Best Interest Disclosure StatementPlease retain for your recordsMerrill Lynch, Pierce, Fenner & Smith IncorporatedOne Bryant ParkNew York, NY 10036800.637.7455www.ml.comThis Regulation Best Interest Disclosure Statement (Disclosure Statement) providesinformation about the scope and terms of the brokerage services that Merrill Lynch, Pierce,Fenner & Smith Incorporated (Merrill, Merrill Lynch, or we, us or our) provides to retailclients that engage Merrill for brokerage services. If you have any questions about thisDisclosure Statement, please contact us at 800.MERRILL (800.637.7455).Merrill is a dual registrant, which means that it is registered with the U.S. Securities andExchange Commission (SEC) as a broker dealer and an investment adviser. Merrill also isa member of the Financial Industry Regulatory Authority (FINRA). Merrill is part of Bank ofAmerica Corporation (BofA Corp.), a diversified financial services company, which, togetherwith its affiliates (Affiliates), including Bank of America, N.A. (BANA) and BofA Securities,Inc. (BofAS), provides a wide range of services to our clients.January 3, 2022Merrill makes available certain investment products sponsored, managed, distributed or provided by companies that are affiliates of BofA Corp. Merrill is aregistered broker-dealer, member of SIPC and wholly owned subsidiary of BofA Corp. Merrill Lynch Life Agency Inc. is a licensed insurance agency and a whollyowned subsidiary of BofA Corp. Trust and fiduciary services are provided by BANA, Member FDIC or U.S. Trust Company of Delaware. Both are wholly ownedsubsidiaries of BofA Corp. Banking products are provided by BANA and affiliated banks, members FDIC and wholly owned subsidiaries of BofA Corp.The investment products, insurance and annuity products:BIDS-01032022Are Not FDIC InsuredAre Not Bank GuaranteedMay Lose ValueAre Not DepositsAre Not Insured By Any Federal Government AgencyAre Not a Condition toAny Banking Service or Activity
Disclosure Statement for Merrill BrokerageIntroductionIn this Disclosure Statement, we provide information to you aboutmaterial facts relating to the scope and terms of our brokeragerelationship for your Merrill brokerage account (Account or BrokerageAccount). This information includes: The capacity in which we act in connection with your Account,which is solely as a broker-dealer. Material fees and other costs that you pay in connection with ourbrokerage services and your Account. Material facts regarding the type and scope of services (BrokerageServices) that we provide to you, including any material limitationsplaced on our recommendations and the basis for, and risksassociated with, our recommendations. Material facts relating to conflicts of interest that are associatedwith recommendations that we make to you.We provide other disclosures to you regarding your Account, including: The Client Relationship Summary (Form CRS), which containscertain SEC-required information about us and our services as abroker-dealer and as an investment adviser. The Client Relationship Agreement and other account agreements(Agreement) and related disclosures. Other disclosures about our products and services listed on the lastpage of this Disclosure Statement. Trade confirmations. Prospectuses and other offering documents (collectively, OfferingDocuments) and subscription documents, supplements andsignature pages (collectively, Subscription Documents) provided inconnection with purchases of certain investment products.Documents highlighted in blue in this Disclosure Statement areaccessible by clicking the highlighted link or by going to ml.com/relationships and, as relevant, merrilledge.com. You can request papercopies of disclosures and other Account information, including any of thehighlighted documents linked to this Disclosure Statement from us.Our Account Types. We offer various account types and ways toengage with us. The Summary of Programs and Services provides anoverview of our available programs and services and the List ofAccount Types provides an overview of the primary types of accountsavailable to you, including accounts designated for retirement savings(Retirement Accounts).You also have the ability to enroll your Account into one of our investmentadvisory programs. For the avoidance of doubt, the term “Account” or“Brokerage Account” in this Disclosure Statement only refers to anAccount that is not enrolled in an investment advisory program.Our Registered Representatives. Depending on the type of Accountservice you choose, you will receive Brokerage Services from a registeredrepresentative of Merrill. For an Account where you have selected adedicated personal advisor (Merrill Advisor), you will receive BrokerageServices from us and that Merrill Advisor. For purposes of this disclosure,this is called a “full service Merrill Account.” If you enroll your Accountinto one or more of our investment advisory programs, your MerrillAdvisor will also provide investment advice and guidance to you undersuch programs. Certain Advisors are not eligible to offer a full serviceMerrill Account. Access to certain investment solutions and products in aBrokerage Account or access to our investment advisory programs andits investment options may only be provided by Advisors meeting certainqualifications and training.BIDS-01032022Depending on the type of Account you want to establish, you may havethe option to establish an Account that is offered through our call centeror at one of our Merrill Advisory Centers (MAC), which are located atwealth management and Bank of America financial centers. For a MACbased Account, you receive Brokerage Services from us and one of ourFinancial Solutions Advisors (FSAs) or similar type of registeredrepresentative under the terms of the MAC-based Account. You have theoption to enroll your MAC-based Account into one of our investmentadvisory programs based on the Account type.We also offer a self-directed brokerage account (Merrill Edge SelfDirected or MESD) and a self-guided investment advisory programthat offer web-based interaction and do not involve the services of aMerrill Advisor or FSA.The Brokerage Services offered in a MAC-based Account or an MESDAccount are different from those offered in a full service Merrill Account.For MAC-based Accounts and MESD Accounts, we do not offer new issueofferings, listed options contracts, options overlay strategies, hedge funds,private equity funds, market-linked investments, over-the-counter (OTC)derivative transactions and Offshore Funds (i.e., funds organized injurisdictions not within the United States and not registered with theSEC). The information in this Disclosure Statement relating to thesespecific securities and investments does not apply to MAC-basedAccounts or MESD Accounts.Merrill Advisors and FSAs or other similar registered representatives arereferred to in this Disclosure Statement as “Advisors” unless otherwisenoted. You can research us and our Advisors, including disciplinaryevents, for free at investor.gov and brokercheck.finra.org.Our Services and those of our Affiliates. Through its own capabilitiesas well as through arrangements with its Affiliates, including BofASecurities, Inc. (BofAS) and Bank of America, N.A. (BANA), Merrill providesits clients with the services described in this Disclosure Statement,including trade execution, access to securities research, cash sweeparrangements and lending services. Merrill, BofAS and BANA are Affiliatesof Bank of America Corporation (BofA Corp.), one of the world’s largestfinancial institutions that, through its subsidiaries, serves retail clients aswell as institutional customers and businesses with a full range of banking,investing, asset management and other financial products and services.In the United States, Merrill acts as a broker (i.e., agent) for its privateclients as well as its corporate and institutional clients. Througharrangements with financial firms and counterparties and throughBofAS, Merrill has access to dealer markets in the purchase and sale ofequity and debt securities traded on exchanges or in the over-thecounter markets. We also act as a broker and/or a dealer in the purchaseand sale of equities, mutual funds, corporate, municipal andgovernmental fixed income securities, options and OTC derivativetransactions. Through BANA , Merrill provides access to banking services,including lending and cash sweep services.Material Facts Relating to the Scope and Termsof Our Relationship with YouCapacityAll recommendations regarding your Brokerage Account and BrokerageServices will be made in our capacity as a broker-dealer. When we makesuch recommendations, we will refer to the Account number or title. AsMerrill is a broker dealer and a registered investment adviser, our Advisorsare able to use the term “Advisor” in their titles.If you enroll an Account in one of our investment advisory programs, wewill act as investment advisor solely with respect to that Account and notwith respect to your Brokerage Accounts.Best Interest Disclosure Statement 2
Material Fees and CostsThis section describes the material fees and costs that apply to yourBrokerage Account, including as to transactions, holdings and theAccount. You should discuss with an Advisor the fees and costs that youwill pay for particular transactions in your Account. You can accessadditional fee information by reviewing the Merrill Explanation of Feesand the Merrill Edge Explanation of Fees. The Offering Documents and/or Subscription Documents also provide specific fee information.Information regarding fees affecting MAC-based Accounts and MESDAccounts can be located at merrilledge.com.Sales ChargesIn connection with the purchase and sale of securities and otherinvestments in your Account, you are charged commissions, markups,markdowns and other fees and costs for executing transactions(together, Sales Charges). The Sales Charges can be included in the priceof your security. For some transactions, the Sales Charges can be addedto the price of the securities you purchase, or deducted from the price ofthe securities you sell.For certain securities, you will receive trade confirmations, OfferingDocuments and/or Subscription Documents, which you should consult forthe Sales Charges that you will pay for a particular security and transaction.You should also understand the following regarding our Sales Charges: Types of Sales Charges. Sales Charges include (1) brokeragecommissions and markups and markdowns; (2) underwritingdiscounts, selling concessions, placement fees and otherapplicable fees and charges for new issue offerings; (3) up-front andannual sales charges, including ongoing trailing fees paid on aperiodic basis after the transaction (e.g., fees paid by a mutual fundunder a Rule 12b-1 plan (12b-1 fees)); (4) commissions received froman issuing insurance company; and (5) other transaction charges. Adescription of the common types of Sales Charges and the rangesfor the common types of transactions are provided in the “SalesCharge Information for Common Types of Transactions” table below. Determination of Sales Charges. The Sales Charges for particularsecurities transactions are determined by reference to variousschedules, methodologies and pricing arrangements in effect fromtime to time and are subject to change. Where permitted, ourAdvisors can discount or waive Sales Charges at their discretion.See the section "Fee Discounting and Waivers" below. Use of Sales Charges. Sales Charges compensate us and/or ourAffiliates for the services provided to you in connection withtransactions in your Account. A portion of the Sales Charges wereceive is directly or indirectly used to pay Advisors’ compensation.The fee information in this Disclosure Statement does not cover everysecurity or other investment type or transaction or every fee and cost thatapplies to your Account. Not every security type or transaction is availableto you. In certain transactions, minimum Sales Charges will apply.Sales Charge Information for Common Types of TransactionsTransaction TypeNew Issue Equityand Debt Offerings*New Issue BrokeredCertificates ofDeposit OfferingsNew Issue MarketLinked InvestmentOfferingsSecondary MarketTransactions inEquities*Secondary MarketTransactions inFixed IncomeSecurities*Secondary MarketTransactions inMarket-LinkedInvestmentsUnit InvestmentTrusts (UITs)Listed OptionsContractsBIDS-01032022Sales Charge Description and RangeThere is an underwriting discount included in the offering price (which is the price you pay) that varies based on the security.Underwriting discounts range from 0.05% to 7.00% depending on the new issue offering and type of securities being offered.The prospectus cover page will list the actual amount of the underwriting discount for the offering. Advisors receive ascompensation a portion of the underwriting discount paid to Merrill for the new issue offering.*Covers equities, preferreds, closed end funds & fixed income securitiesA placement fee is paid to us or our Affiliate for distributing new issue brokered Certificate of Deposits (brokered CDs) from thebrokered CD issuer, the amount of which is included in the offering price (which is the price you pay). Placement fees range from0.02% - 0.30% of the principal amount of the brokered CD on an annualized basis, depending on the tenor.There is an underwriting discount included in the offering price (which is the price you pay) that varies based on the tenor andtype of the market-linked investment (MLI). The underwriting discount ranges from 1.50% -2.50%. The prospectus cover pagewill list the actual amount of the underwriting discount for the offering. Advisors receive as compensation a portion of theunderwriting discount paid to Merrill for the new issue MLI offering. The economic terms of the MLI will also include a relatedstructuring fee typically in the range of 0.50% - 0.75%, which is retained by our Affiliate.You pay a commission that is calculated based on the principal value of the security purchased or sold. The commission is inaddition to the purchase price you pay or the sale price you receive for the security. The maximum commission that can becharged ranges from 0.50% -5.00%, depending on the principal amount of the transaction.*Covers listed equities, exchange traded funds (ETFs), closed end funds and other equity securitiesFor purchases, you pay us a markup that is added to and included in the price of the security that you pay. For sales, amarkdown is deducted from and included in the price of the security that you receive. Our markups range from 0.10% -2.00%,and our markdowns range from 0.00% to 0.50% (for over-the-counter preferred securities, the markdown is up to 1.00%). Inaddition, the price you pay (for purchases) or receive (for sales) also includes a dealer markup or markdown paid to our Affiliate(typically up to 1.00%) if the transaction is executed by our Affiliate. The total markup or markdown depends on the specificfixed income security type, tenor and market conditions.*Covers Treasuries, agencies, municipals, corporate debt & certain preferred securitiesFor purchases, you pay us a markup that is added to and included in the price of the MLI. For sales of an MLI, you do not pay usa markdown. In addition, the price you pay (for purchases) or receive (for sales) also includes a dealer markup or markdown paidto our Affiliate. Our markup on MLI purchases ranges from 0.50% -2.00% and the dealer markup or markdown is typically up to1.00%. The total markup or markdown depends on the specific MLI and its tenor.There is a sales charge that is included in the UIT offering price (which is the price you pay) that varies based on the type of UITand its tenor. For equity UITs, the sales charge is 1.85% for a 15-month UIT and 2.75% for a 24-month UIT. The fixed incomeUIT sales charge is between 2.50% to 3.50% and is based on the tenor of the UIT. From the sales charges you pay, we receive1.25% for a 15-month equity UIT, 2.00% for a 24-month equity UIT and between 1.60%-2.60% for a fixed income UIT.You pay a commission calculated based on the principal value and the number of the listed option contracts purchased or sold.The commission is in addition to the purchase price you pay or the sale price you receive for the contract. Commissions rangefrom 0.70% -15.00% of the principal value of the contracts, plus 3.00- 9.00 per contract. You also pay an additionaltransaction fee ranging from 0.15 up to 1,003 per transaction, determined based on the principal value and number ofcontracts purchased or sold.Best Interest Disclosure Statement 3
Transaction TypeOptions OverlayStrategiesSales Charge Description and RangeYou pay us a transaction fee of 1.00 per listed options contract purchased or sold as directed by the third-party investmentmanager to implement the strategy. See additional fee information in the “Indirect Fees and Charges” section below.Upfront Sales Charges: For mutual fund Class A shares, you pay an upfront “front-end” Sales Charge. At Merrill, we onlytypically permit purchases of Class A shares when the Sales Charge on the purchase amount is 3.5% or less (by prospectus)which is deducted from your investment at the time of your purchase. The amount of the Class A share Sales Charge dependson factors such as the size of the purchase and the fund’s particular Sales Charge breakpoint schedule (which lowers thecharge based on larger purchases or holdings), your eligibility for any other discounts or waivers and/or the asset class of thefund. There are no upfront Sales Charges for mutual fund Class C shares.Mutual FundsContingent Deferred Sales Charge (CDSC). For certain purchase amounts of Class A shares where no Sales Charge isimposed, you will pay a CDSC for any redemption you make within 12 months of the purchase date in an amount ranging from0.25% -1.00% of the redemption amount. If you redeem your Class C Share within 12 to 18 months of the purchase date, youwill typically pay a CDSC fee of 1.00%, which is deducted from the redemption proceeds.Annual or Trailing Sales Charges: Mutual funds have an annual asset-based fee or “12b-1 fee” paid out of the fund’s assetsthat differ based on the share class. For mutual fund Class A shares, a 12b-1 fee is paid to us in addition to the upfront Class Ashare Sales Charge and is typically in the range of 0.20% - 0.30% but in certain funds can be up to 0.50%. For mutual fundClass C shares where no upfront Sales Charge is paid, you will pay a 12b-1 fee upon the initial purchase and annually thereafter.The mutual fund Class C share 12b-1 fees range from 0.50% -1.00%.Mutual Fundsin ERISA Accounts*For mutual fund shares available in ERISA Accounts, you will not pay an upfront fee but you pay an annual asset basedretirement group fee, which is typically a 12b-1 fee that is based on the share class for which that ERISA Account is eligible.Retirement group fees are typically 0.25% for Class A shares, 0.50% for Class R Shares and 1.00% for Class C Shares, in eachcase for funds available in ERISA Accounts. You also pay a separate administrative service fee of up to 0.35%, which for certainfunds is deducted from fund assets, with a fee range that is typically from 0.10% - 0.20%.*ERISA Accounts are accounts (other than SEP, SIMPLE and BASIC Accounts), subject to the EmployeeRetirement Income Security Act of 1974, as amended (ERISA).Money MarketFundsYou will not pay an upfront fee. Money market funds, including those available for purchase in ERISA Accounts, have an annualasset-based administrative fee that is paid to us. The administrative fee ranges from 0.00% - 0.50%. The money market fundsavailable to certain Accounts as an automatic cash sweep option under our Cash Sweep Program typically include a 0.40%service fee. Although some money market funds have an annual 12b-1 fee, those available for purchase in your BrokerageAccount typically do not charge this fee.Hedge Funds andPrivate EquityFundsYou pay us a one-time placement fee. For hedge funds, this fee is in addition to, and not deducted from, your hedge fundsubscription amount. For private equity feeder funds, this fee is added to, and not deducted from, your private equity capitalcommitment amount. The placement fee is up to 2.00% for private equity funds made available on our platform on or afterSeptember 22, 2021 and for all hedge funds. See additional fee information in the “Indirect Fees and Charges” section below.Exchange FundsYou pay us a selling commission (included in your subscription amount) of up to 1.50%. See additional fee information in the“Indirect Fees and Charges” section below.AnnuitiesYou pay fees for an annuity directly to the issuing insurance company, the amount of which depends on the annuity type andfeatures you select. For variable annuities, the fees you pay are included in the annuity contract. For fixed rate, fixed indexed andincome annuities, the fee is included through the crediting rates established by the issuing insurance company. Under sellingagreements with the insurance company, we, through our Affiliates, receive compensation in the form of sales commissions fromthe insurance company and trailing payments. The first-year sales commissions range from 2.50% -4.00% and the trailingpayments range is 0.00% - 0.55%, in each case, depending on the type of annuity. The commissions are not an upfront salescharge and do not reduce your initial investment. For additional premiums added to contracts that were purchased prior to June 1,2020, first-year sales commissions received from insurance companies range from 0.75% -5.25%, and trailing payments rangefrom 0.00% -1.20%, in each case, depending on the type of annuity.Upfront Sales Charges. For investments in Merrill Omnibus 529 plans, you will not pay an upfront sales charge. Theprogram unit class in which you will be invested is determined by your overall assets in a particular 529 plan: Class C units forinvestments of less than 250,000 and Class A units for investments of 250,000 or more. Class C units convert to Class Aunits 4 years from purchase. For certain purchase amounts of Class A units where no Sales Charge is imposed, you will pay aCDSC for any redemption you make within 12 months of the purchase date in an amount of 0.25% of the redemption amount.529 PlansFor investments in the various State 529 plans offered by Merrill, you purchase a Class A unit or a Class C unit based on yourinvestment time horizon and age of your beneficiary, among other factors. For Class A units, you pay an upfront Sales Charge of up to5.25%. The actual amount of the Class A unit Sales Charge is based on the State 529 plan you select, the size of your investment inthe plan, the plan’s particular Sales Charge breakpoint schedule (which lowers the charge based on larger purchases or holdings), andyour eligibility for any discounts or waivers. There are no upfront Sales Charges for Class C units but if the Class C units are withdrawnfrom the State 529 plan within 18 months of the purchase date, you will typically pay a CDSC fee of 1.00%. In many State Section 529plans, Class C units convert to Class A units after a predetermined number of years set by the plan.Annual Portfolio Expenses. Each 529 plan investment portfolio has annual portfolio expenses paid out of the fund’s assets thatdiffer based on the share class. For Class A units you pay ongoing compensation of up to 0.25% of the average account assets andfor Class C units, you pay ongoing compensation of up to 1.00% of the average account assets which decreases to a maximum of0.25% upon conversion to Class A units.Not all of these security products or offerings are available for purchase in MAC-based Accounts. In addition, different sales charges for securities transactionsapply in MESD accounts and not all investment products are available. You may review applicable MESD fees and charges at www.merrilledge.com/pricing.BIDS-01032022Best Interest Disclosure Statement 4
Indirect Fees and ChargesWhen you purchase certain securities and other investments, you willpay indirect fees, such as annual management, performance,administration, service and other asset-based fees that are typicallypart of the overall expenses of the security or other investment. Someor all of these indirect fees are, in turn, paid to us as part of ourcompensation for offering, servicing and sales of the product.Examples of these indirect fees include the following: Hedge Funds and Private Equity Funds. All hedge and privateequity feeder funds which are available for purchase only by clientsof Merrill or its affiliates (feeder funds) have an annualadministration fee of up to 1.00%, of which we receive up to0.875% in selling agent compensation. In addition, the third-partyadministrator of certain hedge feeder funds receives payments of afixed dollar amount or a percentage of management fees(retrocession payments) from the underlying manager, whichgenerally are paid to us as selling agent compensation.Hedge and private equity funds that are not feeder funds haveannual management, administrative, servicing and other assetbased fees that are paid to the manager or its affiliates. Merrillgenerally receives a payment from the manager or its affiliates ofup to 1.00% of the total amount invested or committed to beinvested by Merrill clients. The exact percentage and method ofcalculation is disclosed in the Subscription Documents and/orOffering Documents for each fund. For certain hedge fund holdingswhich are no longer available for purchase, the retrocession fee isup to 4.00%. Exchange Funds. Exchange funds have annual advisory,management, administrative, servicing and other asset-basedfees of between 0.85% and 0.98% that are paid to the exchangefund’s manager. Of this fee, Merrill receives 0.25% annually ofyour investment in the fund as a servicing fee. The exchangefund’s lead placement agent pays us an incentive payment of upto 1.00% of your subscription amount. Options Overlay Strategies. These strategies have an annualmanagement fee of between 0.50% to 0.60% and an annualperformance fee (that ranges from 0.00% to 10.00% of netprofits), both of which are paid by you to the options overlaystrategy manager. Of the annual management fee it receives, themanager pays us between 0.15% to 0.225% as a referral payment.Over time, these indirect fees and the annual asset-based feescovered in the chart above will reduce the return on your investmentand may cost you more than other types of investments.Fee Discounting and WaiversWhere permitted, our Advisors (but not FSAs) can discount or waive SalesCharges at their discretion. The actual Sales Charges you pay andwhether any discount or waiver is applied is determined by your Advisorand your individual circumstances and you may be charged a higheramount than other similarly situated clients.Other Transaction Costs and Miscellaneous Account andService FeesCertain transactions in securities incur additional fees and costs,including exchange, alternative trading system fees, required SEC feesor similar fees and transfer taxes. These per transaction fees varyfrom product to product. The purchase and sale of certain non-U.S.securities will have local country costs and fees, stamp taxes, foreigncurrency exchange or conversion fees and local broker fees. Fortransactions in foreign ordinary securities, there are markups,markdowns and dealer spread charges in connection with relatedforeign currency conversions, including in connection with ADRs.BIDS-01032022Certain of these trading-related charges, currency conversion-relatedcharges and other fees are included in the execution price for thesecurity as a net price and are not reflected as separate charges onyour trade confirmations or account statements. We will undertake, atyour written request, to obtain the amount of this remuneration for agiven transaction in your Account.Your Brokerage Account is subject to miscellaneous account and servicefees as described in the Merrill Schedule of Miscellaneous Account andService Fees and for MAC-based Accounts in the Merrill Edge Scheduleof Miscellaneous Account and Service Fees.Margin ChargesIf you use margin, you will pay interest, which varies. For moreinformation regarding margin interest rates, please refer to yourAgreement and/or the Margin Truth-in-Lending Disclosure Statement.Type and Scope of Brokerage ServicesThe type and scope of services provided in connection with yourBrokerage Account are described in your Agreement. You will work withAdvisors who make recommendations based on a variety of factors,including your age, other investments, financial situation and needs, taxstatus, investment objectives, investment experience, investment timehorizon, liquidity needs and risk tolerance (Investment Profile).Account TypesWe offer a variety of types of Brokerage Accounts for retail investors. TheList of Account Types provides an overview of our primary retail accountsand can be reviewed at ml.com/relationships or at merrilledge.com. YourAdvisor can provide you with further information upon request.Brokerage ServicesWe provide the following Brokerage Services: Investment recommendations. We provide investmentrecommendations to you regarding securities or investmentstrategies involving securities from time to time. When we make arecommendation to you, it must be in your best interest at the timeit is made in light of, among other things, your Investment Profile. Unsolicited transactions. You are permitted to disregard ourrecommendations or otherwise make your own investmentdecisions and to ask Advisors to execute transactions other thanthose we recommend to you. Your purchases and sales of securitiesthat are not recommended by us are not subject to Regulation BestInterest and can cause your Account to perform in a way that isinconsistent with our recommendations. Transaction execution.
information about the scope and terms of the brokerage services that Merrill Lynch, Pierce, Fenner & Smith Incorporated (Merrill, Merrill Lynch, or we, us or our) provides to retail clients that engage Merrill for brokerage services. If you have any questions about this Disclosure Statement, please c