Services, Fees, and Compensation


General Information
Acorns Advisers LLC (Acorns) offers the Acorns Advisers Wrap Fee Program (the Program) to prospective clients. We are registered with the SEC as an Investment Adviser. Our principal office is at 19900 MacArthur Blvd., Suite 500, Irvine, CA 92612. For questions, please call Acorns at (855) 739-2859 or email at support@acorns.com.


Program Description
Acorns offers an easy way to regularly invest small and large amounts of money. Acorns offers a computer software-based algorithm that provides clients investment advice on allocations of exchange-traded funds (ETFs) based on personalized information that each client enters through the website or application. We place orders with our affiliated broker, Acorns Securities, LLC (Acorns Securities), to buy, rebalance, and sell the allocation each client selects. By combining brokerage and advisory services into the Program, Acorns simplifies the investment process for its customers. Acorns will interact with clients using a software application developed by its parent company, Acorns Grow, Inc.


The Program was designed for early adoption of non-retirement savings and does not incorporate overall financial or tax planning.


Portfolio Management
Acorns manages client portfolios in the Program with strategies based on Modern Portfolio Theory. Dr. Harry Markowitz, the Nobel Prize winning economist and founder of Modern Portfolio Theory, serves on the Acorns Advisory Committee. Acorns constructs, revises, and recommends model portfolios with target asset allocations of equity and fixed-income ETFs. Then, initial allocations are determined by the software-based algorithm, which selects among the target asset allocations based on information from clients about their financial situation and risk profile.


When a client deposits money, Acorns constructs a combination of ETF purchases to align his or her account along the corresponding target asset allocation. Upon a client’s request to withdraw money, a combination of ETF sales is initiated while continuing to pursue the corresponding target asset allocation.

Clients may manually select one of the target asset allocations other than the one recommended or currently in effect. As clients deposit or withdraw money the corresponding transactions will rebalance to pursue the modified target asset allocation. If the holdings of the account significantly deviate from the newly selected target asset allocation, then Acorns will initiate a rebalancing to bring the holdings within an acceptable range of the target asset allocation.

The Acorns algorithm is designed to keep the holdings within each client’s portfolio within a specified range of the target asset allocation, even when the market prices of the ETFs fluctuate.

Acorns clients agree to rebalance holdings automatically and to re-invest dividends automatically.
Acorns provides investment advisory services only through the Program. Clients should consider which, if any, of the portfolios offered through the Program results in the best allocation for their specific financial circumstances.


Subscription Fees

Acorns’ clients pay a Subscription Fee for personal use of the Acorns’ web or mobile application. The Subscription Fee covers all includes advisory services, execution, clearance, custody, account reporting, and, if applicable, the services of the IRA Custodian and Administrator. The fees are not negotiable. The amount of the Subscription Fee depends on whether you have an Acorns Core Account (taxable brokerage account), an Acorns Later Account (individual retirement account) or both and on your Combined Monthly Balance. The Subscription Fee will amount to whichever of the following applies:

• If your only account in the Program is an Acorns Core Account with a Monthly Core Balance on the Fee Date of less than $1,000,000, $1;
• If you have at least one Acorns Later Account and a Combined Monthly Balance on the Fee Date of less than $1,000,000, $2, regardless of whether you have an Acorns Core Account and regardless of how many Acorns Later Accounts you have; and
• If your Combined Monthly Balance on the Fee Date is $1,000,000 or more, $100 per $1,000,000 of Combined Average Daily Balance on the Fee Date (for the avoidance of doubt, the Subscription Fee in that scenario will be one hundredth of one percent (.01%) of the number obtained by rounding your Combined Average Daily Balance down to the nearest whole multiple of $1,000,000).

Clients should be aware that Acorns is designed with frequent investing in mind. The fee structure may not be appropriate for individuals looking to make few or infrequent small-dollar investments.


The Subscription Fee is charged monthly in arrears and paid by a recurring monthly ACH debit and electronic funds transfer that will deduct money from a connected Funding Source.


Transaction costs are absorbed by Acorns as part of the Program. Clients may find the advisory and other services that compris the Program may exceed the costs of similar services purchased separately.


The ETFs recommended by Acorns have fees that are separate and distinct from the fees paid to Acorns for its wrap fee program. These fees are outlined in the prospectus for each ETF.


Acorns reserves the right to waive any fees associated with the Program at its sole discretion.


Brokerage and Custody Services
Acorns will use its affiliated broker-dealer, Acorns Securities, as the carrying firm for its clients’ accounts. Clients agree to direct brokerage in their accounts with Acorns Securities. Acorns Securities will be responsible for providing confirmations and statements. It will utilize RBC Capital Markets, LLC as a custodian to hold clients’ funds and ETF shares in safekeeping and to execute, clear, and settle ETF trades on an omnibus basis. Acorns will use IRA Services Trust Company to serve as IRA Custodian and Administrator of Individual Retirement Accounts.


Account Requirements and Types of Clients
The Program is available to individuals who are legal U.S. residents and maintain a checking account with a U.S. bank. There are currently two types of investment accounts in the Program: Acorns Core Accounts and Acorns Later Accounts. Acorns Core is a taxable securities brokerage account. Acorns Later is an individual retirement account. There is no minimum account size, and the minimum deposit is $5.

Portfolio Manager Selection and Evaluation
Acorns directly manages client portfolios in the Program.


Client Information Provided to Portfolio Managers
Acorns manages all client portfolios directly using its interactive software application and algorithm and does not use external or individual portfolio managers. At account opening, clients provide age, financial condition, employment status, investment objectives, time horizon, and risk tolerance which the algorithm considers for selecting target asset allocations. Acorns will require clients who accumulate investments exceeding specified amounts to provide additional information regarding their financial circumstances from time to time.


Client Contact with Portfolio Managers
Clients are encouraged contact Acorns via email. Access to investment advisory personnel is limited to normal business hours. However, Acorns provides investment advice only through its online interactive software application.


Disciplinary Information
The firm and its advisers do not have any legal or disciplinary events.


Other Financial Industry Activities and Affiliations
The firm and its advisers do not have any other financial industry activities and affiliations.


Code of Ethics
Acorns’ Code of Ethics requires officers, employees, and affiliates to put client’s interest first and to uphold objectivity, confidentiality, competence, fairness and suitability, integrity and honesty, compliance, and professionalism. Acorns will provide a copy of its Code of Ethics to any client upon request.


Participation in Client Transactions and Potential Conflicts of Interest
Acorns and individuals associated with Acorns may buy or sell securities for their personal accounts that are identical to or different than those recommended to clients.
Acorns doesn’t allow any associated person to buy or sell any security prior to a transaction implemented for an advisory account. This is to prevent employees from benefiting from transactions made on behalf of advisory accounts.


Review of Accounts
Acorns reviews accounts on a limited basis monthly for accounting purposes. Further, reviews occur quarterly for rebalancing purposes. Clients are encouraged to update Acorns of any change in their objectives and financial circumstance.


Client Referrals and Other Compensation
Acorns offers compensation to current clients and solicitors for referring new clients. New clients are advised of the compensation before opening the account. Referring clients and solicitors must adhere to terms and conditions established by Acorns and set forth in an agreement with Acorns in accordance with Securities and Exchange Commission Rule 206(4)-3 under the Investment Advisers Act of 1940. Referrals can only be made within the Acorns’ application or website. Clients are not charged any fee or other costs for being referred to Acorns by a current client, marketer or solicitor.


Acorns or an affiliate may also pay advertisers for driving new users to Acorns, based on the number of impressions (i.e., the number of displays of an advertisement to a user while viewing a web page).


Acorns or one or more of its related persons may receive compensation from retailers in connection with certain promotions, in which Acorns or one or more of its related persons refers Acorns clients to the retailers for the purchase of non-investment consumer products or services (e.g., clothing or flowers). Acorns or one or more of its related persons transfers a portion of the compensation received in connection with such promotions into the applicable client’s account, at no cost to the client, to fund the purchase of additional investments for the client.


Termination of Advisory Relationship
This client agreement may be canceled at any time, by either party, for any reason. Upon termination of an account, unpaid fees will be due and payable.


Privacy
Acorns is committed to maintaining the confidentiality, integrity and security of any personal information about our users. Acorns stresses its privacy and security standards to guard against identity theft and provide security for your personal information. We re-evaluate our privacy and security policies periodically and adapt them as necessary to deal with new challenges. Acorns uses and discloses your personal information only as follows: to analyze site usage and improve the service to deliver to you any administrative notices, money alerts, and communications relevant to your use of the service; to fulfill your requests for certain products and services; to service providers including custodians, broker-dealers, transfer agents, and accountants that agree to be bound by these privacy restrictions; to enforce Acorns’ Terms of Use; and as otherwise set forth in the Privacy and Security Policy.

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This website is operated by Acorns Advisers, LLC, an SEC Registered Investment Advisor. Brokerage services are provided to clients of Acorns by Acorns Securities, an SEC registered broker-dealer and member FINRA/SIPC. Investments are not FDIC insured and may lose value. Investing involves risk and investments may lose value. Please consider your objectives and Acorns pricing before investing. Past performance does not guarantee future results. Investment outcomes and projections are hypothetical in nature. Limited time offer. Rewards are in the form of a purchase of investments in your Acorns portfolio. Shares are purchased once your friend’s account is approved. To be eligible for the reward, the person you refer must use your personal invitation code when they sign up. Acorns reserves the right to restrict or revoke this offer at any time. "Acorns" and "Invest the Change" are registered trademarks of Acorns Grow, Inc.