Regulation Best Interest Conflicts of Interest Disclosure

December 02, 2022

CONFLICTS OF INTEREST

Geneos Wealth Management, Inc. (“Geneos” or “we”) has identified certain conflicts of interest that relate to the
recommendations Geneos and our Financial Professionals make. A conflict arises when an economic benefit incentivizes
Geneos or your Financial Professional to put our interests and/or the interests of the Financial Professional ahead of yours. Some of these conflicts exist between you and both Geneos and your Financial Professional, while others exist only
between you and Geneos or between you and your Financial Professional. The section below discusses material facts
relating to these conflicts to help you make an informed decision regarding any recommendation your Financial
Professional provides you.

Conflicts for Both Our Firm and Financial Professional

Conflicts between you and both Geneos and Financial Professional may be caused by a variety of arrangements, including
the role we play in a transaction, compensation arrangements, or trading arrangements. These arrangements present a
conflict of interest because Geneos and your Financial Professional have a greater incentive to make available,
recommend, or make investment decisions regarding investments for your account that provide additional compensation
to your Financial Professional or Geneos over other investments that do not provide additional compensation to your
Financial Professional or Geneos.

•  Geneos and our Financial Professionals may recommend either a brokerage account or advisory account to you.
  Geneos and our Financial Professionals get paid in different ways depending upon which account you open. We have an incentive to recommend the account type that pays us the most compensation. We can recommend that you invest through different account type arrangements, such as through a brokerage account, an account directly held with the issuer of the investment (or its transfer agent), or an advisory account. Depending on factors such as the type and level of services you require, as well as the frequency of trading in your account, one of these account types may be more costeffective for you than the others. The availability of different account types incentivizes us and our Financial Professionals to recommend the account type that results in the most compensation for us and your Financial Professional.
• Geneos and our Financial Professionals get paid when you trade or invest. In a brokerage account, we are paid for
  certain trades you make in your account through transaction-based payments. Your Financial Professional will           disclose to you if there is a transaction cost associated with a particular trade or investment. Geneos pays to our Financial Professionals most of the transaction-based payments that Geneos receives. These transaction-based payments, usually called commissions, may incentivize us and your Financial Professional to encourage you to trade more or purchase additional investments because doing so results in additional revenue for Geneos and your Financial Professional. In an advisory account, we are paid through an advisory fee that represents a percentage of your assets under management held at Geneos. This payment structure may create a conflict of interest for Geneos and our Financial Professionals because it may incentivize a Financial Professional to recommend an advisory account over a brokerage account because Geneos and our Financial Professionals may receive more in fees in an advisory account. In addition, because the advisory fee is based on the total amount of assets in an advisory account, Geneos and our Financial Professionals may be incentivized to recommend transferring additional assets to Geneos.
• When you purchase products in a brokerage account or direct with the product company, including, without
  limitation, mutual funds, 529 plans, closed-end funds at public offering, UITs, and variable insurance products, the sponsor company may pay a commission to us. Although you do not pay this commission directly, the sponsor factors this commission into the product’s fees and costs. In this way, you indirectly pay the commission out of the value of your investments. This may create a conflict as it may incentivize Geneos and our Financial Professionals to recommend investments with certain sponsor companies that pay a commission to Geneos and our Financial Professionals over investments with sponsor companies that do not pay a commission to Geneos and our Financial Professionals. It further may incentivize Geneos and our Financial Professionals to recommend investments in sponsor companies that pay a higher commission over those that pay a lower commission to Geneos and our Financial Professionals.
• For certain other investments that you make in your brokerage account, Geneos receives payments that are in
  addition to the payments described above. These fees and compensation include, but are not limited to, mutual fund and money market 12b-1 and subtransfer agent fees, mutual fund transaction fees, due diligence fees, marketing
  reimbursements or reallowances, or other transaction or service fees. This may create a conflict as it may incentivize
  Geneos and our Financial Professionals to recommend investments with certain companies that pay fees and
  compensation to Geneos and our Financial Professionals over investments with companies that do not pay these fees and compensation to Geneos and our Financial Professionals. It further may incentivize Geneos and our Financial Professionals to recommend investments in companies that pay higher fees and compensation commission over those that pay lower fees and compensation to Geneos and our Financial Professionals.
• Some investments, such as mutual funds, 529 plans, UITs, nontraded alternative investments, and variable
  insurance products, offer multiple share classes. For investments with multi-share class structures, we generally receive comparatively more compensation when we recommend you purchase or hold a share class that is likely to be more costly for you. Depending on the share class in which you are invested, we may earn higher commissions, ongoing payments, and/or other compensation. These comparatively higher commissions, ongoing payments, and other compensation may incentivize Geneos and your Financial Professional to sell you or recommend you hold the share class in a multi-share class structure that results in the most compensation for us, which will be more costly for you. Please note, however, that where issuers have multi-share class structures, the lowest-cost share classes may not be available to you due to high minimum investment amounts or account type requirements (e.g., a retirement account or an advisory account). You can find more information about your costs and our compensation from different share classes in the prospectus for the investment or by asking your Financial Professional.
• Sponsor companies for many of the products we sell participate in activities that are designed to help facilitate
  the distribution of their products. These companies often pay the travel, meals, and lodging expenses for Geneos and our Financial Professionals to attend educational programs and due diligence meetings designed to help Financial
  Professionals be more knowledgeable about those companies’ products, operations, and management. These companies also often provide other forms of compensation to Geneos’ Financial Professionals relating to the sale and distribution of their products, including merchandise, gifts, prizes, and entertainment, such as tickets to sporting events and leisure activities, as well as payment or reimbursement for the costs of business development expenses, client seminars, client appreciation events, software, and marketing materials designed to help promote the Financial Professional’s business. These payments may create a conflict of interest as they may incentivize Geneos and our Financial Professionals to recommend the sponsor companies that cover various expenses or provide other compensation to Geneos and our Financial Professionals over those companies who do not engage in such activities.
• Geneos gets paid when you engage in a rollover transaction. We can recommend that you roll over assets from
  your workplace retirement plan into an IRA. When you engage in a rollover to an IRA, we and your Financial Professional will receive compensation in connection with the investments you hold in your IRA. IRA rollover recommendations incentivize Geneos and your Financial Professional to encourage the purchase of investments that result in additional compensation for Geneos and your Financial Professional that we would not otherwise receive if the funds remained in your workplace retirement plan. If you engage in a rollover transaction, you will be provided with an Employer Sponsored Plan Rollover Questionnaire or IRA Rollover Transfer Questionnaire, as applicable, which will contain further information and disclosures about these transactions.
• Geneos and/or Financial Professionals may act as a promotor for other RIAs. At times, those other RIAs may be
  referred to as Third Party Money Managers (“TPMM”). In this referral arrangement, Geneos and our Financial
  Professionals will receive a portion of the fee the TPMM will charge you. The portion of the fee received varies and will be identified in the TPMM’s Form ADV that will be provided to you if your Financial Professional recommends using a specific TPMM. This may create a conflict of interest as it may incentivize Geneos and our Financial Professionals to invest your assets with a TPMM who pays a higher amount than a TPMM who does not pay Geneos or our Financial Professionals any fee or who may offer a lower fee amount to Geneos and our Financial Professionals.

Conflicts for Geneos Alone

Conflicts between you and Geneos may be caused by a variety of arrangements, including the role we play in a transaction,
compensation arrangements, trading arrangements, or customer-specific arrangements. The material facts relating to
these conflicts are as follows:

• Many issuers of the investments our Financial Professionals recommend periodically pay us based on the total
  amount of sales of their investment products or the total amount of customer assets we direct to them. These payments are often called “revenue sharing” payments. Revenue sharing payments incentivize Geneos to sell you or recommend you hold investments that make these revenue sharing payments to Geneos over investment products that do not make revenue sharing payments to Geneos. Geneos may also be incentivized to recommend investment products whose companies make higher revenue sharing payments to Geneos over companies whose payments are lower by comparison.
• Geneos also receives due diligence fees, distribution allowances, and other payments from many of the companies
  whose products we sell. Many issuers or their affiliates also make payments to us to cover the costs associated with certain educational conferences, training seminars, or incentive-level meetings we host for our Financial Professional. In most cases, these payments are flat payments and are not tied to total sales or customer assets. However, all of these payments incentivize us to sell you or recommend you hold investment products issued by issuers that make these payments rather than investment products of issuers that do not make these payments, or make comparatively lower payments. Please refer to the additional disclosure on our website at www.geneoswealth.com/disclosures regarding the specific issuers with whom we have arrangements for revenue sharing payments.
• Pershing, LLC (“Pershing”) and National Financial Services LLC (“NFS”), Geneos’ two primary clearing firms, also
  make certain types of revenue sharing payments to us. Pershing and NFS make quarterly business growth credits to
  Geneos equal to a fractional percentage of net new assets that we introduce to them from a custodian other than Pershing or NFS. We also collect a portion of the No-Transaction Fee revenue from these clearing firms on non-advisory accounts. This may create a conflict of interest as it may incentivize Geneos to utilize clearing firms that make revenue-sharing payments, or make greater revenue sharing payments to Geneos over other firms.
• Geneos offers an Insured Deposit Program (“IDP”) as well as money market funds as our core account sweep vehicle
  with our custodians, Pershing and NFS. The IDP is used to hold your cash balances in brokerage and advisory accounts while awaiting reinvestment. The IDP, as well as the cash sweep programs, should you opt out of the IDP, generates financial benefits for Geneos that may create a conflict of interest. The fees Geneos receives are typically higher than the interest you earn on the cash held in the accounts and are in addition to the fees you pay us. This creates an incentive for Geneos to hold a cash balance in your account. Moreover, Geneos may be incentivized to sweep your cash to one fund over another based on the financial benefit Geneos may receive from a particular sweep vehicle. You will receive a separate Geneos Cash Management Sweep Program Disclosure that provides additional detail regarding this program.
• Geneos adds a markup fee to certain transaction costs and other brokerage account charges and fees that are
  assessed to your brokerage account at Pershing and NFS. These payments incentivize us to sell you or recommend you hold investments that make these payments rather than investments that do not make these payments or provide less of these payments. The detail regarding these mark-ups is disclosed in Account Charge Disclosure forms, and you will be provided with the applicable Account Charge Disclosure form detailing the mark-up fees received by Geneos.

Conflicts for Financial Professional Alone

Conflicts between you and our Financial Professionals may be caused by a variety of arrangements, including
compensation arrangements, client-specific arrangements, or outside business activities. The material facts relating to
these conflicts are as follows:

• Your Financial Professional’s primary compensation is composed of their “total production,” which is based on
  the total assets they manage (i.e., “Assets Under Management”) in advisory accounts, and commissions and trails they receive in brokerage accounts. Your Financial Professional may also receive non-cash compensation from Geneos in the form of award trips and other incentives, which are also tied to total production by the Financial Professional.
• In brokerage accounts, commissions and trails paid to a Financial Professional are a percentage of the
  Gross Dealer Concessions (“GDC”) Geneos receives from an investment product issuer when a Financial
  Professional’s client purchases securities through us. The amount of commissions, fees, transaction-based
  payments, ongoing payments, and other forms of compensation we share with a Financial Professional is dictated
  by a compensation grid. Our compensation grid is investment neutral, meaning the percentage of the
  compensation from any given transaction your Financial Professional receives does not vary based on the
  investment recommended. However, your Financial Professional’s payout percentage may be adjusted depending
  on your Financial Professional’s total production. The potential to receive higher payout percentage adjustments
  may incentivize your Financial Professional to encourage more trading or recommend the purchase of additional
  investments that increase your Financial Professional’s total production and payout percentage. This conflict
  grows as your Financial Professional approaches specific firm production thresholds that will increase the
  percentage of the GDC they receive, and in many cases will make them eligible for firm incentive trips and
  conferences.
• In advisory accounts, your Financial Professional receives a certain percentage of the advisory fee charged
  to you. Our compensation grid is investment neutral, meaning the percentage of the compensation from any given
  transaction your Financial Professional receives does not vary based on the investment recommended. However,
  if a Financial Professional increases their total production (across all clients), the percentage payout the Financial
  Professional receives may increase. The potential to receive higher payout percentage adjustments may
  incentivize your Financial Professional to recommend increasing the assets managed by your Financial
  Professional at Geneos. Financial Professionals who represent you in an advisory capacity could receive, in
  addition to the negotiated fee based on the percentage of assets in your Geneos advisory account, financial
  planning fees and/or promotor referral fees. Receipt of financial planning and promotor fees by Financial
  Professionals acting in an advisory capacity may incentivize them to offer additional services to you or make
  specific referrals based upon the fees they could receive.
• Receiving a portion of the advisory or brokerage fees you pay and receiving non-cash compensation upon
  certain thresholds being met creates an incentive for your Financial Professional to encourage you to increase
  your investment account(s) size or trade more frequently.
• Some of Geneos’ branch managers oversee the sales and marketing activities of other Financial Professionals
  located in their branch. These managers usually receive a portion of the compensation earned by the Financial Professional over whom they have supervisory responsibility. This could cause a manager to approve a transaction or series of transactions for your account when there could be less-costly alternatives available to you because the branch manager receives compensation when such transactions take place.
• Beginning in May 2020, some Financial Professionals new to our firm have or will be provided with forgivable
  loans that are tied to the amount of total assets they manage at Geneos as of a milestone date. Some Financial Professionals who joined Geneos prior to May 2020 were provided with forgivable loans that are tied to their total
  production achieved as of a milestone date. This may incentivize Financial Professionals to increase the assets they
  manage as of certain dates in order for a portion of their loan balance with Geneos to be forgiven. If your Financial
  Professional has an outstanding forgivable loan with Geneos, it is disclosed in their ADV Part 2B.
• Some of our Financial Professionals receive additional training and support from certain product issuers. Certain
  issuers and their affiliates provide some of our Financial Professional with more training and administrative support than others. If your Financial Professional receives this additional training and support, it incentivizes your Financial Professional to recommend investments issued by issuers that provide such training and support over issuers that do not.
• Some of our Financial Professionals receive payment or reimbursement from product sponsors or issuers for the
  costs of business development expenses. These include costs related to client seminars, client appreciation events,
  software, or marketing materials or financial support designed to help promote the Financial Professional’s business. If your Financial Professional receives these reimbursements or payments, they incentivize your Financial Professional to recommend investments that provide these reimbursements or payments over investments that do not.
• Some Financial Professionals have outside business activities that compete for their time. Many of our Financial
  Professional engage in outside business activities. If your Financial Professional engages in any outside business activities, these activities could cause your Financial Professional to spend more time on the outside business activity rather than on their brokerage or advisory relationship with you. You may research any outside business activities your Financial Professional may have on FINRA’s BrokerCheck website at https://brokercheck.finra.org. You can also find additional information on these outside business activities in your Financial Professional’s ADV Part 2B document if applicable. Your Financial Professional will provide this to you upon request.