
Baird Principal Group Management Company I, LLC
Baird Principal Group Partners Fund I Limited
Partnership
Baird Principal Group Management Company II, LLC
Baird Principal Group Partners Fund II Limited
Partnership
Baird Principal Group Management Company, LLC
the
services
of
such
Baird Principal Group Partners Fund III, LP
Baird has business relationships with many
investment
those
participating in the Services, separate and apart
from the Services. Other investment management
firms may select Baird, in its capacity as a broker-
dealer, to execute portfolio trades for their
clients, including for Investment Funds they
advise. Investment management firms may also
select Baird to provide custody, research or other
services. Baird receives compensation for those
services. This may create an incentive for Baird to
favor
investment
management firms or their products, including the
Investment Funds advised by such investment
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
firms
or
this
conflict
transactions may include trading in securities in a
manner that differs from, or is inconsistent with,
the advice given to Baird clients, and the
transactions may occur at or about the same time
that such securities are recommended to or are
purchased or sold for client accounts. This creates
a potential for a conflict between the interest of
clients and the interests of Baird and its affiliates
and associates.
or
by
Baird’s
management firms. However, Baird is a fiduciary
that is required to act in the best interest of
advisory clients when selecting or recommending
their
investment management
to such clients. Baird
investment products
addresses
through
potential
disclosure in this Brochure. Further, Baird does
not consider the extent to which an investment
management firm directs or is expected to direct
trades to Baird for execution when considering
the eligibility of an investment management firm
or its investment products for Baird’s advisory
programs (including when Baird constructs its
ALIGN Programs, BairdNext Portfolios Program,
UMA Programs, Recommended Managers List or
Recommended Mutual Fund List). In addition,
investment management firms are, absent client
direction to the contrary, obligated at all times to
retain the broker or dealer providing the client
best execution as described under the heading
“Services, Fees and Compensation—Additional
Service Information—Trading for Client Accounts”
above. In addition, mutual fund companies are
prohibited from considering Baird’s efforts in
marketing and selling their funds when selecting
Baird for executing portfolio trades for the funds.
To learn more about how a mutual fund company
selects brokerage firms for trade execution, a
client should consult the fund’s statement of
additional information, available from each fund.
To address the potential for conflicts of interest,
Baird has adopted a Code of Ethics (the “Code”)
its associates that provide
that applies to
investment advisory services to clients, including
DDK Consultants, their supervisors, and certain
associates who have access
to non-public
information relating to advisory client accounts
(“Access Persons”). The Code prohibits Access
Persons from using knowledge about advisory
client account transactions to profit personally,
directly, or indirectly, by trading in his or her
personal accounts. The Code also generally
prohibits Access Persons
from executing a
security transaction for their personal accounts
during a blackout period one business day before
or after the date that a client transaction in that
same security is executed. The Code provides for
certain exceptions deemed appropriate by Baird
management
Compliance
Department. In addition, orders for the accounts
of Access Persons and other Baird associates that
are under discretionary management by Baird
may be aggregated with orders for other Baird
client accounts, so long as the order is executed
as part of a block transaction with client orders. A
copy of the Code is available to clients or
prospective clients upon request.
Certain Baird associates from time to time may
provide clients with tax return preparation, bill
pay or related services. In some instances, the
fee for those services may be bundled with the
Advisory Fee. A client should understand that the
provision of such services is separate from, and
not related to, the Services offered under this
Brochure and will be governed by an agreement
separate from the client’s advisory agreement
with Baird. A client should understand that Baird
and its associates do not act as investment
adviser or fiduciary to the client when providing
tax return preparation, bill pay or related non-
advisory services to the client.
Baird has also implemented certain policies and
procedures relating to Baird’s and its associates’
trading activities that are designed to prevent
them from improperly benefiting from the trading
activities of Baird’s advisory clients. In addition,
Baird’s Compliance Department monitors the
personal trading activities of all of Baird’s
associates providing advisory-related services to
clients.
Code of Ethics, Participation or Interest in
Client Transactions and Personal Trading
Code of Ethics
Participation or Interest in Client
Transactions
Investment Advisory Accounts
Subject to the restrictions described below, Baird
and its affiliates and associates may engage in
securities transactions for their own accounts,
including the same or related securities that are
recommended to or owned by Baird clients. These
Asset-based Advisory Fee arrangements create an
incentive for Baird and DDK Consultants to set the
applicable fee rate at a high level and to
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
incentive
to recommend an
Based Lending Program. See “Trust Services
Arrangements” and “Securities-Based Lending
Program” below. In addition to those referral
arrangements, DDK Consultants receive special
compensation for referring business to certain of
Baird’s other departments. See “Investment
Banking, Public Finance and Institutional Equities
Trading Activities” below.
Ongoing Product Fees
receives ongoing
fees
encourage clients to add more money into their
accounts. Baird and DDK Consultants also have
an
investment
advisory account to a client rather than a
brokerage account if the client has, or is expected
to have, lower levels of trading activity in the
client’s account. Select clients may pay a fixed
dollar fee, which presents a conflict in that such
fee does not give the DDK Consultant an incentive
to make recommendations that could benefit the
client’s account, or a performance or incentive
fee, which presents a conflict because it gives the
DDK Consultant an incentive to recommend
riskier investments in order to achieve the level of
performance in the account that would result in
payment of the fee.
invested
Accounts and Investments Provide Different
Levels of Compensation
Baird
from certain
investment products that are purchased and held
in client Accounts. Those fees, such as distribution
(12b-1) and/or service fees (“12b-1 fees”) from
mutual funds, are based on the value of client
assets
in those products. A DDK
Consultant’s compensation increases as those
fees increase. Thus, Baird and DDK Consultants
have an incentive to recommend such products
and to recommend such products that pay the
greatest ongoing fees.
investment
products
The accounts and
investments Baird offers
provide Baird different levels of compensation.
Baird and DDK Consultants have an incentive to
generate revenues from client accounts and to
offer
and make
recommendations that will provide them the
greatest level of compensation.
Certain mutual funds charge 12b-1 fees, which
are paid to Baird. Baird receives 12b-1 fees on an
ongoing basis as compensation for the services
Baird provides to the applicable mutual fund. The
12b-1 fees paid by a mutual fund are disclosed in
the mutual fund’s prospectus.
Recommendations of Related, Proprietary or
Affiliated Funds and Managers
“Additional
Baird and DDK Consultants have an incentive to
recommend related, proprietary or affiliated funds
or managers because when client’s invest in
affiliated funds or select an affiliated manager to
manage client accounts, they will make more
Information—Other
money. See
Industry Activities
and Affiliations—Certain
Affiliated and Related Parties” above and “List of
Affiliated Companies, Funds and Managers” on
Baird’s website at bairdwealth.com/retailinvestor.
Referral Compensation Paid to DDK Consultants
Industry Activities
Baird generally does not allow mutual funds with
12b-1 fees to be purchased for DDK Service
Accounts. If Baird receives 12b-1 fees from a fund
with respect to a client’s mutual fund investment
in the client’s Account and the client’s Account is
subject to an asset-based fee arrangement, Baird
either: (1) rebates such 12b-1 fees to the client’s
Account if the client is paying an asset-based
Advisory Fee on such investment; or (2) excludes
such fund shares from the calculation of the
client’s asset-based Advisory Fee (sometimes
referred to as “unbillable assets”) for such period
of time that Baird collects and retains the 12b-1
fee. 12b-1 fees rebated to a client’s Account are
estimated based on the average daily balance of
the mutual fund shares in the Account and the
annual rate of the 12b-1 fee paid by the
applicable fund. If any rebated fees remain in a
client’s Account at the time of billing, those
rebated amounts will be included in the Account
assets subject to the Advisory Fee.
If Baird receives 12b-1 fees with respect to
mutual fund shares that are designated as
unbillable assets in a client’s Account, Baird will
DDK Consultants receive additional compensation
to certain of Baird’s
for
referring clients
funds or managers
proprietary or affiliated
described above. Such special compensation and
referral fees give DDK Consultants an incentive to
recommend or refer clients to these proprietary or
affiliated funds and managers. See “Additional
and
Information—Other
Affiliations—Certain Affiliated and Related Parties”
above. DDK Consultants also receive additional
compensation for referring clients to Baird Trust
and for referring clients to unaffiliated banks that
make loans to clients under Baird’s Securities-
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Please
see
and UITs with sponsors or investment advisers
that make the greatest levels of such payments.
Baird does not share these payments with DDK
“Revenue
Consultants.
Sharing/Marketing Support and Other Third Party
Payments” at bairdwealth.com/retailinvestor for
more information.
Schwab Clearing Arrangement
retain such 12b-1 fees. This presents a conflict of
interest because it provides Baird and its DDK
Consultants an incentive to recommend or invest
client accounts in mutual fund shares that pay
greater 12b-1 fees. Baird addresses this conflict
by adopting a Mutual Fund Share Class Policy
described above and by adopting internal policies
that limit the circumstances under which mutual
fund investments in client accounts can be
designated as unbillable assets and 12b-1 fees
can be retained.
Marketing Support and Revenue Sharing from
Mutual Fund and UIT Sponsors
Baird has a clearing arrangement with Charles
Schwab & Co., Inc. (“Schwab”) whereby Schwab
maintains an omnibus account with certain
mutual fund families for Baird on behalf of Baird
clients. Under the clearing arrangement, Schwab
provides clearing services for most “no load”
funds and “load” funds held by Baird clients.
Although Baird pays Schwab a fee for its clearing
and omnibus services, Schwab generally passes
through to Baird the shareholder servicing fees
that Schwab receives from the funds. Shareholder
servicing fees are not paid by Schwab on mutual
fund assets held in Retirement Accounts to the
extent prohibited by applicable law. The amount
of the shareholder servicing fees paid to Baird is
based on the value of the client assets invested in
those funds. However, the shareholder servicing
fee rate varies based on the type of fund (load or
no load), the value of client assets in those funds,
and the relationship that Schwab has with those
funds (whether or not Schwab receives payments
from those funds or their sponsors, and the rates
of such payments). As a result, Baird has an
incentive to recommend mutual funds from which
Baird would receive higher payments
from
Schwab. However, Baird generally does not
compensate DDK Consultants based upon the
amounts Baird receives from Schwab except with
respect to amounts attributable to sales loads and
12b-1 fees that Baird would otherwise receive
directly from a fund if it were not for the
existence of the clearing arrangement with
Schwab. If Baird receives 12b-1 fees from
Schwab with respect to a mutual fund investment
in a client’s Account, Baird rebates or retains such
fees as further described under the heading
“Ongoing Product Fees” above.
Baird Conference Sponsorships
Trust
Portfolios
and
funds,
the opportunity
Baird receives marketing support or revenue
sharing payments (“marketing support”) from the
sponsors and investment advisers of certain
mutual funds. These payments, which are based
on sales of, or client assets invested in, such
funds, are intended to compensate Baird for
providing marketing, distribution and other
services for the mutual funds. Marketing support
is not paid by sponsors or investment advisers of
mutual funds on mutual fund assets held in
investment advisory Retirement Accounts to the
law. Baird
extent prohibited by applicable
received marketing support payments over the
past two calendar years from the sponsors or
investment advisers of Alliance Bernstein Funds,
American Funds, Franklin Templeton Funds,
Fidelity Funds, Goldman Sachs Funds, Hartford
Funds, Invesco Funds, John Hancock Funds,
JPMorgan Funds, Lord Abbett Funds, MFS Funds,
PIMCO Funds and Principal Funds. Baird also
generally receives marketing support related to
the sale of units of UITs. Sponsors of UITs
typically make marketing or concession payments
to the firms that sell their UITs, including Baird.
These payments are typically calculated as a
percentage of the total volume of sales of the
sponsor’s UITs made by the firm during a
particular period. That percentage
typically
increases as higher sales volume levels are
achieved. Descriptions of
these additional
payments are provided in a UIT’s prospectus. UIT
sponsors that have paid volume concessions to
Baird over the past two calendar years include
Advisors Asset Management (AAM), SmartTrust,
Guggenheim
First
Investments. Receipt of marketing support
payments from sponsors and investment advisers
of mutual funds and UITs provides Baird an
incentive to offer, market and recommend such
mutual funds and UITs and to favor mutual funds
Baird hosts a number of seminars and
conferences for DDK Consultants in any given
year, including Baird’s PWM Symposium, which
gives sponsors of investment products, such as
to make
mutual
presentations at, and contribute money toward
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
seminars
supporting Baird
Please
see
above
for more
client’s trust services needs rather than an
unaffiliated firm because it is more profitable for
Baird and they receive compensation from Baird
Trust if the client retains Baird Trust. Please see
“Services, Fees and Compensation—Additional
Services
Service
Information—Trust
Arrangements”
detailed
information.
the cost of, such seminars and conferences. This
presents a conflict of interest in that it gives Baird
an incentive to promote or market the sponsors’
investment products in order to persuade them to
and
continue
conferences.
“Revenue
Sharing/Marketing Support and Other Third Party
Payments” at bairdwealth.com/retailinvestor for
more information.
Margin Loans
DDK Consultants Receive Benefits from Product
Providers
fee. Please see
Loans” above
Baird has an incentive to recommend that a client
use margin because Baird receives interest on
loans, and Baird and DDK
client margin
Consultants also have an incentive to recommend
that a client use margin, because a margin loan
allows the client to make larger and more
securities purchases. It also increases the value of
a client’s Account and thus the Advisory Fee
associated with that Account because the margin
loan is not deducted for purposes of calculating
the
“Services, Fees and
Compensation—Additional Service Information—
Margin
for more detailed
information.
Securities-Based Lending Program
DDK
Consultants
receive
benefits.
see
Baird and DDK Consultants have an incentive to
recommend that a client participate in Baird’s
Securities-Based Lending Program because Baird
and
referral
compensation and such loans allow a client to
keep more assets in the client’s Accounts, which
result in more advisory fees for us and paid to the
client’s DDK Consultant. Please see “Services,
Fees and Compensation—Additional Service
Information—Securities-Based Lending Program”
above for more detailed information.
DDK Consultants generally receive non-cash
compensation and other benefits from Baird and
from sponsors of investment products with which
Baird does business. Such non-cash compensation
and other benefits may include invitations to
attend conferences or educational seminars,
payment of related travel, lodging and meal
expenses, and receipt of gifts and entertainment.
For example, DDK Consultants are invited to
educational conferences hosted by sponsors of
mutual funds, annuities and other investment
products, with the costs associated with such
conference (including travel and lodging) paid by
the sponsors. In addition, DDK Consultants hold
client events with some or all of the costs of such
events paid by sponsors of investment products.
Product sponsors may also provide gifts and
entertainment in connection with those or other
events. These benefits present a conflict of
interest in that they give DDK Consultants an
incentive to recommend investment products and
their sponsors that provide the greatest levels of
such
“Revenue
Please
Sharing/Marketing Support and Other Third Party
Payments” at bairdwealth.com/retailinvestor for
more information.
Cash Sweep Program
Investment Advisory and Brokerage Account and
Service Recommendations
Program
Baird
to
clients
rather
Baird has an incentive to have clients participate
and maintain significant balances in Baird’s Cash
Sweep
receives
because
substantial compensation on client cash balances
that are automatically swept into bank deposit
accounts and invested in money market mutual
funds under the program. Please see “Services,
Fees and Compensation—Additional Service
Information—Cash Sweep Program” above for
more detailed information.
Trust Services Arrangements
Consultant
receive
Baird and DDK Consultants have an incentive to
recommend that a client retain Baird Trust for the
Baird and DDK Consultants generally have a
financial incentive to recommend investment
advisory Accounts
than
brokerage accounts because Advisory Fee
revenue
is recurring, more predictable and
typically greater than the revenues Baird earns,
and the compensation DDK Consultants receive,
from brokerage accounts. In addition, because
Advisory Fees are paid by a client regardless of
the trade activity in the client’s advisory Account,
Baird will receive greater revenue, and the client’s
DDK
greater
will
compensation, from a low trade-activity advisory
Account than from a low trade-activity brokerage
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
that
increase
with
Baird,
even
if
to
recommend
account. Baird and DDK Consultants thus have an
incentive to recommend an investment advisory
Account to a client rather than a brokerage
account if the client has, or is expected to have,
lower levels of trading activity in the client’s
account. However, because Baird’s revenues and
the compensation paid to DDK Consultants from
brokerage accounts increase as the level of
trading increases, Baird and DDK Consultants
have an incentive to recommend a brokerage
account to a client rather than an investment
advisory Account if the client has, or is expected
to have, significant trading activity in the client’s
account. DDK Consultants also have a financial
incentive
certain wealth
management services, such as financial planning.
Please see “Services, Fees and Compensation—
Advisory Fees—Advisory Fee Payments to Baird,
DDK Consultants and Investment Managers”
above for more detailed information.
to a
client even
though
Account Transfers and New Accounts
incentive to make
Consultant thus has an
recommendations
the DDK
Consultant’s total production on the client’s
accounts with Baird. Moreover, revenues from
Baird’s PWM department,
in which DDK
Consultants operate, contribute substantially to
BFG’s overall revenues and profitability, and the
performance of BFG’s stock price is largely due to
the profitability of Baird’s PWM department. As a
result, a client’s DDK Consultant’s ownership of
BFG stock creates a financial incentive to make
recommendations to the client that increase the
amount of revenues generated from the client’s
accounts
those
recommendations will not increase the DDK
Consultant’s production, so as to increase the
revenues and profitability of Baird’s PWM
department and thus of BFG, which will serve to
grow the value of the BFG stock. For example,
ownership of BFG stock provides a client’s DDK
Consultant an incentive to recommend affiliated
such
products
recommendation does not increase the client’s
DDK Consultant’s production.
Relationships with Issuers of Securities
for
in companies or
Baird and a client’s DDK Consultant have an
incentive to recommend that the client transfer
the client’s accounts to Baird and establish new
accounts with Baird (including IRA rollovers)
because doing so will result in increased revenues
to Baird and compensation
the DDK
Consultant.
Recommendations to Open Different Types of
Accounts
From time to time, Baird may have proprietary
investments
issuers whose
securities are offered and sold to clients, a DDK
Consultant or another Baird associate may have
significant investments in companies or issuers
whose securities are offered and sold to clients, or
a DDK Consultant or another other Baird
associate (or their spouses, partners or family
members) may have a position as an officer or
director of a company or issuer whose securities
are offered and sold to clients. In such cases,
Baird and/or a client’s DDK Consultant will have
an incentive to recommend that the client invest
in those companies.
DDK Consultants Transferring to Baird
Baird and DDK Consultants have an incentive to
recommend that a client open different types of
accounts with Baird, such as individual accounts,
IRA rollovers, joint accounts, 529 plan accounts
and UGMA/UTMA accounts, because if a client has
different types of accounts with Baird, the client
brings more of the client’s investable assets to
Baird, on which fees can be generated, thereby
increasing Baird’s revenues and the client’s DDK
Consultant’s compensation. Also, if a client has
more account types with Baird, the client is
statistically more likely to maintain the client’s
relationship with Baird and the client’s DDK
Consultant for longer periods of time.
Baird Stock Ownership
A DDK Consultant joining Baird from another firm
has an incentive to recommend that a client to
transfer the client’s accounts from such firm to
Baird because doing so will increase the DDK
Consultant’s compensation. Please see “Services,
Fees and Compensation—Advisory Fees—Advisory
Fee Payments to Baird, DDK Consultants and
Investment Managers” above for more detailed
information.
Most DDK Consultants own common stock of BFG,
Baird’s ultimate parent, and when offered the
opportunity to buy BFG stock they usually do so.
The amount of BFG stock that a DDK Consultant
may purchase is based in part on the DDK
Consultant’s total production level. A client’s DDK
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Principal Trading
compensation
that Baird
buy, and to recommend that clients sell, the
securities of issuers that are part of Baird’s
buyback services. For more information about
referral compensation paid to DDK Consultants
and related conflicts of interest, please see “Baird
Referral Programs” on Baird’s website at
bairdwealth.com/retailinvestor.
agent,
commissions.
Baird Underwritten Offerings
Baird and DDK Consultants have an incentive to
recommend that clients purchase securities in
offerings underwritten by Baird because the
underwriting compensation that Baird and DDK
Consultants will earn on those offerings tends to
be higher than the compensation they would
normally receive if clients were to buy them in the
secondary market, and because the profitability of
underwritten offerings to Baird depends upon
Baird’s ability to sell the securities allocated to
Baird in the offering.
Baird and DDK Consultants have an incentive to
execute a trade for a client on a principal basis.
and DDK
The
Consultants receive on principal trades, such as a
markup or markdown, is often higher than the
compensation they receive when executing trades
The
as
as
such
compensation
received by Baird and DDK
Consultants is in addition to the asset-based
Advisory Fee a client pays on the client’s advisory
Accounts. Thus, Baird and DDK Consultants have
an incentive to trade as principal rather than as
agent. Principal trades also allow Baird to sell
securities from Baird’s account that Baird deems
undesirable and to buy securities for Baird’s
account that Baird deems desirable. For more
information, please see “Services, Fees and
Compensation—Additional Service Information—
Trading for Client Accounts—Trade Execution
Services Performed by Baird—Principal Trades”
above.
Allocations of IPOs and Other Public Offerings
Baird’s Investment Banking, Public Finance and
Institutional Equities Services Activities
DDK Consultants have the incentive to favor some
clients over other clients when allocating shares
issued in public offerings, particularly those
clients with larger accounts or accounts that
generate high fees and compensation, as a
reward for their past business or to generate
future business.
related services
Research Activities
fees
the services
The investment advice provided to a client may
be based on the research opinions of Baird’s
research departments. Baird does, and seeks to
do, business with companies covered by those
research departments and as a result, Baird may
have a conflict of interest that could affect the
content of its research reports.
Investment Banking
Trade Error Correction
the securities
issued
in
It is Baird’s policy that a client’s account will be
fully compensated for any losses incurred as a
result of a trade error for which Baird is
responsible. If the trade error results in a gain,
the gain may be retained by Baird. For more
information, please see “Services, Fees and
Compensation—Additional Service Information—
for Client Accounts—Baird’s Trading
Trading
Practices—Trade Error Correction” above.
to Baird’s
Other Client Relationships
Through its Investment Banking, Public Finance
and Institutional Equities Services Departments,
Baird provides investment banking, municipal
advisory, securities underwriting, stock buyback
and
to various corporate,
municipal, and other issuers of securities. Baird
from such
receives compensation and
entities
it
in connection with
provides. Baird may, therefore, have an incentive
to favor the securities of issuers for which Baird
provides such services over the securities of
issuers for which Baird does not provide such
services. A DDK Consultant who refers a client to
Baird
for a possible
transaction in which Baird Investment Banking
earns a financial advisory or underwriting fee
receives a portion of such fee. A DDK Consultant
who refers a client to Baird Public Finance for a
municipal advisory or underwriting opportunity
receives a portion of the compensation earned by
Baird Public Finance on that opportunity. Baird
and DDK Consultants thus have an incentive to
recommend
those
offerings. A DDK Consultant who refers a
corporation
Institutional Equities
business for a stock buy-back program receives a
portion of the commissions earned by Baird’s
Institutional Equities business. Baird and its DDK
Consultants may, therefore, have an incentive to
Certain client accounts overseen by Baird and
DDK Consultants may have similar investment
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
objectives and strategies but may be subject to
different fee schedules or commission rates. Thus,
Baird and its DDK Consultants have an incentive
to favor client accounts that generate a higher
level of compensation.
Baird’s Other Broker-Dealer and Related Activities
their broker-dealer, and broker-dealer
In
representative capacities, respectively, Baird and
its DDK Consultants provide brokerage and
related services to clients, including the purchase
and sale of individual stocks, bonds, mutual
funds, Complex Investment Products and other
securities. Baird and its DDK Consultants receive
compensation based upon the sale of such
investment products.
time
that
investments
the security, speed of execution, likelihood of
price
improvement, availability of efficient
automated transaction processing, guaranteed
automatic execution levels, and other qualitative
factors. Baird receives remuneration in the form
of payment or liquidity rebates on certain options
or equity securities orders routed to some venues
(commonly known as “payment for order flow”).
This compensation, although not material to
Baird’s trading business, gives Baird an incentive
to route client orders for securities transactions to
those venues that provide Baird the greatest
levels of compensation. At a client’s request,
Baird will make available certain information
about the routing of such client’s orders routed
for execution in the six months prior to the
request. Such information will include the identity
of the venue to which orders were routed,
whether such orders were directed or non-
directed and the time of the transactions, if any,
that resulted
from such orders. Baird also
prepares a quarterly summary discussing certain
orders routed away for execution, including the
type and the identity of the broker-dealers or
exchanges receiving such orders. This summary
as well as other important information about
Baird’s order routing practices are available at:
http://www.rwbaird.com/help/account-
disclosures/routing-equity-orders.aspx.
Compensation—Additional
from
time
Baird and its affiliates and associates may buy or
sell investments that are recommended to or
owned by a client for their own accounts, or they
may act as broker or agent for other clients
investments. Those
buying or selling those
transactions may
include buying or selling
investments in a manner that differs from, or is
inconsistent with, the advice given to a client, and
those transactions may occur at or about the
same
are
such
recommended to or are purchased or sold for a
client’s account. Baird may also engage in agency
cross transactions and principal transactions with
clients as further described under “Services, Fees
and
Service
Information—Trading for Client Accounts—Trade
Execution Services Performed by Baird” above.
Baird and its associates, by reason of Baird’s
investment banking or other
broker-dealer,
activities, may
time acquire
to
information deemed confidential, material and
non-public, about corporations or other entities
and their securities. Baird and its associates are
prohibited by applicable law or agreements from
disclosing such information to clients or acting
upon such information with respect to any client
Account. Baird’s other activities thus present a
potential conflict of
interest because such
activities may limit Baird’s ability to advise or
manage client Accounts.
Other Conflicts of Interest
As a registered broker-dealer, Baird effects
transactions in securities on a national exchange
and may receive and retain compensation for
such services, subject to the limitations and
restrictions made applicable to such transactions
by Section 11(a) of the Exchange Act and Rule
11a2-2(T) thereunder. Baird may also benefit
from the possession or use of any free credit
balances in client Accounts, subject to restrictions
imposed by Rule 15c3-3 under the Exchange Act.
Free credit balances include uninvested cash in
client Accounts that has not been automatically
deposited or swept into a bank deposit account or
money market mutual fund.
securities exchanges
Baird offers to clients other investment products
and services not described in this Brochure. These
investment products and
services provide
different levels of compensation to Baird and its
DDK Consultants. Baird and its DDK Consultants
have an incentive to favor those investment
products and services that generate a higher level
of compensation than those that generate a lower
level of compensation. For more information
Baird may route certain securities orders to other
broker-dealers or
for
execution. Baird selects execution venues based
on the size of the order, trading characteristics of
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Duration Compensation Will Be Received
about the other investment products and services
offered by Baird, clients should contact Baird or a
DDK Consultant.
extend beyond
a
client’s
If a client holds any of the investment products
described above, Baird,
its affiliates and
associates will receive the fees and payments
described above for the duration of the client’s
advisory
In some
relationship with Baird.
circumstances, the receipt of such compensation
advisory
may
relationship with Baird if the client continues to
hold those assets at Baird.
retain
Referrals
and
Other sections of this Brochure also describe
instances when Baird and its DDK Consultants
may recommend to clients, and may buy and sell
for client’s Account, securities in which Baird and
its affiliates and associates have a material
financial interest or practices that present a
conflict of interest. For more information, please
see “Services, Fees and Compensation—Advisory
Fees—Advisory Fee Payments to Baird, DDK
Consultants and
Investment Managers” and
“Additional Information—Other Financial Industry
Activities and Affiliations” above, and “Additional
Information—Client
Other
Compensation” below.
Addressing Conflicts
If Baird, or an affiliate or associate of Baird,
receives any compensation or benefit described in
this Brochure from or related to a client’s
investment,
the
they will generally
compensation or benefit. Except as otherwise
described above, Baird generally does not rebate
these amounts to a client’s Account or credit the
amount against the Advisory Fees payable by a
client unless such compensation may not be
retained under applicable law or regulation.
Review of Accounts
Client Account Review
for Baird and
The foregoing activities could create a conflict of
interest with clients. In addition to the measures
described above, Baird addresses conflicts posed
by those activities through disclosure in this
Brochure, the client’s agreements with Baird, the
Client Relationship Booklet and prospectuses,
offering documents or other disclosure documents
provided or made available to clients. Baird has
also adopted a Code of Ethics and other internal
policies and procedures
its
associates that:
• require them to provide investment advice that
is suitable for advisory clients (based upon the
information provided by such clients);
that
• are designed
securities
to ensure
allocations made to discretionary client accounts
are made in a manner such that all such clients
receive fair and equitable treatment over time;
Client accounts are monitored on a periodic basis
by the client’s DDK Consultant and are subject to
review by the Baird Market Director or PWM
Supervision department supervisor (or his or her
respective designee) responsible for supervising
the client’s DDK Consultant. A client’s DDK
Consultant generally reviews the performance of
the client’s Account at least annually. However,
the client’s DDK Consultant may not review the
performance of a client’s SMAs managed by Other
Managers under the Baird SMA Network Program
or Dual Contract Program. Baird has designated
individuals who are responsible for monitoring a
client’s DDK Consultant with respect to the client
account’s trading activity and attempting to
ascertain whether client accounts within each
composite are being treated equitably.
Account Statements and Performance
Reports
• address Baird’s and its associates’ trading
activities and are designed to prevent them
from improperly benefiting from the trading
activities of Baird’s advisory clients; and
• address and limit cash and non-cash benefits
provided to DDK Consultants by third parties in
an attempt to avoid any question of propriety or
any conduct inconsistent with Baird’s high
standards of ethics.
If Baird provides transaction execution services to
a client, Baird will generally provide the client
with a monthly brokerage account statement
that month.
when activity occurs during
Otherwise, Baird will provide the client with a
quarterly statement if there has not been any
intervening monthly transaction activity.
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777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
A client’s DDK Consultant will provide the client
with a written report on the client’s Account’s
performance as often as the client and the DDK
Consultant may from time to time mutually agree.
Performance reporting may not be available for
Account assets that are not custodied at Baird.
For more information about performance reports
provided by DDK, see “Services, Fees and
Compensation—Description of Advisory Services”
above. DDK or Baird may change or discontinue
performance reporting to a client at any time for
any reason upon notice.
calculation of
Client performance reports usually contain a
portfolio valuation and typically show the asset
allocation of the client’s portfolio, changes in a
client’s portfolio, and account performance
compared to a benchmark market index or indices
(such as the S&P 500® Index or the Bloomberg
U.S.
Intermediate Government/Credit Bond
Index). The benchmark may be a blended
benchmark that combines the returns for two or
more indices.
The performance of investment managers may,
under certain circumstances, be presented to
clients on a “gross” or “gross of fees” basis, which
means the performance results being presented
does not reflect the deduction of Advisory Fees
and other costs that clients have incurred and will
incur when retaining the manager. Had applicable
Advisory Fees and other costs been included in
the manager’s
the performance calculation,
performance results would have been lower than
the performance results presented. Documents
presenting a manager’s performance results on a
fees basis should contain certain
gross of
disclosures about the performance results being
presented. Clients are urged to review carefully
those disclosures because they contain important
information about
the
the
performance results. If a client is presented
performance information for a manager’s strategy
on a gross of fees basis and the client has an
Account managed by that manager pursuant to
the client should obtain a
that strategy,
performance report for the Account and review
that performance information carefully because
the performance report for the Account will reflect
the deduction of applicable Advisory Fees and
other costs.
A client should note that past performance does
not indicate or guarantee future results. None of
DDK, Baird, or investment managers managing
the client’s Account promise or guarantee any
level of investment returns or that the client’s
investment objective will be achieved.
Certain Model Providers have adopted trade
rotation policies that allow them to send Model
Portfolio updates to the Overlay Manager after
they have
implemented the Model Portfolio
updates for client accounts managed by them or
after they have otherwise completed trading for
those accounts. As a result, the performance of a
Model Portfolio, as reported by the Model
Provider, will differ, perhaps in a materially
negative manner, from the actual performance
realized by Baird client Accounts pursuing the
Model Portfolio strategy. See “Additional Service
Information—Trading for Client Accounts—Trading
Practices of Investment Managers” above for
more information.
Benchmarks shown in performance reports are for
informational purposes only. DDK’s selection and
use of benchmarks is not a promise or guarantee
that the performance of a client’s Account will
meet or exceed the stated benchmark. When the
client compares Account performance to the
performance of a market index, the client should
recognize that a market index merely reflects the
performance of a list of unmanaged securities
included in the index and the index performance
does not take into account management fees,
execution costs, and other expenses related to
investing for a client’s Account. The securities
included in a client’s Account generally do not
exactly mirror the securities included in the index.
performance
comparisons
The benchmarks used by Baird with respect to a
client’s SMA may differ from the benchmarks used
by the manager of the client’s SMA. As a result,
the
in Baird’s
performance reports may differ from reports
provided to clients directly by the investment
manager for the client’s SMA.
When preparing a client’s Account statements and
performance reports, DDK and Baird generally
rely upon third party sources, such as third party
pricing services. In some instances, such as when
Baird is unable to obtain a price for an asset from
a pricing service, Baird may obtain a price from
its trading desk or it may elect to not price the
asset. Obtaining a price from its trading desk may
present a conflict of interest. In some cases, Baird
obtains prices from the issuers or sponsors of
investment products in the client’s Account when
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representatives of Baird and its affiliates as well
as to unaffiliated solicitors that have entered into
a written agreement with Baird.
prices are not otherwise readily available. This
frequently occurs with respect to the valuation of
annuities and Complex Investment Products. If
the assets in the client’s Account are held by a
custodian other than Baird, Baird may also use
valuation information provided by the client’s
third party custodian.
DDK and Baird and Baird’s affiliates and
associates may receive certain economic benefits
in connection with providing advisory services to
clients, which are described in the sections
entitled “Services, Fees and Compensation”,
“Account Requirements and Types of Clients”,
“Additional Information—Other Financial Industry
Activities and Affiliations” and
“Additional
Information—Code of Ethics, Participation or
Interest in Client Transactions and Personal
Trading” above.
is unreliable. Valuation data
Financial Information
DDK does not require or solicit prepayment of
more than $1,200 in fees per client six months or
more in advance and, thus, has not included a
balance sheet of Baird’s most recent fiscal year.
Neither Baird nor DDK is aware of any financial
condition that is reasonably likely to impair their
ability to meet their contractual commitments to
clients, nor has either been the subject of a
bankruptcy petition at any time during the past
ten years.
DDK and Baird do not conduct a review of
valuation information provided by third party
pricing services, issuers, sponsors, or custodians,
and they do not verify or guarantee the accuracy
of such information. DDK and Baird do not accept
responsibility for valuations provided by third
parties that are inaccurate unless they have a
reason to believe that the source of such
valuations
for
investments, particularly annuities and Complex
Investment Products, may not be provided to
DDK or Baird in a timely manner, resulting in
valuations that are not current. The prices
obtained by DDK and Baird from the third party
pricing services, issuers, sponsors and custodians
may differ from prices that could be obtained
from other sources. Values used in account
statements and performance reports may vary
from prices received in actual transactions and
are not firm bids, offers or guarantees of any type
with respect to the value of assets in an Account,
and the values may be greater than the amount a
client would receive if the securities were actually
sold from the client’s Account.
investment
If a client has assets held by a third party
custodian, the prices shown on a client’s Account
statements provided by the custodian could be
different from the prices shown on statements
and reports provided by DDK or Baird. See
“Services, Fees and Compensation—Additional
Service Information—Custody Services” above for
more information.
including,
of
Labor
without
(“DOL”)
Special Considerations for Retirement
Accounts
Each Retirement Account Fiduciary of a client
should understand that DDK or Baird may invest
for the client, recommend that the client invest in,
or make available
to plan
for
participants, affiliated investment products, that
Baird and its affiliates will receive fees or other
compensation related to such investments, and
that they will retain such compensation to the
extent permitted by applicable law, rule or
limitation,
regulation,
Department
Prohibited
Transaction Exemption (“PTE”) 77-4, DOL PTE
2020-02 or other advisory opinions issued by the
DOL.
including, but not
limited
to,
role
in developing
the
To the extent Baird and its affiliates rely upon PTE
77-4, each Retirement Account Fiduciary should
also understand that when DDK or Baird invests
the assets of a Retirement Account in an affiliated
investment product that pays investment advisory
fees to Baird or any of its affiliates, Baird and its
affiliates will receive such investment advisory
fees in accordance with the terms of DOL PTE 77-
4, and, as required thereby, DDK and Baird will
Client Referrals and Other Compensation
DDK or Baird may provide compensation to
individuals who refer clients in some instances.
When applicable, the compensation paid is a
percentage of the client’s fee payments or the
value of the client’s Account. The amount of
compensation will vary, with the specific level
determined based upon consideration of various
the
factors
individual’s
client
relationship and the assets under management.
registered
Baird may pay
these
fees
to
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Robert W. Baird & Co. Incorporated
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
such Fiduciary
is
that
for complying with all
transactions, and
the duty
broker-dealer,
and
terminating
monitoring
a
solely
understand
fiduciary
responsible
responsibilities discussed
in ERISA Technical
Bulletin 86-1, including, without limitation, the
duty to make an initial determination that the
directed broker-dealer is capable of providing best
execution for the client’s brokerage transactions,
the duty to monitor the services provided by the
directed broker-dealer so as to assure that the
client has received best execution of the client’s
brokerage
to
determine that the commissions paid by the client
and any other fees or costs incurred by the client
are reasonable in relation to the value of the
brokerage and other services received by the
client. The client and each Retirement Account
Fiduciary of the client should also understand that
the client and the client’s Retirement Account
Fiduciaries are solely responsible for engaging a
directed
its
performance
directed
brokerage arrangement, and that DDK and Baird
are not responsible for determining whether a
directed broker-dealer is capable of providing best
execution.
investment product
waive the asset-based Advisory Fees on that
portion of the assets invested in the affiliated
investment product for such period of time so
invested or Baird will offset the investment
advisory fees received by Baird or any of its
affiliates from the affiliated investment product
against the asset-based Advisory Fee that DDK
and Baird charge to the client. For the purpose of
complying with the terms of DOL PTE 77-4, the
client and each Retirement Account Fiduciary of
the client acknowledge in the client’s advisory
agreement that: (i) the investment in affiliated
investment products for the client’s Account is
appropriate because of, among other things, the
investment goals, redeemability, liquidity, and
diversification of those products; (ii) subject to
the terms of the applicable Service, all assets of
the client’s Account may be invested in one or
more of the affiliated investment products; (iii)
the client and such Retirement Account Fiduciary
received prospectuses or other offering or
disclosure documents for the affiliated investment
products that may be used in connection with the
Account, each of which include a summary of all
fees that may be paid by the affiliated investment
products to Baird or its affiliates; and (iv) the
client received information concerning the nature
and extent of any differential between the rate of
such affiliated investment product fees and the
Advisory Fees payable by
the client. The
differential between the fees to be charged by
DDK and Baird for the investment advisory
services they provide to the client and, if
applicable, the investment advisory and other
similar fees paid by the affiliated investment
product to Baird or its affiliates with respect to
the services Baird or any of its affiliates provides
to the affiliated
is the
difference between the Advisory Fee disclosed in
the client’s advisory agreement and the applicable
investment management, investment advisory
and other similar fees detailed in the applicable
prospectus or other offering or disclosure
documents for the affiliated investment product.
that
directed
the
fiduciary
For more
information
If the client’s Account is a Retirement Account
and if DDK is directed to implement a directed
brokerage arrangement for the Account, each
Retirement Account Fiduciary of the client should
brokerage
the
understand:
arrangement must be for the exclusive benefit of
participants and beneficiaries of the Retirement
Account; and
responsibilities
discussed in ERISA Technical Bulletin 86-1. Each
should also
Retirement Account
Fiduciary
If a client’s Account is a Retirement Account and if
the client has selected an investment manager or
product related to Baird (such as the use of
services or products offered by Baird Advisors,
Baird Equity Asset Management, CCM, Baird
Trust, GAMMA, Greenhouse, LoCorr, Riverfront,
Strategas or any Investment Fund affiliated with
any of them), each Retirement Account Fiduciary
of the client understands and agrees that in
making such selection: (a) Baird and its affiliates
may receive higher aggregate compensation than
if the client selected investment managers, funds
or other products not affiliated with Baird and
thus Baird may have an incentive to offer such
affiliated investment managers, funds or other
products; (b) Baird makes available to the client
investment managers, funds and products not
affiliated with Baird and the client may obtain
additional information about such unaffiliated
investment managers, funds or products at any
time by contacting the client’s DDK Consultant;
and (c) the client is free to choose another
investment option or participate in another Baird
advisory program that does not use investment
managers, funds or products affiliated with Baird
at any time by contacting the client’s DDK
Consultant.
about
investment managers and products that are
affiliated with Baird, please see “Additional
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800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC
Information—Other Financial Industry Activities
and Affiliations” above.
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Robert W. Baird & Co. Incorporated
777 East Wisconsin Avenue, Milwaukee, WI 53202
800-RW-BAIRD.rwbaird.com.Member FINRA & SIPC