Bok Financial Securities, Inc.

Allegations: SEC RULE 17A3, NASD RULES 2110, 3010, 6230A, L 6230C8, MSRB RULES G-8A, G-14, G-17, G-27, G-27A, G-27C, G-30A; BOSC, INC. PURCHASED MUNICIPAL SECURITIES FOR ITS OWN ACCT. FROM A CUSTOMER &/OR SOLD MUNICIPAL SECURITIES FOR ITS OWN ACCT. TO A CUSTOMER AT AN AGGFREGATE PRICE (INCLUDING ANY MKDN OR MKUP) THAT WAS NOT FAIR & REASONABLE, TAKING INTO CONSIDERATION ALL RELEVANT FACTORS, INCLUDING THE BEST JUDGEMENT OF THE BROKER AS TO THE FAIR MKT VALUE OF THE SECURITIES AT THE TIME OF TRANSACTION & OF ANY SECURITIES EXCHANGED OR TRADED IN CONNECTION WITH THE TRANSACTION, THE EXPENSE INVOLVED IN EFFECTING THE TRANSACTION, THE FACT THE BROKER IS ENTITLED TO A PROFIT & TOTAL DOLLAR AMOUNT OF TRANSACTION. BOSC FAILED TO SHOW CORRECT TERMS AND CONDITIONS ON MUNICIPAL SECURITIES TRANSACTION MEMORANDA FOR ACCOUNT OF FIRM EXECUTED WITH A CUSTOMER OTHER THAN A BROKER BY FAILING TO INCLUDE TIME STAMPS SHOWING DATE AND TIME OF RECEIPT AND FAILING TO INCLUDE CERTAIN TERMS AND CONDITIONS TO IDENTIFY THE ORDERS AS DAY, LIMIT, MKT OR GTC ORDERS. BOSC FAILED TO ENFORCE ITS WRITTEN SUPERVISORY PROCEDURES THAT PROHIBITED MKDNS/MKUPS ON ZERO COUPON MUNICIPAL SECURITIES IN EXCESS OF 4% OF THE PRNICIPAL AMT INVESTED. BOSC FAILED TO REPORT INFO REGARDING PURCHASE AND SALE TRANSACTIONS EFFECTED IN MUNICIPAL SECURITIES TO THE REAL-TIME TRANSACTION REPORTING SYSTEM (RTRS) IN MANNER PRESCRIBED BY RULE G-14 RTRS PROCEDURES & RTRS USERS MANUAL; FIRM FAILED TO REPORT SUCH TRANSACTIONS W/IN 15 MIN. OF TIME OF TRADE TO AN RTRS PORTAL (CONTINUED IN COMMENTS). Status: Final Sanction Detail: W/O ADMITTING OR DENYING THE FINDINGS, FIRM CONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS; THEREFORE, FIRM IS CENSURED, FINED $80,000 REQUIRED TO PAY 18,402, PLUS INTEREST, IN RESTITUTION TO INVESTORS & TO REVISE ITS WRITTEN SUPERVISORY PROCEDURES REGARDING MUNICIPAL BOND FAIR PRICING, MUNICIPAL SECURITIES TRADE REPORTING & TRACE REPORTING W/IN 30 BUSINESS DAYS OF ACCEPTANCE OF THIS AWC BY THE NAC. A REGISTERED PRINCIPAL OF BOSC SHALL SUBMIT SATISFACTORY PROOF OF PYMT OF THE RESTITUTION OR OF REASONABLE AND DOCUMENTED EFFORTS UNDERTAKEN TO EFFECT RESTITUTION TO FINRA NO LATER THAN 120 DAYS AFTER ACCEPTANCE OF THIS AWC. ANY UNDISTRIBUTED RESTITUTION & INTEREST SHALL BE FORWARDED TO THE APPROPRIATE ESCHEAT, UNCLAIMED PROPERTY OR ABANDONED PROPERTY FUND FOR THE STATE IN WHICH THE CUSTOMER LAST RESIDED. Summary: BOSC FAILED TO REPORT TO THE TRADE REPORTING & COMPLIANCE ENGINE (TRACE) THE CORRECT TIME OF TRADE EXECUTION FOR TRACE-ELIGIBLE SECURITIES TRANSACTIONS AND FAILED TO REPORT TRACE-ELIGIBLE SECURITIES TRANSACTIONS W/IN 15 MIN. OF THE TIME OF EXECUTION. THIS CONDUCT CONSTITUTES SEPARATE AND DISTINCT VIOLATIONS OF NASD RULE 6230 (A) AND NASD RULE 2110. BOSC FAILED TO SHOW THE CORRECT EXECUTION TIME ON MEMORANDA OF TRACE-ELIGIBLE TRANSACTIONS FOR THE ACCT. OF THE FIRM EXECUTED WITH ANOTHER BROKER OR DEALER. THE FIRM'S SUPERVISORY SYSTEM DID NOT PROVIDE FOR SUPERVISION REASONABLEY DESIGNED TO ACHIEVE COMPLIANCE WITH APPLICABLE SECURITIES LAWS, REGULATIONS, NASD RULES AND MSRB RULES CONCERNING MUNICIPAL BOND FAIR PRICING, MUNICIPAL SECURITIES TRADE REPORTING AND TRACE REPORTING.

Allegations: NASD CONDUCT RULE 2110 AND SEC RULE 15C3-1 - RESPONDENT MEMBER ENGAGED IN A SECURITIES BUSINESS WHEN THE FIRM'S NET CAPITAL WS BELOW THE REQUIRE3D MINIMUM AS PRESCRIBED BY THE SEC RULE. Status: Final Sanction Detail: NONE Summary: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRM CONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS; THEREFORE, FIRM IS CENSURED AND FINED $7,500.

Allegations: ON SEPTEMBER 9, 2016, BOKF, NA ("BOKF"), AN AFFILIATE OF BOK FINANCIAL SECURITIES, INC., ENTERED INTO A CONSENT DECREE (THE "CONSENT DECREE') WITH THE SECURITIES EXCHANGE COMMISSION (THE "SEC"). BOKF NEITHER ADMITTED NOR DENIED THE FINDINGS OF THE CONSENT DECREE. THIS MATTER RELATES TO BOKF'S RELATIONSHIP WITH CHRISTOPHER BROGDON WHO HAS BEEN ACCUSED BY THE SEC OF VIOLATING ANTIFRAUD PROVISIONS OF THE FEDERAL SECURITIES LAWS. BOKF SERVED AS INDENTURE TRUSTEE AND DISSEMINATION AGENT FOR SEVERAL CONDUIT MUNICIPAL BOND OFFERINGS FOR WHICH MR. BROGDON'S ENTITIES ACTED AS BORROWER SINCE 2000. THE CONSENT DECREE STATES THAT BOKF, PRIMARILY THROUGH THE ACTIONS OF A FORMER BOKF EMPLOYEE, ALLOWED MR. BROGDON TO PERPETUATE HIS FRAUD BY FAILING TO PERFORM DISCLOSURE AND NOTICE OBLIGATIONS BOKF OWED TO BONDHOLDERS. Status: Final Sanction Detail: FINE, DISGORGEMENT AND INTEREST PAID IN FULL ON 9/14/2016.

Allegations: THE MATTER INVOLVES VIOLATIONS OF AN ANTI-FRAUD PROVISION OF THE FEDERAL SECURITIES LAWS IN CONNECTION WITH BOSC'S UNDERWRITING OF CERTAIN MUNICIPAL SECURITIES OFFERINGS. BOSC CONDUCTED INADEQUATE DUE DILIGENCE IN CERTAIN OFFERINGS AND AS A RESULT, FAILED TO FORM A REASONABLE BASIS FOR BELIEVING THE TRUTHFULNESS OF CERTAIN MATERIAL REPRESENTATIONS IN OFFICIAL STATEMENTS USED IN CONNECTION WITH THOSE OFFERINGS. THIS RESULTED IN OFFERING AND SELLING MUNICIPAL SECURITIES ON THE BASIS OF MATERIALLY MISLEADING DISCLOSURE DOCUMENTS. THE VIOLATIONS WERE SELF-REPORTED TO THE COMMISSION. Status: Final Sanction Detail: ALL SANCTIONS LISTED IN 12.A. AND 12.B. WERE ORDERED AGAINST THE APPLICANT. MONETARY FINE OF $250,000 WAS PAID 6/22/2015. Summary: FINAL CERTIFICATION SHOWING COMPLIANCE WITH THE REQUIRED UNDERTAKINGS WAS SUBMITTED TO THE SEC ON JUNE 16, 2016.

Allegations: NASD CONDUCT RULE 2110 AND SEC RULE 15C3-1 - RESPONDENT MEMBER ENGAGED IN A SECURITIES BUSINESS WHEN THE FIRM'S NET CAPITAL WAS BELOW THE REQUIRED MINIMUM AS PRESCRIBED BY THE SEC RULE. Status: Final Sanction Detail: NONE Summary: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRM CONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS; THEREFORE, FIRM IS CENSURED AND FINED $7,500.

Allegations: MSRB RULE G-14 AND G 27 - RESPONDENT FIRM FAILED TO TIMELY REPORT ITS MUNICIPAL SECURITIES CUSTOMER TRANSACTIONS TO THE MSRB. THE FIRM FAILED TO MONITOR ITS TRADE REPORTING TO ENSURE COMPLIANCE WITH MSRB RULE G-14. Status: Final Sanction Detail: WTIHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRM CONSENTED TO THE DESCRIBED SANCTION AND TO THE ENTRY OF FINDINGS; THEREFORE, THE FIRM IS CENSURED AND FINED $30,000.

Allegations: NASD RULES 2110, 3010,6230(A) - FAILED TO REPORT TO TRACE TRANSACTIONS IN TRACE-ELIGIBLE SECURITIES WITHIN 75 MINUTES AFTER EXECUTION; SUPERVISORY SYSTEM DID NOT PROVIDE SUPERVISION REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH RESPECT TO APPLICABLE SECURITIES LAWS AND REGULATIONS, AND THE RULES OF NASD CONCERNING TRACE TRADE REPORTING. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING THE ALLIGATIONS, BOSC, INC. CONSENTS TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS; THEREFORE, THE FIRM IS CENSURED AND FINED $15,000.

Allegations: MSRB RULES G-17, G30(A)- BOSC, INC. PURCHASED MUNICIPAL SECURITIES FOR ITS OWN ACCOUNT FROM A CUSTOMER AND/OR SOLD MUNICIPAL SECURITIES FOR ITS OWN ACCOUNT TO A CUSTOMER AT AN AGGREGATE PRICE (INCLUDING ANY MARKDOWN OR MARKUP)THAT WAS NOT FAIR AND REASONABLE. TAKING INTO CONSIDERATION ALL RELEVANT FACTORS, INCLUDING THE BEST JUDGMENT OF THE BROKER DEALER OR MUNICIPAL SECURITIES DEALER AS TO THE FAIR MARKET VALUE OF THE SECURITIES AT THE TIME OF THE TRANSACTION AND OF ANY SECURITIES EXCHANGED OR TRADED IN CONNECTION WITH THE TRANSACTION, THE EXPENSE INVOLVED IN EFFECTING THE TRANSACTION, THE FACT THAT THE BROKER, DEALER, OR MUNICIPAL SECURITIES DEALER IS ENTITLED TO A PROFIT, AND THE TOTAL DOLLAR AMOUNT OF THE TRANSACTION. Status: Final Sanction Detail: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS; THEREFORE, THE FIRM IS CENSURED, FINED $75,000 FOR VIOLATIONS OF MSRB RULES AND REQUIRED TO PAY $25,141, PLUS INTEREST, IN RESTITUTION TO INVESTORS. A REGISTERED PRINCIPAL SHALL SUBMIT SATISFACTORY PROOF OF PAYMENT OF RESTITUTION OR OF REASONABLR AND DOCUMENTED RFFORTS UNDERTAKEN TO EFFECT RESTITUTION TO FINRA NO LATER THAN 120 DAYS AFTER ACCEPTANCE OF THIS AWC. ANY UNDISTRIBUTED RESTITUTION AND INTEREST SHALL BE FORWARDED TO THE APPROPRIATE ESCHEAT, UNCLAIMED PROPERTY OR ABANDONED PROPERTY FUND FOR THE STATE IN WHICH THE CUSTOMER LAST RESIDED.

Allegations: FINRA ALLEGED THAT THE FIRM FAILED TO MAINTAIN APPROXIMATELY 732,000 ELECTRONIC BROKERAGE RECORDS IN NON-ERASABLE AND NON-REWRITEABLE FORMAT, KNOWN AS WORM FORMAT, AS REQUIRED BY SECTION 17(A) OF THE EXCHANGE ACT OF 1934, EXCHANGE ACT RULE 17A-4(F), NASD RULE 3110 AND FINRA RULE 4511. FINRA ALSO ALLEGED THE FIRM FAILED TO IMPLEMENT AN AUDIT SYSTEM REGARDING RETAINING AND PRESERVING ELECTRONIC RECORDS. FINALLY, FINRA ALLEGED THAT THE FIRM'S WRITTEN SUPERVISORY PROCEDURES WERE NOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH RULE 17A-4(F). Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED. Summary: PURSUANT TO A LETTER OF ACCEPTANCE, WAIVER, AND CONSENT DATED OCTOBER 2, 2017, THE FIRM AGREED, WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, TO THE IMPOSITION OF A CENSURE AND MONETARY FINE OF $175,000.

Allegations: FINRA ALLEGED THAT FROM DECEMBER 2016 THROUGH AUGUST 2023, BOK FINANCIAL INACCURATELY REPORTED TO THE TRADE REPORTING AND COMPLIANCE ENGINE (TRACE) APPROXIMATELY 24,200 TRANSACTIONS WITHOUT THE REQUIRED "NO REMUNERATION" (NR) INDICATOR, IN VIOLATION OF FINRA RULES 6730(D) AND 2010. FINRA ALLEGED THAT FROM DECEMBER 2016 TO NOVEMBER 2024, BOK FINANCIAL FAILED TO ESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEM, INCLUDING WRITTEN SUPERVISORY PROCEDURES (WSPS), REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH FINRA RULE 6730(D), IN VIOLATION OF FINRA RULES 3110 AND 2010. Status: Final Sanction Detail: THE FIRM WAS CENSURED AND FINED $110,000. THE FINE WAS PAID IN FULL ON DECEMBER 12, 2024. Summary: PURSUANT TO A LETTER OF ACCEPTANCE, WAIVER, AND CONSENT DATED NOVEMBER 21, 2024, THE FIRM AGREED, WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, TO THE IMPOSITION OF A CENSURE AND MONETARY FINE OF $110,000.

Allegations: THESE PROCEEDINGS ARISE OUT OF BREACHES OF FIDUCIARY DUTY AND INADEQUATE DISCLOSURES BY REGISTERED INVESTMENT ADVISER BOK FINANCIAL SECURITIES, INC. IN CONNECTION WITH ITS MUTUAL FUND SHARE CLASS SELECTION PRACTICES AND THE FEES IT AND ITS ASSOCIATED PERSONS RECEIVED PURSUANT TO RULE 12B-1 UNDER THE INVESTMENT COMPANY ACT OF 1940 ("12B-1 FEES"). AT TIMES DURING THE PERIOD JANUARY 1, 2014 TO JULY 6, 2018 (THE "RELEVANT PERIOD"), RESPONDENT PURCHASED, RECOMMENDED, OR HELD FOR ADVISORY CLIENTS MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER-COST SHARE CLASSES OF THE SAME FUNDS FOR WHICH THE CLIENTS WERE ELIGIBLE. RESPONDENT AND ITS ASSOCIATED PERSONS RECEIVED 12B-1 FEES IN CONNECTION WITH THESE INVESTMENTS. RESPONDENT FAILED TO DISCLOSE IN ITS FORM ADV OR OTHERWISE THE CONFLICTS OF INTEREST RELATED TO (A) ITS RECEIPT OF 12B-1 FEES, AND/OR (B) ITS SELECTION OF MUTUAL FUND SHARE CLASSES THAT PAY SUCH FEES. DURING THE RELEVANT PERIOD, RESPONDENT AND ITS ASSOCIATED PERSONS RECEIVED 12B-1 FEES FOR ADVISING CLIENTS TO INVEST IN OR HOLD SUCH MUTUAL FUND SHARE CLASSES. Status: Final Sanction Detail: TOTAL DISGORGEMENT OF $182,318.31; TOTAL PREJUDGMENT INTEREST OF $15,482.92 Summary: WITHIN 30 DAYS, REVIEW AND CORRECT AS NECESSARY ALL RELEVANT DISCLOSURE DOCUMENTS CONCERNING MUTUAL FUND SHARE CLASS SELECTION AND 12B-1 FEES; WITHIN 30 DAYS, EVALUATE WHETHER EXISTING CLIENTS SHOULD BE MOVED TO A LOWER-COST SHARE CLASS AND MOVE CLIENTS AS NECESSARY. WITHIN 30 DAYS; EVALUATE, UPDATE (IF NECESSARY), AND REVIEW FOR THE EFFECTIVENESS OF THEIR IMPLEMENTATION, POLICIES AND PROCEDURES SO THAT THEY ARE REASONABLY DESIGNED TO PREVENT VIOLATIONS OF THE ADVISERS ACT IN CONNECTION WITH DISCLOSURES REGARDING MUTUAL FUND SHARE CLASS SELECTION; WITHIN 30 DAYS, NOTIFY AFFECTED INVESTORS OF THE SETTLEMENT TERMS OF THIS ORDER IN A CLEAR AND CONSPICUOUS FASHION; WITHIN 210 DAYS, DISTRIBUTE ALL AMOUNTS DUE TO EACH AFFECTED INVESTOR, AS REQUIRED.