Form MA/A Wells Nelson & Associates, L.l.c.

[Amend] Municipal Advisor Registration for Business Entities

Published: 2019-04-22 14:49:23
Submitted: 2019-04-15
primary_doc.html


Form MA Applicant's Information

CIK
CCC

Submission Contact Information

Contact Person for this Filing
EDWARD WELLS 
Contact Phone
Contact Email Address
EWELLS@WELLSNELSON.COM 
Contact Email Address
JSANDERS@WELLSNELSON.COM 

Please read the General Instructions for this form and other forms in the MA series, as well as its subsection, "Specific Instructions for Certain Items in Form MA," before completing this form. All italicized terms herein are defined or described in the Glossary of Terms appended to the General Instructions.

Part I

This form must be completed by municipal advisors that are organized entities, including sole proprietors (referred to herein as "municipal advisory firms" or "firms," unless the context indicates otherwise).

WARNING:

Complete this form truthfully. False statements or omissions may result in denial of application, revocation of registration, administrative or civil action, or criminal prosecution. Form MA must be amended promptly upon the occurrence of certain material events, and updated at least annually, within 90 days of the end of the municipal advisor's fiscal year, or, if a sole proprietor, the municipal advisor's calendar year. See General Instruction 8.

Type of Filing:

This is an:

Check the appropriate box.

checkbox unchecked Initial application to register as a municipal advisor with the SEC.

Execution Page: After completing this form, you must complete the Execution Page.


Supporting Documentation: If you are required to make reportable disclosures in the Disclosure Reporting Pages, you must attach the supporting documentation.


Non-Resident Applicants: If you are a non-resident of the United States, certain additional requirements must be met at the time of filing your application, or processing of your application may be delayed. See General Instruction 2.c. and subsection "General Instructions to Form MA-NR" of the General Instructions.


checkbox uncheckedAnnual update of municipal advisor’s Form MA, for fiscal year ended , or, if a sole proprietor, for calendar year ended December 31, .


Execution Page: After completing this form, you must complete the Execution Page.


Changes: Are there any changes in this annual update to information provided in the municipal advisor’s most recent Form MA, other than the updated Execution Page?  radio button uncheckedYes radio button unchecked No

checkbox checked Amendment (other than annual update) to any part of the municipal advisor’s most recent Form MA.


Execution Pages: After completing this form, you must complete the Execution Page.

Item 1 Identifying Information

A. Full Legal Name of the Firm

(1) Firm Name:
WELLS NELSON & ASSOCIATES, L.L.C. 
Organization CRD No.,if any:
(2) Sole Proprietor: If the applicant is a sole proprietor, check here, and provide full last name, first name, middle name, and suffix, if any:
radio button unchecked Yes radio button checked No
(3) Name Change: If full legal name has changed since the municipal advisor's most recent Form MA, check here and provide the previous full legal name.
radio button unchecked Yes radio button checked No
 
(specify)

B. Doing-Business-As (DBA) Name

(1) If the name under which municipal advisor-related business is primarily conducted is different from Item 1-A., check here and provide the DBA name.
radio button unchecked Yes radio button checked No
(2) Previous DBA Name: If name under which municipal advisor-related business is primarily conducted has changed since the municipal advisor's most recent Form MA, check here and provide the previous name under which the municipal advisor-related business was primarily conducted.
radio button unchecked Yes radio button checked No
 
(3) Additional Names: 
(a) Is municipal advisor-related business conducted under any additional names? 
radio button unchecked Yes radio button checked No
(b) List any additional names on Section 1-B of Schedule D.

C. (1) IRS Employer Identification Number:

D. Registrations

(1) Form MA-T Registration: Was the applicant previously registered on Form MA-T as a municipal advisor?
radio button checked Yes radio button unchecked No

If "Yes", enter the SEC File No. MA-T:

(2) Other Registrations: Is the applicant registered as or with any of the following?

Check all that apply. For each registration box you checked, provide the requested file number(s).  An applicant firm should NOT provide the organization CRD number, or other specified number, of any of its organizational affiliates, or the individual CRD number of its officers, employees, or natural person affiliates.

checkbox checkedMunicipal Advisor
SEC File No.:
checkbox unchecked Municipal Securities Dealer
SEC File No.:
checkbox checked Broker-Dealer   
SEC File No.:
 
Organization CRD No.:
checkbox checkedInvestment Adviser
checkbox uncheckedSEC -Registered
SEC File No.:
 
Organization CRD No.:
checkbox unchecked Exempt Reporting Adviser
SEC File No.:
 
Organization CRD No.:
checkbox checked Registered in US State or Other US Jurisdiction
Organization CRD No.:

Investment Adviser Registration in a US State or Other US Jurisdiction: If predecessor municipal advisory firm is registered in a US state or other jurisdiction as an investment adviser, enter the organization CRD Number above. In the table below, select each US state or jurisdiction in which the predecessor municipal advisory firm is so registered.

Check All That Apply:

US State or Jurisdiction
(Code)
US State or Jurisdiction
(Code)
checkbox checked Alabama
(AL)
checkbox unchecked Montana
(MT)
checkbox unchecked Alaska
(AK)
checkbox unchecked Nebraska
(NE)
checkbox unchecked Arizona
(AZ)
checkbox unchecked Nevada
(NV)
checkbox checked Arkansas
(AR)
checkbox unchecked New Hampshire
(NH)
checkbox unchecked California
(CA)
checkbox unchecked New Jersey
(NJ)
checkbox unchecked Colorado
(CO)
checkbox unchecked New Mexico
(NM)
checkbox unchecked Connecticut
(CT)
checkbox unchecked New York
(NY)
checkbox unchecked Delaware
(DE)
checkbox checked North Carolina
(NC)
checkbox unchecked District of Columbia
(DC)
checkbox unchecked North Dakota
(ND)
checkbox unchecked Florida
(FL)
checkbox unchecked Ohio
(OH)
checkbox unchecked Georgia
(GA)
checkbox checked Oklahoma
(OK)
checkbox unchecked Guam
(GU)
checkbox unchecked Oregon
(OR)
checkbox unchecked Hawaii
(HI)
checkbox unchecked Pennsylvania
(PA)
checkbox unchecked Idaho
(ID)
checkbox unchecked Puerto Rico
(PR)
checkbox unchecked Illinois
(IL)
checkbox unchecked Rhode Island
(RI)
checkbox unchecked Indiana
(IN)
checkbox unchecked South Carolina
(SC)
checkbox unchecked Iowa
(IA)
checkbox unchecked South Dakota
(SD)
checkbox checked Kansas
(KS)
checkbox unchecked Tennessee
(TN)
checkbox unchecked Kentucky
(KY)
checkbox checked Texas
(TX)
checkbox unchecked Louisiana
(LA)
checkbox unchecked Utah
(UT)
checkbox unchecked Maine
(ME)
checkbox unchecked Vermont
(VT)
checkbox unchecked Maryland
(MD)
checkbox unchecked Virgin Islands
(VI)
checkbox unchecked Massachusetts
(MA)
checkbox unchecked Virginia
(VA)
checkbox unchecked Michigan
(MI)
checkbox unchecked Washington
(WA)
checkbox unchecked Minnesota
(MN)
checkbox unchecked Wisconsin
(WI)
checkbox checked Mississippi
(MS)
checkbox unchecked West Virginia
(WV)
checkbox checked Missouri
(MO)
checkbox unchecked Government Securities Broker-Dealer 
SEC File No.:
 
Bank Identifier:
 
checkbox unchecked Other SEC Registration
(Specify):
 
 
SEC File No. (if any):
 
EDGAR CIK (if any):
checkbox unchecked Another federal or state regulator(Specify):
 
 
Registration No. (if any):
 
(3) Additional Registrations:
(a) Does the applicant have any additional registrations that are not listed in subsection (2)?
radio button unchecked Yes radio button checked No
(b) List any such additional registrations on Section 1-D of Schedule D.

E. Principal Office and Place of Business

(1) Address: Do not use a P.O. Box.
Street Address 1:
TWO LEADERSHIP SQUARE, 211 N. ROBINSON 
Street Address 2:
SUITE 1600 
City:
OKLAHOMA CITY 
State/Country:
OKLAHOMA  
Postal Code:
73102 
Telephone Number at this location:
405-239-9000 
Fax Number (if any) at this location:
 

For non-US telephone and fax numbers, include country code with area code and local number.

Is this address a private residence? A private residential address will not be included in publicly available versions of this registration form.
radio button uncheckedYes radio button unchecked No
(2) Additional Offices:
(a) Is municipal advisor-related business conducted at any office(s) other than applicant's principal office and place of business listed above?
radio button checked Yes radio button unchecked No
(b) If "Yes," list the five largest such additional offices on Section 1-E of Schedule D.
(3) Mailing Address: Is the mailing address different from principal office and place of business address in Item 1-E(1)?
radio button unchecked Yes radio button checked No
If "Yes," complete this item.
Street Address 1:
 
Street Address 2:
 
City:
 
State/Country:
 
Postal Code:
 
Is this address a private residence? A private residential address will not be included in publicly available versions of this registration form.
radio button uncheckedYes radio button unchecked No

F. Website

(1) Provide the address of the applicant's principal website (if any): 
(specify)
WWW.WELLSNELSON.COM 
(2) Does the applicant have any additional websites? 
radio button unchecked Yes radio button checked No
(3) Total number of additional websites
(specify)
(4) List all additional website addresses on Section 1-F of Schedule D.

G. If the applicant has a Chief Compliance Officer, provide his or her name and contact information

Please note that the applicant must provide name and contact information for either a Chief Compliance Officer in Question 1.G., or another contact person in Question 1.H below. Both may be provided.

Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.

Last Name:
WELLS 
First Name:
EDWARD 
Middle Name:
FRANKLIN 
Other title(s), if any:


Street Address 1:
TWO LEADERSHIP SQUARE, 211 N. ROBINSON 
Street Address 2:
SUITE 1600 
City:
OKLAHOMA CITY 
State/Country:
OKLAHOMA  
Postal Code:
73102 

For non-US telephone and fax numbers, include country code with area code and local number.

Telephone Number:
405-239-9000 
Fax Number:
405-228-1062 
E-mail Address of Chief Compliance Officer:

EWELLS@WELLSNELSON.COM 

H. Contact Person

If a person other than the Chief Compliance Officer is authorized to receive information and respond to questions about this form, provide the name and contact information for that person :

Please note that the applicant must provide name and contact information for either a Chief Compliance Officer in Question 1.G., or another contact person in Question 1.H below. Both may be provided.

Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.

Last Name:
NELSON 
First Name:
RANDALL 
Middle Name:
WARREN 
Other title(s), if any:


Street Address 1:
401 S. BOSTON STREET 
Street Address 2:
SUITE 2520 
City:
TULSA 
State/Country:
OKLAHOMA  
Postal Code:
74103 

For non-US telephone and fax numbers, include country code with area code and local number.

Telephone Number:
918-382-9250 
Fax Number:
918-583-1824 
E-mail Address of Contact Person:

RNELSON@WELLSNELSON.COM 

I. Location of Books and Records

(1) Does the applicant maintain, or intend to maintain, some or all of the books and records required to be kept under MSRB rules and SEC rules at a location other than the principal office and place of business address listed in Item 1-E?
radio button checked Yes radio button unchecked No
(2) If "Yes," list all such locations in Section 1-I of Schedule D.

J. Foreign Financial Regulatory Authorities

(1) Is the applicant registered with a foreign financial regulatory authority? Answer "no" even if affiliated with a business that is registered with a foreign financial regulatory authority.
radio button unchecked Yes radio button checked No
(2) If "Yes," list all such registrations in Section 1-J of Schedule D.

K. Business Affiliates of the Applicant

(1) Is the applicant affiliated with any other domestic or foreign business entities?
radio button unchecked Yes radio button checked No
(2) If "Yes," provide the names of all such affiliates and any applicable registrations in Section 1-K of Schedule D .

Item 2 Form of Organization

A. Applicant's form of organization

If this is not an initial application, and the applicant’s form of organization has changed since the applicant’s most recent Form MA, see Instruction 8 of the General Instructions.

radio button unchecked Corporation radio button unchecked Sole Proprietorship radio button unchecked Limited Liability Partnership (LLP)

radio button unchecked Partnership radio button checked Limited Liability Company (LLC) radio button unchecked Limited Partnership (LP)

radio button unchecked Other (specify)

 

B. Month of Applicant's Annual Fiscal Year End

(Sole proprietors are not required to complete this subpart B.)

C. State, Other US Jurisdiction, or Foreign Jurisdiction Under Which Applicant is Organized

If the applicant is a corporation or limited liability company, indicate the state or jurisdiction where the applicant is incorporated. If the applicant is a partnership, indicate the name of the state or jurisdiction under the laws of which the partnership was formed. If applicant is a sole proprietor, indicate the state or jurisdiction in which applicant resides.

If this is not an initial application for registration, and the applicant's information has changed since the applicant's most recent Form MA, see General Instruction 8.

Enter the full name of the U.S. jurisdiction, or the full name, in English, of the foreign jurisdiction:

D. Date of Organization:


E. Public Reporting Company

(1) Is the applicant a public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934?
radio button uncheckedYes radio button checkedNo

Item 3 Successions

A. Is the applicant, at the time of this filing, succeeding to the business of a registered municipal advisor?

If this succession was previously reported on Form MA, do not report the succession again. Instead, check "No." See Instruction 1 of the Specific Instructions for Form MA included in the General Instructions.
radio button unchecked Yes radio button checked No
If "Yes" enter the Date of Succession:

B. If "Yes," in Item 3.A., complete Section 3 of Schedule D.

If "Yes," in Item 3.A., complete Section 3 of Schedule D.
 

Item 4 Information About Applicant's Business

Note: Instruction 2 of the Specific Instructions for Certain Items in Form MA included in the General Instructions provides guidance for newly formed municipal advisors completing this Item 4.

Employees

If the applicant is organized as a sole proprietorship, include the sole proprietor as an employee.

A. Number of Employees:

Approximate number of employees of applicant. Include full- and part-time employees, but do not include clerical, administrative, or support workers (or workers performing similar functions): (If none, enter a zero.):

B. Municipal Advisory Activities:

Approximately how many of these employees engage in municipal advisory activities? (Include such employees even if they perform other functions in addition to engaging in municipal advisory activities.) If none, enter a zero.

C. Registered Representatives

(1) Approximately how many of the employees who are included in the response to part B are registered representatives of a broker-dealer? If none, enter a zero.
(2) Approximately how many are investment adviser representatives? If none, enter a zero.

D. Firms and Other Persons that Solicit on Behalf of the Applicant

Approximately how many firms and other persons who are not employed by the applicant and who are not otherwise associated persons of the applicant solicit clients on the applicant's behalf? (If none, enter a zero. Count a firm only once; do not count each of the firm’s employees that solicits on the applicant’s behalf.)
Please list the names of these firms and other persons on Section 4-D of Schedule D.

E. Employees Also Acting as Affiliates of the Applicant

(1) Does the applicant have any employees that also do business independently on the applicant's behalf as affiliates of the applicant?
radio button uncheckedYES radio button checkedNO
(2) Total number of such employees:
(3) List the names of these employees on Section 4-E of Schedule D.

Clients

F. Types of Clients

Approximately how many clients did the applicant serve in the context of its municipal advisory activities during its most-recently completed fiscal year? (If none, enter a zero and check box 5 below).

The applicant has the following types of clients:

Check all that apply.

checkbox checked (1) Municipal Entities
checkbox checked (2) Non-profit organizations (e.g., 501(c)(3) organizations) who are obligated persons
checkbox unchecked (3) Corporations or other businesses not listed above who are obligated persons
checkbox unchecked (4) Other: (specify)
checkbox unchecked (5) Not applicable - applicant engages only in solicitation; does not serve clients in the context of its municipal advisory activities

G. Solicitations Of Municipal Entities and Obligated Persons

Approximately how many municipal entities and obligated persons were solicited by the applicant on behalf of a third-party during its most-recently completed fiscal year? (If the applicant solicits its clients in addition to serving these clients in the context of its municipal advisory activities, the clients should be counted in the response to this Part G even if counted in Part F.)

(1) Municipal Entities:

If none, enter a zero.

(2) Obligated Persons:

If none, enter a zero

(3) Total:

H. Types of Persons Solicited

The applicant solicits the following types of persons:

Check all that apply.

checkbox unchecked (1) Public pension funds
checkbox unchecked (2) 529 Plans
checkbox unchecked (3) Local government investment pools
checkbox unchecked (4) State government investment pools
checkbox unchecked (5) Hospitals
checkbox unchecked (6) Colleges
checkbox unchecked (7) Other: (specify)
checkbox checked (8) Not applicable – applicant only serves clients; does not engage in solicitation in the context of its municipal advisory activities

Compensation Arrangements

I. Applicant is compensated for its advice to or on behalf of municipal entities or obligated persons with respect to municipal financial products or the issuance of municipal securities by:

Check all that apply.

checkbox checked (1) Hourly charges
checkbox checked (2) Fixed fees (not contingent on the issuance of municipal securities)
checkbox unchecked (3) Contingent fees
checkbox unchecked (4) Subscription fees (for a newsletter or other publications)
checkbox unchecked (5) Other: (specify)
checkbox unchecked (6) Not applicable – applicant engages only in solicitation; does not serve clients in the context of its municipal advisory activities

J. Applicant is compensated for its solicitation activities by:

Check all that apply.

checkbox unchecked (1) Hourly charges
checkbox unchecked (2) Fixed fees (not contingent on the success of solicitations)
checkbox unchecked (3) Contingent fees
checkbox unchecked (4) Subscription fees (for a newsletter or other publications)
checkbox unchecked (5) Other: (specify)
checkbox checked (6) Not applicable; applicant only serves clients; does not engage in solicitation as part of its municipal advisory activities

K. Does the applicant receive compensation, in the context of its municipal advisory activities, from anyone other than clients?

radio button uncheckedYES radio button checkedNO
 
If "Yes", please explain:

Applicant's Business Relating to Municipal Securities

L. Applicant is engaged in the following types of activities:

Check all that apply.

checkbox checked
(1) Advice concerning the issuance of municipal securities (including, without limitation, advice concerning the structure, timing, terms and other similar matters, such as the preparation of feasibility studies, tax rate studies, appraisals and similar documents, related to an offering of municipal securities)
checkbox checked
(2) Advice concerning the investment of the proceeds of municipal securities (including, without limitation, advice concerning the structure, timing, terms and other similar matters concerning such investments)
checkbox checked
(3) Advice concerning municipal escrow investments (including, without limitation, advice concerning their structure, timing, terms and other similar matters)
checkbox checked
(4) Advice concerning the investment of other funds of a municipal entity (including, without limitation, advice concerning the structure, timing, terms and other similar matters concerning such investments)
checkbox checked
(5) Advice concerning guaranteed investment contracts (including, without limitation, advice concerning their structure, timing, terms and other similar matters)
checkbox checked
(6) Advice concerning the use of municipal derivatives (including, without limitation, advice concerning their structure, timing, terms and other similar matters)
checkbox unchecked
(7) Solicitation of investment advisory business from a municipal entity or obligated person (including, without limitation, municipal pension plans) on behalf of an unaffiliated broker, dealer, municipal advisor or investment adviser (e.g., third party marketers, placement agents, solicitors, and finders)
checkbox unchecked
(8) Solicitation of business other than investment advisory business from a municipal entity or obligated person on behalf of an unaffiliated person or firm (e.g., third party marketers, placement agents, solicitors, and finders)
checkbox checked
(9) Advice or recommendations concerning the selection of other municipal advisors or underwriters with respect to municipal financial products or the issuance of municipal securities
checkbox unchecked
(10) Brokerage of municipal escrow investments
checkbox unchecked
(11) Other: (specify)

Item 5 Other Business Activities

A. Applicant is actively engaged in business in or as a:

 
Is Applicant Actively Engaged?
Check all that apply.
Is this Applicant’s Primary Business(es)?
Check all that apply.
1. Broker-dealer, municipal securities dealer or government securities broker or dealer
checkbox checked
checkbox checked
2. Registered representative of a broker-dealer
checkbox unchecked
checkbox unchecked
3. Commodity pool operator (whether registered or exempt from registration)
checkbox unchecked
checkbox unchecked
4. Commodity trading advisor (whether registered or exempt from registration)
checkbox unchecked
checkbox unchecked
5. Futures commission merchant
checkbox unchecked
checkbox unchecked
6. Major swap participant
checkbox unchecked
checkbox unchecked
7. Major security-based swap participant
checkbox unchecked
checkbox unchecked
8. Swap dealer
checkbox unchecked
checkbox unchecked
9. Security-based swap dealer
checkbox unchecked
checkbox unchecked
10. Trust company
checkbox unchecked
checkbox unchecked
11. Real estate broker, dealer, or agent
checkbox unchecked
checkbox unchecked
12. Insurance company, broker, or agent
checkbox unchecked
checkbox unchecked
13. Banking or thrift institution (including a separately identifiable department or division of a bank)
checkbox unchecked
checkbox unchecked
14. Investment adviser (including financial planners)
checkbox checked
checkbox unchecked
15. Attorney or law firm (Jurisdiction(s) where licensed)
checkbox unchecked
checkbox unchecked

Jurisdiction(s) where licensed (specify)

 

 
 
16. Accountant or accounting firm (Jurisdiction(s) where licensed)
checkbox unchecked
checkbox unchecked

Jurisdiction(s) where licensed (specify)


 

 
 
17. Engineer or engineering firm
checkbox unchecked
checkbox unchecked

Jurisdiction(s) where licensed


 

 
 
18. Other financial product advisor
checkbox unchecked
checkbox unchecked

(specify)


 

 
 

B. Other Business

(1) Is applicant actively engaged in any other business not listed in Part A of this Item (other than engaging in municipal advisory activities)?
radio button unchecked Yes radio button checked No
(2) If "Yes" to Part B-1., is this other business applicant's primary business?
radio button unchecked Yes radio button unchecked No
(3) If "Yes" to Part B-2., describe the other business on Section 5-B of Schedule D.

Item 6 Financial Industry and Other Activities of Associated Persons

A. Applicant has one or more associated persons that is a:

Check all that apply.

"Associated Person" herein refers to a person who is an associated person of a municipal advisor. Note that "associated person" includes employees and persons with control over the municipal advisor that do not themselves engage in municipal advisory activities, but does not include employees that are performing solely clerical, administrative, support or other similar functions. Note also that more than one box may be applicable to any such associated person. For example, if an associated person is both a swap dealer and security-based swap adviser, check both boxes (4) and (5) below.

checkbox checked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
checkbox unchecked (2) Investment company (including mutual funds)
checkbox checked (3) Investment adviser (including financial planners)
checkbox unchecked (4) Swap dealer
checkbox unchecked (5) Security-based swap dealer
checkbox unchecked (6) Major swap participant
checkbox unchecked (7) Major security-based swap participant
checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
checkbox unchecked (10) Futures commission merchant
checkbox unchecked (11) Banking or thrift institution
checkbox checked (12) Trust company
checkbox unchecked (13) Accountant or accounting firm
checkbox unchecked (14) Attorney or law firm
checkbox checked (15) Insurance company or agency
checkbox unchecked (16) Pension consultant
checkbox unchecked (17) Real estate broker or dealer
checkbox unchecked (18) Sponsor or syndicator of limited partnerships
checkbox unchecked (19) Engineer or engineering firm
checkbox checked (20) Other municipal advisor

Total Associated Persons:

Provide the total number of such associated persons:

Provide the total number of such associated persons, not the number of boxes checked. For example, if the applicant's associated persons are 2 broker-dealers, 1 investment company, and 2 pension consultants, then 3 boxes would be checked in Item 6-A.1 to 20, while the total number of such associated persons entered in Item 6-A., Total Associated Persons, would be 5. If there are no associated persons, enter 0 (zero).

B. Applicant must list all such associated persons, including foreign associated persons, on Section 6 of Schedule D.

If Item 6-A. Total Associated Persons, is 2 or more, the applicant must complete a separate Section 6 of Schedule D for each associated person.

Item 7 Participation or Interest of Applicant, or of Associated Persons of Applicant, in Municipal Advisory Client or Solicitee Transactions

Proprietary Interest in Municipal Advisory Client or Solicitee Transactions

A. Does applicant or any associated person:

(1) buy securities or other investment or derivative products for itself from clients or solicitees in the context of its municipal advisory activities, or sell securities it owns to such clients or solicitees?
radio button checked Yes radio button unchecked No
(2) buy or sell for itself securities (other than shares of mutual funds) or other investment or derivative products that the applicant also recommends to such clients or solicitees?
radio button checked Yes radio button unchecked No
(3) enter into derivatives contracts with such clients or solicitees?
radio button unchecked Yes radio button checked No
(4) recommend securities or other investment or derivative products to such clients or solicitees in which applicant or any associated person has some other proprietary (ownership) interest (other than those mentioned in Items 7-A(1), (2) or (3) above)?
radio button unchecked Yes radio button checked No

Sales Interest in Client or Solicitee Transactions

B. Does applicant or any associated person:

(1) recommend purchases of securities or derivatives to clients or solicitees that are served by the applicant or associated person, for which the applicant or any associated person serves as underwriter, general or managing partner, or purchaser representative?
radio button checked Yes radio button unchecked No
(2) recommend purchases or sales of securities or derivatives to such clients or solicitees in which applicant or any associated person has any other sales interest (other than the receipt of sales commissions as a broker or registered representative of a broker-dealer)?
radio button unchecked Yes radio button checked No

Investment or Brokerage Discretion

C. Does applicant or any associated person have discretionary authority to determine the:

(1) securities or other investment or derivative products to be bought or sold for the account of a client or solicitee?
radio button checked Yes radio button unchecked No
(2) amount of securities or other investment or derivative products to be bought or sold for the account of such a client or solicitee?
radio button checked Yes radio button unchecked No
(3) (a) broker or dealer to be used for a purchase or sale of securities or other investment or derivative products for the account of such a client or solicitee?
radio button checked Yes radio button unchecked No
(b) If "Yes," are any of the brokers or dealers associated persons?
radio button checked Yes radio button unchecked No
(4) commission rates or other fees to be paid to a broker or dealer for such a client's or solicitee's securities transactions or transactions in other investment or derivative products?
radio button checked Yes radio button unchecked No

D.

(1) Does applicant or any associated person recommend brokers, dealers or investment advisers to clients or solicitees in the context of its municipal advisory activities?
radio button checked Yes radio button unchecked No
(2) If "Yes," is any such broker, dealer, or investment adviser an associated person?
radio button checked Yes radio button unchecked No

In responding to Items 7-E and 7-F below, consider all cash and non-cash compensation that the applicant or an associated person gave or received from any person in exchange for referrals of such clients or solicitees, including any bonus that is based, at least in part, on the number or amount of such referrals.

E. Does the applicant or any associated person, directly or indirectly, compensate any person for referrals of clients or solicitees in connection with municipal advisory activities?

radio button unchecked Yes radio button checked No

F. Does the applicant or any associated person, directly or indirectly, receive compensation from any person for referrals of clients or solicitees in connection with municipal advisory activities?

radio button unchecked Yes radio button checked No

Item 8 Owners, Officers and Other Control Persons

A. Identifying Owners, Officers and Other Control Persons

(1) In this Item, identify every person that, directly or indirectly, controls the applicant, or that the applicant directly or indirectly controls.

(a) If this is an initial application, the applicant must complete Schedule A and Schedule B.

Schedule A asks for information about direct owners and executive officers.

Schedule B asks for information about indirect owners.

(b) If this is an amendment updating information reported on either the Schedule A or Schedule B (or both) filed with the applicant's initial application, the applicant must also complete Schedule C.

(2) Does any person not named in Item 1-A or Schedules A, B, or C, directly or indirectly, control the applicant's management or policies?
radio button unchecked Yes radio button checked No

(3) If "Yes" to Item 8-A.2. above, complete Section 8-A of Schedule D.

B. Public Reporting Companies

(1) Is any person in Schedules A, B, or C, or in Section 8-A of Schedule D a public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934?
radio button unchecked Yes radio button checked No

(2) If "Yes" to Item 8-B.1. above, complete Section 8-B of Schedule D.

Item 9 Disclosure Information

In this Item, provide information about the criminal, regulatory, and judicial history, if any, of the applicant and each associated person of the applicant.

This information is used to determine whether to approve an application for registration, to decide whether to revoke registration, or to place limitations on the applicant's activities as a municipal advisor, and to identify potential problem areas on which to focus during on-site examinations. One event may result in the requirement to answer "Yes" to more than one question below.

Refer to the Glossary of Terms for explanations of italicized terms, such as associated person.

Criminal Action Disclosure

If the answer is "Yes" to any question below in Part A or B below, complete a Criminal Action DRP.

Disclosure of any event listed in this Criminal Action Disclosure Section is not required if the date of the event was more than ten years ago. For purposes of calculating this ten-year period, the date of an event is the date that the final order, judgment, or decree was entered, or the date that any rights of appeal from preliminary orders, judgments, or decrees lapsed.

Check all that apply.

A. In the past ten years, has the applicant or any associated person:

(1) been convicted of any felony, or pled guilty or nolo contendere ("no contest") to any charge of a felony, in a domestic, foreign, or military court?
radio button uncheckedYesradio button checked No
(2) been charged with any felony?
radio button uncheckedYesradio button checked No

The response to Item 9-A(2) may be limited to charges that are currently pending.

B. In the past ten years, has the applicant or any associated person:

(1) been convicted of any misdemeanor, or pled guilty or nolo contendere ("no contest"), in a domestic, foreign, or military court to any charge of a misdemeanor in a case involving: municipal advisor-related business, investments or an investment-related business, or any fraud, false statements, or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses?
radio button uncheckedYesradio button checked No
(2) been charged with a misdemeanor of the kind listed in Item 9-B(1)?
radio button uncheckedYes radio button checked No

The response to Item 9-B(2) may be limited to charges that are currently pending.

Regulatory Action Disclosure

If the answer is "Yes" to any question in Parts C-G below, complete a Regulatory Action DRP.

Check all that apply.

C. Has the SEC or the CFTC ever:

(1) found the applicant or any associated person to have made a false statement or omission?
radio button checked Yes radio button unchecked No
(2) found the applicant or any associated person to have been involved in a violation of any SEC or CFTC regulation or statute?
radio button checked Yesradio button unchecked No
(3) found the applicant or any associated person to have been a cause of the denial, suspension, revocation, or restriction of the authorization of a municipal advisor-related or an investment-related business to operate?
radio button uncheckedYesradio button checked No
(4) entered an order against the applicant or any associated person in connection with municipal advisor-related or investment-related activity?
radio button checked Yes radio button unchecked No
(5) imposed a civil money penalty on the applicant or any associated person, or ordered the applicant or any associated person to cease and desist from any activity?
radio button checked Yes radio button unchecked No

D. Has any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority ever:

(1) found the applicant or any associated person to have made a false statement or omission, or been dishonest, unfair, or unethical?
radio button uncheckedYes radio button checked No
(2) found the applicant or any associated person to have been involved in a violation of municipal advisor-related or investment-related regulations or statutes?
radio button uncheckedYes radio button checked No
(3) found the applicant or any associated person to have been the cause of a denial, suspension, revocation, or restriction of the authorization of a municipal advisor-related or an investment-related business to operate?
radio button uncheckedYes radio button checked No
(4) entered an order against the applicant or any associated person in connection with a municipal advisor-related or investment-related activity?
radio button uncheckedYes radio button checked No
(5) denied, suspended, or revoked the registration or license of the applicant or that of any associated person, or otherwise prevented the applicant or any associated person, by order, from associating with a municipal advisor-related or investment-related business or restricted the activities of the applicant or any associated person?
radio button uncheckedYes radio button checked No

E. Has any self-regulatory organization or commodities exchange ever:

(1) found the applicant or any associated person to have made a false statement or omission?
radio button uncheckedYes radio button checked No
(2) found the applicant or any associated person to have been involved in a violation of its rules (other than a violation designated as a "minor rule violation" under a plan approved by the SEC)?
radio button uncheckedYes radio button checked No
(3) found the applicant or any associated person to have been the cause of a denial, suspension, revocation or restriction of the authorization of a municipal advisor-related or an investment-related business to operate?
radio button uncheckedYes radio button checked No
(4) disciplined the applicant or any associated person by expelling or suspending the applicant or the associated person from membership, barring or suspending the applicant or the associated person from association with other members, or by otherwise restricting the activities of the applicant or the associated person?
radio button uncheckedYes radio button checked No

F. Revocation or Suspension:

Has the applicant or any associated person ever had an authorization to act as an attorney, accountant, or federal contractor revoked or suspended?
radio button uncheckedYes radio button checked No

G. Regulatory Proceedings:

Is the applicant or any associated person currently the subject of any regulatory proceeding that could result in a "Yes" answer to any part of Item 9-C, 9-D, or 9-E.?
radio button uncheckedYes radio button checked No

Civil Judicial Disclosure

If the answer is "Yes" to a question below, complete a Civil Judicial Action DRP.

Check all that apply.

H. (1) Has any domestic or foreign court ever:

(a) enjoined the applicant or any associated person in connection with any municipal advisor-related or investment-related activity?

radio button uncheckedYes radio button checked No

(b) found that the applicant or any associated person was involved in a violation of any municipal advisor-related or investment-related statute(s) or regulation(s)?

radio button uncheckedYes radio button checked No

(c) dismissed, pursuant to a settlement agreement, a municipal advisor-related or investment-related civil action brought against the applicant or any associated person by a state or other US jurisdiction or a foreign financial regulatory authority?

radio button uncheckedYes radio button checked No

  (2) Current Proceedings:

Is the applicant or any associated person the subject of any currently pending civil proceeding that could result in a "Yes" answer to any part of Item 9-H(1)?

radio button uncheckedYes radio button checked No

Item 10 Small Businesses

The SEC is required by the Regulatory Flexibility Act to consider the effect of its regulations on small entities. In order to do this, the SEC needs to determine whether you meet the Small Business Administration's definition of "small business" for purposes of entities that provide investment and related activities. Accordingly, answer "Yes" or "No," as appropriate, to the questions below:

A. Did the applicant have annual receipts of less than $7 million during its most recent fiscal year (or during the time the applicant has been in business, if it has not completed its first fiscal year in business)?
radio button checked Yes radio button unchecked No
B. Is the applicant affiliated with any business or organization that had annual receipts of $7 million or more during its most recent fiscal year (or during the time it has been in business, if it has not completed its first fiscal year in business)?
radio button checked Yes radio button unchecked No

Form MA
APPLICATION FOR MUNICIPAL ADVISOR REGISTRATION

DOMESTIC MUNICIPAL ADVISOR EXECUTION

You must complete the following execution page to Form MA. This execution page must be signed and attached to your initial application for SEC registration and all amendments to registration.

Appointment of Agent for Service of Process

By signing this Form MA, you, the undersigned advisor, irrevocably appoint the Secretary of State or other legally designated officer, of the state in which you maintain your principal office and place of business, as your agents to receive service, and agree that such persons may be served any process, pleadings, subpoenas, or other papers in (a) any investigation or administrative proceeding conducted by the Commission that relates to the applicant or about which the applicant may have information; and (b) any civil suit or action brought against the applicant or to which the applicant has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or of the United States of America or of any of its territories or possessions or of the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to or concerns municipal advisory activities of the municipal advisor.  The applicant stipulates and agrees that any such civil suit or action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena shall be effected by service upon the above-named Agent for Service of Process, and that service as aforesaid shall be taken and held in all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.

Signature

I, the undersigned, sign this Form MA on behalf of, and with the authority of, the municipal advisor.  The municipal advisor and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this Form MA, including exhibits and any other information submitted, are true and correct, and that I am signing this Form MA as a free and voluntary act. 

I certify that the advisor's books and records will be preserved and available for inspection as required by law.  Finally, I authorize any person having custody or possession of these books and records to make them available to federal regulatory representatives.

Randall Nelson 
Signature:
Date:
Randall Nelson 
Printed Name:
Advisor CRD Number (if any):
President 
Title:

FORM MA
APPLICATION FOR "MUNICIPAL ADVISOR REGISTRATION"

NON-RESIDENT MUNICIPAL ADVISOR EXECUTION

Instructions: If you are a non-resident, you must complete these steps:

1. Execution Page: You must complete the following non-resident execution page to Form MA. This execution page must be signed and attached to your initial application for SEC registration and all amendments to registration.

2. Opinion of Counsel: You must also attach to Form MA an Opinion of Counsel. See General Instructions.

3. Form MA-NR: You must also attach to Form MA one or more executed Form MA-NR(s) for the non-resident municipal advisor applicant, and, if any, the non-resident general partner(s) and/or non-resident managing agents. See General Instructions for Form MA-NR.

Non-Resident Municipal Advisor Undertaking Regarding Books and Records

By signing this Form MA, you agree to provide, at your own expense, to the U.S. Securities and Exchange Commission at its principal office in Washington D.C., at any Regional or District Office of the Commission, or at any one of its offices in the United States, as specified by the Commission, correct, current, and complete copies of any or all records that you are required to maintain by law.  This undertaking shall be binding upon you, your heirs, successors and assigns, and any person subject to your written irrevocable consents or powers of attorney or any of your general partners and managing agents.

Signature

I, the undersigned, sign this Form MA on behalf of, and with the authority of, the non-resident municipal advisor. The municipal advisor and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this Form MA, including exhibits and any other information submitted, are true and correct, and that I am signing this Form MA as a free and voluntary act. 

I certify that the municipal advisor's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having custody or possession of these books and records to make them available to federal regulatory representatives.  Further, attached to this Form MA as an exhibit is an opinion of counsel that the municipal advisor can, as a matter of law, provide the Commission with access to the books and records of such municipal advisor, as required by law, and that the municipal advisor can, as a matter of law, submit to inspection and examination by the Commission.  Finally, attached as an exhibit to this Form MA is one or more executed Form MA-NR(s) for the non-resident municipal advisor applicant, and, if any, the non-resident general partner(s) and/or non-resident managing agents

 
Signature:
Date:
 
Printed Name:
Advisor CRD Number (if any):
 
Title:

SCHEDULE A
Direct Owners and Executive Officers of the Applicant

1.
Complete Schedule A only if submitting an initial application. Schedule A asks for information about the applicant's direct owners and executive officers. Use Schedule C to amend this information.
Guidance: To determine direct ownership and executive officer status, see instruction 2 below.
Separate subparts of Schedule A must be completed for: (1) direct owners that are business entities, and (2) direct owners and executive officers who are natural persons, as follows:

• Complete Schedule A-1: "Direct Owners of Applicant - Business Entities," for owners that are organized as a business or other legal entity, such as a corporation, partnership, trust, or limited liability company.

• Complete Schedule A-2: "Direct Owners and Executive Officers of Applicant - Natural Persons," for owners who are individuals, including sole proprietors, and for executive officers.

2.
List in either Schedule A-1 or Schedule A-2 below, or both, as applicable, the full names of:
(a) If applicant is organized as a corporation, each shareholder that is a direct owner of 5% or more of a class of the applicant's voting securities, unless applicant is a public reporting company (a company subject to Sections 12 or 15(d) of the Exchange Act). Direct owners include any person that owns, beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 5% or more of a class of the applicant's voting securities. For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security;
(b) If the applicant is organized as a partnership, all general partners and each limited and special partner that has the right to receive upon dissolution, or has contributed, 5% or more of the applicant's capital;
(c) In the case of a trust, a person that directly owns 5% or more of a class of the applicant's voting securities, or that has the right to receive upon dissolution, or has contributed, 5% or more of the applicant's capital, the trust and each trustee;
(d) If the applicant is organized as a limited liability company ("LLC"), (i) each member that has the right to receive upon dissolution, or has contributed, 5% or more of the applicant's capital, and (ii) if managed by elected managers, all elected managers; and
(e) Each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief Legal Officer, Chief Compliance Officer, director and any other individuals with similar status or functions (applies in Schedule A-2 only).
3.
In the DE/FE column of Schedule A-1 below, enter "DE" if the owner is a domestic entity, or "FE" if the owner is an entity organized, incorporated or domiciled in a foreign country.
4.
Complete the Title or Status column by entering board/management titles; status as partner, trustee, sole proprietor, elected manager, shareholder, or member. For shareholders or members, indicate the class of securities owned (if more than one is issued). In the next column indicate the date that the title or status was acquired.
5.
Ownership Codes are:
NA - less than 5%
A - 5% but less than 10%
B - 10% but less than 25%
C - 25% but less than 50%
D - 50% but less than 75%
E - 75% or more
6.
(a) In the Control Person column, enter "Yes" in the first sub-column if the person has control as defined in the Glossary of Terms to Form MA, and enter "No" if the person does not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are control persons.

(b) In the PR sub-column (Schedule A-1 only) enter "PR" if the owner is a public reporting company under Section 12 or 15(d) of the Exchange Act.

7.
(a) For Schedule A-1, enter the organization CRD number. If not registered with the CRD, then enter the IRS Tax Number, Employer Identification Number ("EIN"), or Foreign Business Number.

(b) For Schedule A-2, enter the individual CRD number. If not registered with the CRD, then enter 0000000.

8.
Does applicant have any indirect owners to be reported on Schedule B?   radio button unchecked Yesradio button checked No

Schedule A-1: Direct Owners of Applicant - Business Entities

Schedule A-2: Direct Owners and Executive Officers of Applicant – Natural Persons

NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
Chairman, CCO 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button checked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button unchecked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button checked YESradio button unchecked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
PRESIDENT/BOARD MEMBER/FINOP 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button unchecked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button unchecked A - 5% but less than 10%
radio button checked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button checked YESradio button unchecked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
SENIOR VICE PRESIDENT 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button checked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button unchecked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button unchecked YESradio button checked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
SENIOR VICE PRESIDENT 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button checked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button unchecked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button unchecked YESradio button checked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
Senior Vice President 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button checked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button unchecked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button unchecked YESradio button checked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
Senior Vice President 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button unchecked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button checked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button unchecked YESradio button checked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:
NATURAL PERSON FULL LEGAL NAME
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
First Name:

Middle Name:
Title or Status:
Senior Vice President 
Date Title or Status Acquired:
Ownership Code:
radio button unchecked NA - less than 5%
radio button unchecked B - 10% but less than 25%
radio button unchecked D - 50% but less than 75%
radio button checked A - 5% but less than 10%
radio button unchecked C - 25% but less than 50%
radio button unchecked E - 75% or more
Control Person: radio button unchecked YESradio button checked NO
Individual CRD No. (If none: enter 0000000):
CRD No.:

SCHEDULE B
Indirect Owners of the Applicant

Guidance: To determine indirect ownsership, see instructions 2 and 3 below.
1.
Complete Schedule B only if applicant is submitting an initial application. Schedule B asks for information about the applicant's indirect owners. The applicant must first complete Schedule A, which asks for information about direct owners. For purposes of Schedule B, an "indirect owner" includes any owner of 25% or more of any direct owner listed in Schedule A, and any owner of 25% or more of each such indirect owner going up the chain of ownership. Use Schedule C to amend the information in this schedule.
Separate subparts of Schedule B must be completed for: (1) indirect owners that are business entities, and (2) indirect owners who are natural persons, as follows:

• Complete Schedule B-1: "Indirect Owners of Applicant - Business Entities," for owners who are organized as business or other legal entities, such as a corporation, partnership, trust, or limited liability company.

• Complete Schedule B-2: "Indirect Owners of Applicant - Natural Persons," for individuals and sole proprietors.

2.
With respect to each direct owner listed on Schedule A 1 (business entities), list in either Schedule B-1 or Schedule B-2 below, as applicable:
(a) in the case of a direct owner listed on Schedule A-1 that is a corporation, each of its shareholders that beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 25% or more of a class of a voting security of that corporation;

For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.

(b) in the case of a direct owner listed on Schedule A-1 that is a partnership, all general partners and each limited and special partner that has the right to receive upon dissolution, or has contributed, 25% or more of the partnership's capital;
(c) in the case of a direct owner listed on Schedule A-1 that is a trust, the trust and each trustee; and
(d) in the case of a direct owner listed on Schedule A-1 that is a limited liability company ("LLC"), (i) each member that has the right to receive upon dissolution, or has contributed, 25% or more of the LLC's capital, and (ii) if managed by elected managers, each elected manager.
3.
Continue up the chain of indirect ownership listing all 25% shareholders at each level. Once a public reporting company (a company subject to Sections 12 or 15(d) of the Exchange Act) is reached, no further ownership information need be given.
4.
In the DE/FE column in Schedule B-1 below, enter "DE" if the indirect owner is a domestic entity, or "FE" if the owner is an entity organized, incorporated or domiciled in a foreign country. Complete the next column by indicating the entity in the chain of ownership in which this indirect owner has an interest.
5.
Complete the Status column by entering the indirect owner's status as partner, trustee, elected manager, shareholder, or member. For shareholders or members, indicate the class of securities owned (if more than one is issued).
6.
Ownership Codes are:
C - 25% but less than 50%
D - 50% but less than 75%
E - 75% or more
F - Other (general partner, trustee, or elected manager)
7.
(a) In the Control Person column, enter "Yes" in the first sub-column if the person has control as defined in the Glossary of Terms to Form MA, and enter "No" if the person does not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are control persons.
(b) In the PR sub-column, for Schedule B-1 only, enter "PR" if the indirect owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.
8.
(a) For Schedule B-1, enter the organization CRD number. If not registered with the CRD, then enter the IRS Tax Number, Employer Identification Number ("EIN"), or Foreign Business Number.
(b) For Schedule B-2, enter the individual CRD number. If not registered with the CRD, then enter 0000000.

Schedule B-1: Indirect Owners of Applicant – Business Entities

Schedule B-2: Indirect Owners of Applicant – Natural Persons


SCHEDULE C
Amendments to Schedules A and B

1.
Use Schedule C only to amend information requested on either Schedule A or Schedule B. Refer to instructions in Schedule A and Schedule B, which also apply for this Schedule C.
2.
In the Type of Amendment column, indicate "A" (addition), "D" (deletion), or "C" (change in information about the same person).
3.
Ownership Codes are:
  • NA - less than 5%
  • A - 5% but less than 10%
  • B - 10% but less than 25%
  • C - 25% but less than 50%
  • D - 50% but less than 75%
  • E - 75% or more
  • F - Other (general partner, trustee, or elected member)
  • 4.     List below all changes to Schedule A:

    Schedule A-1: Direct Owners of Applicant - Business Entities

    Add Entry

    BUSINESS ENTITY FULL LEGAL NAME:
    D.A. Davidson Companies 
    DE/FE: radio button checked DE radio button unchecked FE
    Type of Amendment:
    radio button checked A (addition) radio button unchecked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    Holding Company 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA-less than 5%
    radio button unchecked A-5% but less than 10%
    radio button unchecked B-10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D-50% but less than 75%
    radio button checked E-75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control person: radio button checked YESradio button unchecked NO
    PR: radio button unchecked YESradio button checked NO
    Organization CRD No. (If None: IRS Tax No., EIN, or Foreign Business No.)
    CRD No.:
    IRS Tax No.:
    EIN.:
     
    Foreign Bus. No.:
     

    Schedule A-2: Direct Owners and Executive Officers of Applicant – Natural Persons

    Amended Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button unchecked D (deletion) radio button checked C (change in information)
    Title or Status:
    Chairman, CCO 
    Date Title or Status Acquired:
    Ownership Code:
    radio button checked NA - less than 5%
    radio button unchecked A - 5% but less than 10%
    radio button unchecked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button checked YESradio button unchecked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Amended Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button unchecked D (deletion) radio button checked C (change in information)
    Title or Status:
    PRESIDENT/BOARD MEMBER/FINOP 
    Date Title or Status Acquired:
    Ownership Code:
    radio button checked NA - less than 5%
    radio button unchecked A - 5% but less than 10%
    radio button unchecked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button checked YESradio button unchecked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Deleted Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button checked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    SENIOR VICE PRESIDENT 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA - less than 5%
    radio button unchecked A - 5% but less than 10%
    radio button checked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Deleted Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button checked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    SENIOR VICE PRESIDENT 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA - less than 5%
    radio button unchecked A - 5% but less than 10%
    radio button checked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Deleted Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button checked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    Senior Vice President 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA - less than 5%
    radio button unchecked A - 5% but less than 10%
    radio button checked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Deleted Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button checked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    Senior Vice President 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA - less than 5%
    radio button checked A - 5% but less than 10%
    radio button unchecked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Deleted Entry

    NATURAL PERSON FULL LEGAL NAME
    Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
    Last Name:
    First Name:
    Middle Name:
    Type of Amendment:
    radio button unchecked A (addition) radio button checked D (deletion) radio button unchecked C (change in information)
    Title or Status:
    Senior Vice President 
    Date Title or Status Acquired:
    Ownership Code:
    radio button unchecked NA - less than 5%
    radio button checked A - 5% but less than 10%
    radio button unchecked B - 10% but less than 25%
    radio button unchecked C - 25% but less than 50%
    radio button unchecked D - 50% but less than 75%
    radio button unchecked E - 75% or more
    radio button unchecked F - Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    Individual CRD No. (If none: enter 0000000):
    CRD No.:
    5. List below all changes to Schedule B:

    Schedule B-1: Indirect Owners of Applicant - Business Entities

    Add Entry

    BUSINESS ENTITY FULL LEGAL NAME:
    D.A. Davidson Trust Company 
    DE/FE: radio button checked DE radio button unchecked FE
    Type of Amendment:
    radio button checked A (addition) radio button unchecked D (deletion) radio button unchecked C (change in information)
    Entity in which Interest is Owned:
    Employee Stock Ownership Plan and Trust 
    Status:
    Trustee 
    Date Title or Status Acquired:
    Ownership Code:
    radio button checked C-25% but less than 50%
    radio button unchecked D-50% but less than 75%
    radio button unchecked E-75% or more
    radio button unchecked F-Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    PR: radio button unchecked YESradio button checked NO
    Organization CRD No. (If None: IRS Tax No., EIN, or Foreign Business No.):
    Organization CRD No.:
    IRS Tax No.:
    EIN:
     
    Foreign Bus. No.:
     

    Add Entry

    BUSINESS ENTITY FULL LEGAL NAME:
    Employee Stock Ownership Plan and Trust 
    DE/FE: radio button checked DE radio button unchecked FE
    Type of Amendment:
    radio button checked A (addition) radio button unchecked D (deletion) radio button unchecked C (change in information)
    Entity in which Interest is Owned:
    D.A. Davidson Companies 
    Status:
    Shareholder 
    Date Title or Status Acquired:
    Ownership Code:
    radio button checked C-25% but less than 50%
    radio button unchecked D-50% but less than 75%
    radio button unchecked E-75% or more
    radio button unchecked F-Other (general partner, trustee, or elected manager)
    Control Person: radio button unchecked YESradio button checked NO
    PR: radio button unchecked YESradio button checked NO
    Organization CRD No. (If None: IRS Tax No., EIN, or Foreign Business No.):
    Organization CRD No.:
    IRS Tax No.:
    EIN:
     
    Foreign Bus. No.:
     

    Schedule B-2: Indirect Owners of Applicant - Natural Persons

    SCHEDULE D

    Certain items in Part I of Form MA require additional information on Schedule D. Use this Schedule D to report details for items listed below. Report only new information or changes/updates to previously submitted information. Do not repeat previously submitted information.

    This is an: checkbox uncheckedINITIAL or checkbox uncheckedAMENDED Schedule D or checkbox uncheckedANNUAL UPDATE


    SECTION 1-B Other Names under which Municipal Advisor-Related Business is Conducted

    List the applicant's other business names and the jurisdictions in which they are used. A separate Schedule D must be completed for each business name, and the jurisdictions where that name is used.

    SECTION 1-D Additional Registrations of the Applicant

    Indicate any additional registrations with federal or state regulators, and the relevant registration number. A separate Schedule D must be completed for each such registration.

    SECTION 1-E Additional Offices at which the Applicant’s Municipal Advisor-Related Business is Conducted

    Provide the location of the largest five additional offices (in terms of numbers of employees) at which the applicant’s municipal advisor-related business is conducted other than applicant’s principal office and place of business. A separate Schedule D must be completed for each such office.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Street Address 1:
    Street Address 2:


    City:
    State/Country:


    OKLAHOMA  
    Postal Code:


    Is this address a private residence? checkbox unchecked
    A private residential address will not be included in publicly available versions of this registration form.
    Telephone number at this location:
    Fax number (if any) a this location:


    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Street Address 1:
    Street Address 2:


    City:
    State/Country:


    TEXAS  
    Postal Code:


    Is this address a private residence? checkbox unchecked
    A private residential address will not be included in publicly available versions of this registration form.
    Telephone number at this location:
    Fax number (if any) a this location:


    SECTION 1-F Additional Website Addresses

    List any additional website addresses of the applicant. A separate Schedule D must be completed for each such website address.

    SECTION 1-I Location of Books and Records

    Complete the following information for each location at which the applicant keeps books and records, other than its principal office and place of business. A separate Schedule D must be completed for each location.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Name of entity where books and records are kept:
    Street Address 1:
    Street Address 2:


    City:
    State/Country:


    OKLAHOMA  
    Postal Code:


    Is this address a private residence? checkbox unchecked
    Telephone number at this location:
    Fax number (if any) at this location:


    For non-US telephone and fax numbers, include country code with area code and local number.
    This is (Select only one):
    checkbox checkedone of applicant’s branch offices or affiliates.
    checkbox uncheckeda third-party unaffiliated record keeper.
    checkbox uncheckedOther
    Briefly describe the books and records kept at the location(s) you checked. If you checked “other,” describe additionally all such location(s).
    CLIENT FINANCIAL INFORMATION AND ANALYSIS AND HARD COPY CLIENT CORRESPONDENCE. 
    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Name of entity where books and records are kept:
    Street Address 1:
    Street Address 2:


    City:
    State/Country:


    TEXAS  
    Postal Code:


    Is this address a private residence? checkbox unchecked
    Telephone number at this location:
    Fax number (if any) at this location:


    For non-US telephone and fax numbers, include country code with area code and local number.
    This is (Select only one):
    checkbox checkedone of applicant’s branch offices or affiliates.
    checkbox uncheckeda third-party unaffiliated record keeper.
    checkbox uncheckedOther
    Briefly describe the books and records kept at the location(s) you checked. If you checked “other,” describe additionally all such location(s).
    CLIENT FINANCIAL INFORMATION AND ANALYSIS AND HARD COPY CLIENT CORRESPONDENCE 

    SECTION 1-J Registration with Foreign Financial Regulatory Authorities

    List the full name, in English, of each foreign financial regulatory authority, provide the foreign registration number (if any), and list the full name, in English, of the country with which the applicant is registered. A separate Schedule D must be completed for each foreign financial regulatory authority with whom the applicant is registered.

    SECTION 1-K Business Affiliates of the Applicant

    Provide the name of any domestic or foreign business affiliate of the applicant and any federal, state, or foreign registration of such affiliate and the registration number. A separate Schedule D must be completed for each such affiliate.

    SECTION 3 Successions

    Complete the following information if succeeding to the business of a currently-registered municipal advisor. If the applicant succeeded more than one municipal advisory firm in the succession being reported on this Form MA, a separate Schedule D must be completed for each predecessor firm. See Instruction 1 of the Specific Instructions for Certain Items in Form MA included in the General Instructions.

    SECTION 4-D Firms and Other Persons that Solicit Municipal Advisor Clients on the Applicant’s Behalf

    Provide the name, address, and phone number of any firm or other person that is not otherwise an associated person of the applicant that solicits municipal advisor clients on the applicant’s behalf. A separate Schedule D must be completed for each such firm or natural person.

    SECTION 4-E Employees That Also Do Business Independently on the Applicant’s Behalf as Affiliates of the Applicant

    SECTION 5-B Description of Primary Business (for businesses not listed in Part A of Item 5)

    If you checked Item 5-B.2 describe the applicant’s primary business (not the applicant’s municipal advisor-related business):

     

    SECTION 6 Financial Industry and Other Activities of Associated Persons

    The following information must be completed for each associated person in every category you checked in Item 6-A. A separate Schedule D must be completed for each such associated person.

    Select only one: checkbox uncheckedAddcheckbox checkedDelete checkbox uncheckedAmend
    Legal Name of Associated Person:
    Primary Business Name of Associated Person:

    A. Associated person is a: Check all that apply.

    checkbox unchecked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
    checkbox unchecked (2) Investment company (including mutual funds)
    checkbox checked (3) Investment adviser (including financial planners)
    checkbox unchecked (4) Swap dealer
    checkbox unchecked (5) Security-based swap dealer
    checkbox unchecked (6) Major swap participant
    checkbox unchecked (7) Major security-based swap participant
    checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
    checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
    checkbox unchecked (10) Futures commission merchant
    checkbox unchecked (11) Banking or thrift institution
    checkbox unchecked (12) Trust company
    checkbox unchecked (13) Accountant or accounting firm
    checkbox unchecked (14) Attorney or law firm
    checkbox unchecked (15) Insurance company or agency
    checkbox unchecked (16) Pension consultant
    checkbox unchecked (17) Real estate broker or dealer
    checkbox unchecked (18) Sponsor or syndicator of limited partnerships
    checkbox unchecked (19) Engineer or engineering firm
    checkbox unchecked (20) Other municipal advisor

    B. Control Relationships and Foreign Relations


    (1) Control Relationships

    (a) Does the applicant control or is it controlled by the associated person? checkbox checked Yes checkbox unchecked No
    (b) Are the applicant and the associated person under common control? checkbox unchecked Yes checkbox checked No

    (2) Foreign Financial Regulatory Authority Registration

    (a) Is the associated person registered with a foreign financial regulatory authority? checkbox unchecked Yes checkbox checked No
    (b) List the name, in English: the name of each foreign financial regulatory authority, the associated person's registration number with that authority (if any), and the country in which the authority has jurisdiction.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Legal Name of Associated Person:
    Primary Business Name of Associated Person:

    A. Associated person is a: Check all that apply.

    checkbox unchecked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
    checkbox unchecked (2) Investment company (including mutual funds)
    checkbox checked (3) Investment adviser (including financial planners)
    checkbox unchecked (4) Swap dealer
    checkbox unchecked (5) Security-based swap dealer
    checkbox unchecked (6) Major swap participant
    checkbox unchecked (7) Major security-based swap participant
    checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
    checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
    checkbox unchecked (10) Futures commission merchant
    checkbox unchecked (11) Banking or thrift institution
    checkbox unchecked (12) Trust company
    checkbox unchecked (13) Accountant or accounting firm
    checkbox unchecked (14) Attorney or law firm
    checkbox unchecked (15) Insurance company or agency
    checkbox unchecked (16) Pension consultant
    checkbox unchecked (17) Real estate broker or dealer
    checkbox unchecked (18) Sponsor or syndicator of limited partnerships
    checkbox unchecked (19) Engineer or engineering firm
    checkbox unchecked (20) Other municipal advisor

    B. Control Relationships and Foreign Relations


    (1) Control Relationships

    (a) Does the applicant control or is it controlled by the associated person? checkbox unchecked Yes checkbox checked No
    (b) Are the applicant and the associated person under common control? checkbox checked Yes checkbox unchecked No

    (2) Foreign Financial Regulatory Authority Registration

    (a) Is the associated person registered with a foreign financial regulatory authority? checkbox unchecked Yes checkbox checked No
    (b) List the name, in English: the name of each foreign financial regulatory authority, the associated person's registration number with that authority (if any), and the country in which the authority has jurisdiction.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Legal Name of Associated Person:
    Primary Business Name of Associated Person:

    A. Associated person is a: Check all that apply.

    checkbox unchecked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
    checkbox unchecked (2) Investment company (including mutual funds)
    checkbox checked (3) Investment adviser (including financial planners)
    checkbox unchecked (4) Swap dealer
    checkbox unchecked (5) Security-based swap dealer
    checkbox unchecked (6) Major swap participant
    checkbox unchecked (7) Major security-based swap participant
    checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
    checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
    checkbox unchecked (10) Futures commission merchant
    checkbox unchecked (11) Banking or thrift institution
    checkbox unchecked (12) Trust company
    checkbox unchecked (13) Accountant or accounting firm
    checkbox unchecked (14) Attorney or law firm
    checkbox unchecked (15) Insurance company or agency
    checkbox unchecked (16) Pension consultant
    checkbox unchecked (17) Real estate broker or dealer
    checkbox unchecked (18) Sponsor or syndicator of limited partnerships
    checkbox unchecked (19) Engineer or engineering firm
    checkbox unchecked (20) Other municipal advisor

    B. Control Relationships and Foreign Relations


    (1) Control Relationships

    (a) Does the applicant control or is it controlled by the associated person? checkbox unchecked Yes checkbox checked No
    (b) Are the applicant and the associated person under common control? checkbox checked Yes checkbox unchecked No

    (2) Foreign Financial Regulatory Authority Registration

    (a) Is the associated person registered with a foreign financial regulatory authority? checkbox unchecked Yes checkbox checked No
    (b) List the name, in English: the name of each foreign financial regulatory authority, the associated person's registration number with that authority (if any), and the country in which the authority has jurisdiction.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Legal Name of Associated Person:
    Primary Business Name of Associated Person:

    A. Associated person is a: Check all that apply.

    checkbox unchecked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
    checkbox unchecked (2) Investment company (including mutual funds)
    checkbox unchecked (3) Investment adviser (including financial planners)
    checkbox unchecked (4) Swap dealer
    checkbox unchecked (5) Security-based swap dealer
    checkbox unchecked (6) Major swap participant
    checkbox unchecked (7) Major security-based swap participant
    checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
    checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
    checkbox unchecked (10) Futures commission merchant
    checkbox unchecked (11) Banking or thrift institution
    checkbox checked (12) Trust company
    checkbox unchecked (13) Accountant or accounting firm
    checkbox unchecked (14) Attorney or law firm
    checkbox unchecked (15) Insurance company or agency
    checkbox unchecked (16) Pension consultant
    checkbox unchecked (17) Real estate broker or dealer
    checkbox unchecked (18) Sponsor or syndicator of limited partnerships
    checkbox unchecked (19) Engineer or engineering firm
    checkbox unchecked (20) Other municipal advisor

    B. Control Relationships and Foreign Relations


    (1) Control Relationships

    (a) Does the applicant control or is it controlled by the associated person? checkbox unchecked Yes checkbox checked No
    (b) Are the applicant and the associated person under common control? checkbox checked Yes checkbox unchecked No

    (2) Foreign Financial Regulatory Authority Registration

    (a) Is the associated person registered with a foreign financial regulatory authority? checkbox unchecked Yes checkbox checked No
    (b) List the name, in English: the name of each foreign financial regulatory authority, the associated person's registration number with that authority (if any), and the country in which the authority has jurisdiction.

    Select only one: checkbox checkedAddcheckbox uncheckedDelete checkbox uncheckedAmend
    Legal Name of Associated Person:
    Primary Business Name of Associated Person:

    A. Associated person is a: Check all that apply.

    checkbox checked (1) Broker-dealer, municipal securities dealer, or government securities broker or dealer
    checkbox unchecked (2) Investment company (including mutual funds)
    checkbox checked (3) Investment adviser (including financial planners)
    checkbox unchecked (4) Swap dealer
    checkbox unchecked (5) Security-based swap dealer
    checkbox unchecked (6) Major swap participant
    checkbox unchecked (7) Major security-based swap participant
    checkbox unchecked (8) Commodity pool operator (whether registered or exempt from registration)
    checkbox unchecked (9) Commodity trading advisor (whether registered or exempt from registration)
    checkbox unchecked (10) Futures commission merchant
    checkbox unchecked (11) Banking or thrift institution
    checkbox unchecked (12) Trust company
    checkbox unchecked (13) Accountant or accounting firm
    checkbox unchecked (14) Attorney or law firm
    checkbox checked (15) Insurance company or agency
    checkbox unchecked (16) Pension consultant
    checkbox unchecked (17) Real estate broker or dealer
    checkbox unchecked (18) Sponsor or syndicator of limited partnerships
    checkbox unchecked (19) Engineer or engineering firm
    checkbox unchecked (20) Other municipal advisor

    B. Control Relationships and Foreign Relations


    (1) Control Relationships

    (a) Does the applicant control or is it controlled by the associated person? checkbox unchecked Yes checkbox checked No
    (b) Are the applicant and the associated person under common control? checkbox checked Yes checkbox unchecked No

    (2) Foreign Financial Regulatory Authority Registration

    (a) Is the associated person registered with a foreign financial regulatory authority? checkbox unchecked Yes checkbox checked No
    (b) List the name, in English: the name of each foreign financial regulatory authority, the associated person's registration number with that authority (if any), and the country in which the authority has jurisdiction.

    SECTION 8 Control Persons (on a basis other than 25% ownership or executive officer status)

    Section 8-A. A separate Schedule D must be completed for each control person not named in Item 1-A. or Schedules A, B, or C that directly or indirectly controls the applicant's management or policies.



    Section 8-B. If any person named in Schedules A, B, or C or in Section 8-A of this Schedule D is a public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934, provide the information below. A separate Schedule D must be completed for each public reporting company.

    Schedule D: MISCELLANEOUS


    The space below may be used to explain a response to an Item or to provide any other information.

     

    CRIMINAL ACTION DISCLOSURE REPORTING PAGE (MA)

    REGULATORY ACTION DISCLOSURE REPORTING PAGE (MA)

    GENERAL INSTRUCTIONS

    This Disclosure Reporting Page (DRP MA) is an radio button uncheckedINITIAL OR radio button checkedAMENDED response used to report details for affirmative responses to Items 9-C, 9-D, 9-E, 9-F or 9-G of Form MA.

    Check item(s) being responded to: 

    checkbox checked  9-C(1)    
    checkbox checked  9-C(2)    
    checkbox unchecked  9-C(3)  
    checkbox checked  9-C(4)
    checkbox checked  9-C(5)
    checkbox unchecked9-D(1)
    checkbox unchecked9-D(2)
    checkbox unchecked9-D(3) 
    checkbox unchecked  9-D(4)  
    checkbox unchecked  9-D(5)
    checkbox unchecked   9-E(1) 
    checkbox unchecked  9-E(2) 
    checkbox unchecked  9-E(3)  
    checkbox unchecked  9-E(4)
     
    checkbox unchecked  9-F   
    checkbox unchecked  9-G
     
     
     

    How to Report an Event or Proceeding on a Regulatory Action DRP:   Use a separate DRP for each event or proceeding .  The same event or proceeding may be reported for more than one person or entity using one DRP. One event may result in more than one affirmative answer to Items 9-C, 9-D, 9-E, 9-F, and/or 9-G.  If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.

    REGULATORY ACTION DRP PART 1

    Check all that apply, except where noted

    A.    The person(s) or entity(ies) for whom this DRP is being filed is (are) the:   
    checkbox unchecked Applicant (the municipal advisory firm)
    checkbox unchecked Applicant and one or more of the applicant's associated person(s)
    checkbox checked One or more of applicant's associated person(s)

    1. Applicant

    (a) Is this DRP an amendment filed for the applicant that seeks to remove a previously filed DRP concerning the applicant from the record?
    radio button unchecked YES    radio button checked NO
    (b) If "Yes," the reason the DRP should be removed is:
    radio button unchecked The applicant is registered or applying for registration and the event or proceeding was resolved in the applicant's favor.
    radio button unchecked The DRP was filed in error.
    Explain the circumstances:
     

    2. Associated Person(s)

    (a) Does this DRP concern one or more associated persons?
    radio button checked Yes    radio button unchecked No
    (b) Identify each such associated firm and/or natural person in the space below:

    Entry

    radio button unchecked Firm

     
    The associated person is: radio button unchecked registered with the SECradio button unchecked
    SEC Registration No.
    CRD No., if any
    Is this DRP an amendment that seeks to remove a previously filed DRP concerning this associated person?
    radio button uncheckedYes radio button checkedNo
    If "Yes," the reason the DRP should be removed is:
    radio button unchecked The associated person(s) is no longer associated with the advisor.
    radio button unchecked The event or proceeding was resolved in the associated person's favor
    radio button unchecked The DRP was filed in error. Explain the circumstances:
    radio button checkedNatural person
    Full name of the associated person:
    Enter all the letters of each name and not initials or other abbreviations.
    If no middle name, enter NMN on that line.

    First Name

    Middle Name

    Last Name

    Suffix
    The associated person is:
    radio button unchecked registered with the SEC
    SEC Registration No.:
    radio button checked not registered with the SEC
    CRD No., if any:
    Is this DRP an amendment that seeks to remove a previously filed DRP concerning this associated person?
    radio button uncheckedYes radio button checkedNo
    If "Yes," the reason the DRP should be removed is:
    radio button unchecked The associated person(s) is no longer associated with the advisor.
    radio button unchecked The event or proceeding was resolved in the associated person's favor.
    radio button unchecked The DRP was filed in error. Explain the circumstances:
     

    Associated Person(s)

    B. DRP Filed Elsewhere for This Event:

        Is an accurate and up-to-date DRP containing the information regarding the applicant or associated person required by this DRP already on file (a) in the IARD or CRD system (with a Form ADV, BD, or U4), or (b) in the SEC's EDGAR system (with a Form MA or Form MA-I)?
    radio button checked YES radio button unchecked NO
    If the answer is "Yes," provide the applicable information indicated below that identifies where the DRP may be found.
    checkbox checked
    checkbox unchecked
    checkbox unchecked

    1. Form ADV, BD, or U4 Filing:

    For a DRP filed on the IARD or CRD system with one of these forms, provide the following information:
    RANDALL WARREN NELSON 
    Name on Registration

    CRD No.
    1013322 

    Disclosure Occurrence No.

    2. Form MA Filing:

    For a DRP filed on EDGAR with a Form MA, provide the following information:
     
    Name on Registration

    MA Registration Number

    Date of Filing that contains the DRP (MM/DD/YYYY)

    Accession number of the filing

    3. Form MA-I Filing:

    For a DRP filed on EDGAR with a Form MA-I, provide the following information:
     
    Name on Registration

    MA-I Registration Number

    Date of Filing that contains the disclosure

    GENERAL INSTRUCTIONS

    This Disclosure Reporting Page (DRP MA) is an radio button uncheckedINITIAL OR radio button checkedAMENDED response used to report details for affirmative responses to Items 9-C, 9-D, 9-E, 9-F or 9-G of Form MA.

    Check item(s) being responded to: 

    checkbox checked  9-C(1)    
    checkbox checked  9-C(2)    
    checkbox unchecked  9-C(3)  
    checkbox checked  9-C(4)
    checkbox checked  9-C(5)
    checkbox unchecked9-D(1)
    checkbox unchecked9-D(2)
    checkbox unchecked9-D(3) 
    checkbox unchecked  9-D(4)  
    checkbox unchecked  9-D(5)
    checkbox unchecked   9-E(1) 
    checkbox unchecked  9-E(2) 
    checkbox unchecked  9-E(3)  
    checkbox unchecked  9-E(4)
     
    checkbox unchecked  9-F   
    checkbox unchecked  9-G
     
     
     

    How to Report an Event or Proceeding on a Regulatory Action DRP:   Use a separate DRP for each event or proceeding .  The same event or proceeding may be reported for more than one person or entity using one DRP. One event may result in more than one affirmative answer to Items 9-C, 9-D, 9-E, 9-F, and/or 9-G.  If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.

    REGULATORY ACTION DRP PART 1

    Check all that apply, except where noted

    A.    The person(s) or entity(ies) for whom this DRP is being filed is (are) the:   
    checkbox checked Applicant (the municipal advisory firm)
    checkbox unchecked Applicant and one or more of the applicant's associated person(s)
    checkbox unchecked One or more of applicant's associated person(s)

    1. Applicant

    (a) Is this DRP an amendment filed for the applicant that seeks to remove a previously filed DRP concerning the applicant from the record?
    radio button unchecked YES    radio button checked NO
    (b) If "Yes," the reason the DRP should be removed is:
    radio button unchecked The applicant is registered or applying for registration and the event or proceeding was resolved in the applicant's favor.
    radio button unchecked The DRP was filed in error.
    Explain the circumstances:
     

    2. Associated Person(s)

    (a) Does this DRP concern one or more associated persons?
    radio button unchecked Yes    radio button checked No
    (b) Identify each such associated firm and/or natural person in the space below:

    Applicant

    B. DRP Filed Elsewhere for This Event:

        Is an accurate and up-to-date DRP containing the information regarding the applicant or associated person required by this DRP already on file (a) in the IARD or CRD system (with a Form ADV, BD, or U4), or (b) in the SEC's EDGAR system (with a Form MA or Form MA-I)?
    radio button checked Yes radio button unchecked No
    If the answer is "Yes," provide the applicable information indicated below that identifies where the DRP may be found.
    checkbox checked
    checkbox unchecked
    checkbox unchecked

    1. Form ADV, BD, or U4 Filing:

    For a DRP filed on the IARD or CRD system with one of these forms, provide the following information:
    Wells Nelson & Associates, LLC 

    Name on Registration

    CRD No123.
    39362700 

    Disclosure Occurrence No.

    2. Form MA Filing:

    For a DRP filed on EDGAR with a Form MA, provide the following information:
     

    Name on Registration

    MA Registration Number

    Date of Filing that contains the DRP (MM/DD/YYYY)

    Accession number of the filing

    3. Form MA-I Filing:

    For a DRP filed on EDGAR with a Form MA-I, provide the following information:
     

    Name on Registration3123

    MA-I Registration Number

    Date of Filing that contains the DRP (MM/DD/YYYY)

    Accession number of the filing

    CIVIL JUDICIAL ACTION DISCLOSURE REPORTING PAGE (MA)

    primary_doc.xml Screen Reader Accessible File

    Header Data

    Submission Type
    MA/A

    Form Data

    Firm Name
    WELLS NELSON & ASSOCIATES, L.L.C.
    Firm Crd Number
    000104030
    Irs Num
    73-1583729

    Registrations

    Base Registrations

    Principal Office Address

    Phone Number
    405-239-9000

    Additional Office

    Office Info

    Phone Number
    918-382-9250
    Fax Number
    918-583-1824

    Office Info

    Phone Number
    214-687-0888
    Fax Number
    214-687-0878
    Mailing Address Different
    N
    Primary Web Address
    WWW.WELLSNELSON.COM

    Cco

    Titles Title
    Chairman, CCO
    Phone Number
    405-239-9000
    Fax Number
    405-228-1062
    Email
    EWELLS@WELLSNELSON.COM

    Contact Person

    Titles Title
    President/Board Member/FINOP
    Phone Number
    918-382-9250
    Fax Number
    918-583-1824
    Email
    RNELSON@WELLSNELSON.COM

    Books And Records Location

    Location Name
    WELLS NELSON & ASSOCIATES, L.L.C.

    Contact

    Phone Number
    918-382-9250
    Fax Number
    918-583-1824
    Description
    CLIENT FINANCIAL INFORMATION AND ANALYSIS AND HARD COPY CLIENT CORRESPONDENCE.
    Location Name
    Wells Nelson & Associates, LLC

    Contact

    Phone Number
    214-687-0888
    Fax Number
    214-687-0878
    Description
    CLIENT FINANCIAL INFORMATION AND ANALYSIS AND HARD COPY CLIENT CORRESPONDENCE
    Month Of Fiscal Year End
    December
    Date Of Organization
    02-07-2000
    Is Prc Applicant
    N
    Number Of Employees
    23
    Employees Engaged In M A A
    5
    Maa Employees Reg B D
    5
    Maa Reg I A
    3
    Number Of Soliciting Firms
    0
    Clients Served As M A
    10

    Client Types

    0
    Municipal Entities
    1
    Non-profit organizations
    Number Of Solicited M E
    0
    Number Of Solicited O P
    0
    Total Number Of Solicited M E And O P
    0
    Solicitation Person Types Solicitation Person Types
    Not Applicable

    Compensation Types

    0
    Hourly Charges
    1
    Fixed Fees
    Compensation Types Compensation Types
    Not Applicable

    Engaged Activity Type

    0
    Advice Insurance Of MS
    1
    Advice Investment Of Proceeds MS
    2
    Advice ME Investments
    3
    Advice ME Other Investments
    4
    Advice Guaranteed IC
    5
    Advice Use Of MD
    6
    Advice On Selection

    Other Activities

    Broker Dealers

    Is Actively Engaged
    Y
    Is Primary Business
    Y
    Investment Advisor Is Actively Engaged
    Y
    Is Engaged In Other Non M A A Business
    N

    Fia A P Types

    0
    Broker-dealer municipal securities dealer or government securities broker or dealer
    1
    Investment Adviser
    2
    Trust Company
    3
    Insurance company or agency
    4
    Other municipal advisor
    Total F I A Associated Persons
    4

    Fia Associated Person

    Ap Types Fia A P Types
    Investment Adviser
    Legal Name
    Taylor Stephens, Inc.
    Primary Business Name
    Taylor Stephens, Inc.

    Other Municipal Adviser

    Is Control Or Controlled
    Y
    Is Under Common Control
    N
    Is Registered With F F R A
    N
    Ap Types Fia A P Types
    Investment Adviser
    Legal Name
    Davidson Fixed Income Management, Inc.
    Primary Business Name
    Davidson Fixed Income Management, Inc.

    Other Municipal Adviser

    Is Control Or Controlled
    N
    Is Under Common Control
    Y
    Is Registered With F F R A
    N
    Ap Types Fia A P Types
    Investment Adviser
    Legal Name
    Davidson Investment Advisors, Inc.
    Primary Business Name
    Davidson Investment Advisors, Inc.

    Other Municipal Adviser

    Is Control Or Controlled
    N
    Is Under Common Control
    Y
    Is Registered With F F R A
    N
    Ap Types Fia A P Types
    Trust Company
    Legal Name
    D.A. Davidson Trust Company
    Primary Business Name
    D.A. Davidson Trust Company

    Other Municipal Adviser

    Is Control Or Controlled
    N
    Is Under Common Control
    Y
    Is Registered With F F R A
    N

    Fia A P Types

    0
    Broker-dealer municipal securities dealer or government securities broker or dealer
    1
    Investment Adviser
    2
    Insurance company or agency
    Legal Name
    D.A. Davidson & Co.
    Primary Business Name
    D.A. Davidson & Co.

    Other Municipal Adviser

    Is Control Or Controlled
    N
    Is Under Common Control
    Y
    Is Registered With F F R A
    N

    Participation Interest M A C T

    Mact Buy Sell From Clients
    Y
    Mact Buy Sell Recommend To Clients
    Y
    Mact Enter Derivatives With Clients
    N
    Mact Recommend Owned Interest To Clients
    N
    Mact Recommend To Clients Serving
    Y
    Mact Recommend To Clients Having Other Sales Interest
    N
    Mact Disc Auth Buy Sell As M A A
    Y
    Mact Disc Auth Buy Sell
    Y
    Mact Disc Auth Determine Broker Dealer
    Y
    Mact Disc Auth Determine Broker Dealer Are A P
    Y
    Mact Disc Auth Determine Commission To Broker Dealer
    Y
    Mact Recommend Broker Dealer To Client
    Y
    Mact Recommend Broker Dealer To Client Are A P
    Y
    Mact Compensate For Referrals
    N
    Mact Receive Compensation For Referrals
    N

    Disclosure Answers

    Has Annual Receipts Less Than7 Million
    Y
    Is Affiliated With Receipts More Than7 Million
    Y

    Person

    Base Information

    Title Status
    Chairman, CCO
    Status Acquired
    02-01-2000
    Ownership Code
    B
    Is Contro Person
    Y
    Crd Number
    001561794

    Base Information

    Title Status
    PRESIDENT/BOARD MEMBER/FINOP
    Status Acquired
    06-20-2002
    Ownership Code
    C
    Is Contro Person
    Y
    Crd Number
    002105965

    Base Information

    Title Status
    SENIOR VICE PRESIDENT
    Status Acquired
    07-20-2008
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    000724679

    Base Information

    Title Status
    SENIOR VICE PRESIDENT
    Status Acquired
    07-20-2008
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    000705137

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    03-01-2017
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    002082516

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    06-01-2017
    Ownership Code
    A
    Is Contro Person
    N
    Crd Number
    002874122

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    06-01-2017
    Ownership Code
    A
    Is Contro Person
    N
    Crd Number
    003074765

    Schedule C

    Business

    Base Information

    Name
    D.A. Davidson Companies
    Contro Person P R
    N
    Irs Num
    81-0439153

    Base Information

    Title Status
    Holding Company
    Status Acquired
    04-01-2019
    Ownership Code
    E
    Is Contro Person
    Y

    Person

    Base Information

    Base Information

    Title Status
    Chairman, CCO
    Status Acquired
    02-01-2000
    Ownership Code
    NA
    Is Contro Person
    Y
    Crd Number
    001561794

    Base Information

    Base Information

    Title Status
    PRESIDENT/BOARD MEMBER/FINOP
    Status Acquired
    06-20-2002
    Ownership Code
    NA
    Is Contro Person
    Y
    Crd Number
    002105965

    Base Information

    Base Information

    Title Status
    SENIOR VICE PRESIDENT
    Status Acquired
    07-20-2008
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    000724679

    Base Information

    Base Information

    Title Status
    SENIOR VICE PRESIDENT
    Status Acquired
    07-20-2008
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    000705137

    Base Information

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    03-01-2017
    Ownership Code
    B
    Is Contro Person
    N
    Crd Number
    002082516

    Base Information

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    06-01-2017
    Ownership Code
    A
    Is Contro Person
    N
    Crd Number
    002874122

    Base Information

    Base Information

    Title Status
    Senior Vice President
    Status Acquired
    06-01-2017
    Ownership Code
    A
    Is Contro Person
    N
    Crd Number
    003074765

    Business

    Base Information

    Owning Entity
    Employee Stock Ownership Plan and Trust

    Base Info

    Name
    D.A. Davidson Trust Company
    Contro Person P R
    N
    Irs Num
    81-0330104

    Base Information

    Title Status
    Trustee
    Status Acquired
    04-01-2019
    Ownership Code
    C
    Is Contro Person
    N

    Base Information

    Owning Entity
    D.A. Davidson Companies

    Base Info

    Name
    Employee Stock Ownership Plan and Trust
    Contro Person P R
    N
    Irs Num
    81-6032703

    Base Information

    Title Status
    Shareholder
    Status Acquired
    04-01-2019
    Ownership Code
    C
    Is Contro Person
    N

    Controls

    Is Sole Propietor
    N
    Has Name Change
    N
    Has D B A Name
    N
    Has Previous D B A Name
    N
    Has Additional D B A Names
    N
    Has M A T Reg
    Y
    Additional Regs
    N
    Additional Offices
    Y
    Has Mailing Address
    N
    Has Additional Websites
    N
    Has Books Records
    Y
    Is Registered F F R A
    N
    Is Affiliated Other Bus
    N
    Independent Business Employee
    N
    Receive Compensation For M A A From Other Clients
    N
    Is Succeeding Applicant
    N
    Is C P For Applicant Policy
    N
    Is P R Company Under1215
    N
    Has Schedule B
    N
    Is Section12 Or15 Reporting Company
    N
    Is Other Non M A A Buisinesss Primary
    N
    Additional Files
    FileSequenceDescriptionTypeSize
    0001111640-19-000006.txt   Complete submission text file   34018

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    SEC CFR Title 17 of the Code of Federal Regulations.