WOODBURY FINANCIAL SERVICES, INC. · 2021. 1. 16. · WOODBURY FINANCIAL SERVICES, INC. CRD# 421 SEC# 8-13846 Main Office Location 7755 3RD STREET NORTH OAKDALE, MN 55128 Regulated

BrokerCheck Report

WOODBURY FINANCIAL SERVICES, INC.

Section Title

Report Summary

Firm History

CRD# 421

1

15

Firm Profile 2 - 14

Page(s)

Firm Operations 16 - 31

Disclosure Events 32

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WOODBURY FINANCIAL SERVICES,INC.

CRD# 421

SEC# 8-13846

Main Office Location

7755 3RD STREET NORTHOAKDALE, MN 55128Regulated by FINRA Kansas City Office

Mailing Address

7755 3RD STREET NORTHOAKDALE, MN 55128

This firm is a brokerage firm and an investmentadviser firm. For more information aboutinvestment adviser firms, visit the SEC'sInvestment Adviser Public Disclosure website at:

Business Telephone Number

(800) 800-2638

https://www.adviserinfo.sec.gov

Report Summary for this Firm

This report summary provides an overview of the brokerage firm. Additional information for this firm can be foundin the detailed report.

Disclosure Events

Brokerage firms are required to disclose certaincriminal matters, regulatory actions, civil judicialproceedings and financial matters in which the firm orone of its control affiliates has been involved.

Are there events disclosed about this firm? Yes

The following types of disclosures have beenreported:

Type Count

Regulatory Event 21

Arbitration 7

Bond 1

Firm Profile

This firm is classified as a corporation.

This firm was formed in Minnesota on 03/15/1968.

Its fiscal year ends in December.

Firm History

Information relating to the brokerage firm's historysuch as other business names and successions(e.g., mergers, acquisitions) can be found in thedetailed report.

Firm Operations

Is this brokerage firm currently suspended with anyregulator? No

This firm conducts 10 types of businesses.

This firm is affiliated with financial or investmentinstitutions.

This firm has referral or financial arrangements withother brokers or dealers.

This firm is registered with:

• the SEC• 1 Self-Regulatory Organization• 53 U.S. states and territories

www.finra.org/brokercheck User Guidance

1©2021 FINRA. All rights reserved. Report about WOODBURY FINANCIAL SERVICES, INC.

https://adviserinfo.sec.gov/firm/summary/421http://www.finra.orghttp://www.finra.org/brokercheckhttp://www.finra.org/brokercheck_reports


This firm is classified as a corporation.

This firm was formed in Minnesota on 03/15/1968.

CRD#

This section provides the brokerage firm's full legal name, "Doing Business As" name, business and mailingaddresses, telephone number, and any alternate name by which the firm conducts business and where such name isused.

Firm Profile

Firm Names and Locations

Its fiscal year ends in December.

WOODBURY FINANCIAL SERVICES, INC.

SEC#

421

8-13846

Main Office Location

Mailing Address

Business Telephone Number

Doing business as WOODBURY FINANCIAL SERVICES, INC.

(800) 800-2638

Regulated by FINRA Kansas City Office




http://www.finra.org/brokercheckhttp://www.finra.org/brokercheck_reportshttp://www.finra.org


This section provides information relating to all direct owners and executive officers of the brokerage firm.

Direct Owners and Executive Officers

Firm Profile

Position

Percentage of Ownership

Is this a public reportingcompany?

Position Start Date

Does this owner direct themanagement or policies ofthe firm?

ADVISOR GROUP, INC.

SHAREHOLDER

75% or more

No

Domestic Entity

11/2012

Yes

Is this a domestic or foreignentity or an individual?

Legal Name & CRD# (if any):

Position



Position Start Date


CORNICK, GREGORY ALLEN

DIRECTOR

Less than 5%

No

Individual

01/2021

Yes

3132991



Position


Position Start Date

FERGESEN, RICHARD DAVID

CEO, PRESIDENT, DIRECTOR

Less than 5%

Individual

03/2014

717938






Direct Owners and Executive Officers (continued)

Firm Profile




Less than 5%

No

Yes

Position



Position Start Date


FRANKOWSKA, DAGMARA K

DEPUTY IA CHIEF COMPLIANCE OFFICER

Less than 5%

No

Individual

04/2021

No

3165855



Position



Position Start Date


HAMEL, CYNTHIA ANN

EVP, CHIEF OPERATIONS OFFICER

Less than 5%

No

Individual

05/2017

Yes

3014361



HARBORT, AMY MARIE

4119927






Firm Profile

Position



Position Start Date


CHIEF COMPLIANCE OFFICER

Less than 5%

No

Individual

11/2018

No

4119927


Position



Position Start Date


PRICE, JAMES DALE

CHAIRMAN, DIRECTOR

Less than 5%

No

Individual

11/2016

Yes

1243224



Position


Position Start Date


SCHLUETER, MATTHEW ADAM

EXECUTIVE VICE PRESIDENT, DIRECTOR

Less than 5%

Individual

03/2019

Yes

2627931







Firm Profile



No

Yes

Position



Position Start Date


SCHMIDT, DAVID MARTIN

TREASURER, FINANCIAL AND OPERATIONS PRINCIPAL

Less than 5%

No

Individual

03/2017

No

5675524






This section provides information relating to any indirect owners of the brokerage firm.

Indirect Owners

Firm Profile

ADVISOR GROUP HOLDINGS, INC.

SHAREHOLDER

ADVISOR GROUP, INC.

75% or more

No

Domestic Entity

05/2016

Yes



Company through whichindirect ownership isestablished

Relationship to Direct Owner

Relationship Established




AG ARTEMIS HOLDINGS, L.P.

SHAREHOLDER

AG INTERMEDIATE CORPORATION

75% or more

No

Domestic Entity

08/2019

Yes









AG INTERMEDIATE CORPORATION

LADENBURG THALMANN FINANCIAL SERVICES, INC.

Domestic Entity







Indirect Owners (continued)

Firm Profile

SHAREHOLDER


75% or more

No

05/2020

Yes







AG PARENT CORPORATION

SHAREHOLDER

ADVISOR GROUP.HOLDINGS, INC

75% or more

No

Domestic Entity

08/2019

Yes










SHAREHOLDER

AG PARENT CORPORATION

75% or more

Domestic Entity

05/2020






Percentage of Ownership8©2021 FINRA. All rights reserved. Report about WOODBURY FINANCIAL SERVICES, INC.




Firm Profile

75% or more

No

Yes




RCP ARTEMIS CO-INVEST, L.P.

LIMITED PARTNER


75% or more

No

Foreign Entity

08/2019

Yes









RCP GENPAR HOLDCO LLC

LIMITED PARTNER

RCP GENPAR LP

75% or more

No

Domestic Entity

08/2014

Yes













Firm Profile

NoIs this a public reportingcompany?

RCP GENPAR LP

LIMITED PARTNER

RCP OPP FUND II GP, LP

75% or more

No

Domestic Entity

01/2018

Yes









RCP OPP FUND II GP, LP

LIMITED PARTNER

RCP ARTEMIS CO-INVEST GP, LLC

75% or more

No

Domestic Entity

01/2018

Yes









THE BERLINSKI FAMILY 2006 TRUST

MRB ICBC LLC

Domestic Entity








Firm Profile

MEMBER

MRB ICBC LLC

75% or more

No

08/2014

Yes







BERLINSKI, MILTON RALPH

TRUSTEE

THE BERLINSKI FAMILY 2006 TRUST

25% but less than 50%

No

Individual

06/2006

Yes

1710939










MEMBER


Individual

1710939




Relationship to Direct Owner11©2021 FINRA. All rights reserved. Report about WOODBURY FINANCIAL SERVICES, INC.




Firm Profile

MEMBER


No

08/2014

Yes






MRB ICBC LLC

MEMBER



No

Domestic Entity

08/2014

Yes









AG ARTEMIS HOLDINGS GP, LLC

GENERAL PARTNER


Other General Partners

Domestic Entity

05/2019

Yes












Firm Profile

No




INVESTMENT MANAGER

MRB ICBC LLC


Individual

08/2014

Yes

1710939










GENERAL PARTNER

RCP GENPAR LP


No

Individual

08/2014

Yes

1710939













Firm Profile

RCP ARTEMIS CO-INVEST GP LLC

GENERAL PARTNER

RCP ARTEMIS CO-INVEST, L.P.


No

Domestic Entity

05/2019

Yes












Firm History

This section provides information relating to any successions (e.g., mergers, acquisitions) involving the firm.

No information reported.




Firm Operations

RegistrationsThis section provides information about the regulators (Securities and Exchange Commission (SEC), self-regulatoryorganizations (SROs), and U.S. states and territories) with which the brokerage firm is currently registered andlicensed, the date the license became effective, and certain information about the firm's SEC registration.

This firm is currently registered with the SEC, 1 SRO and 53 U.S. states and territories.

SEC Registration Questions

This firm is registered with the SEC as:

A broker-dealer:

A broker-dealer and government securities broker or dealer:

A government securities broker or dealer only:

This firm has ceased activity as a government securities broker or dealer:

Yes

Yes

No

No

Federal Regulator Status Date Effective

SEC Approved 04/26/1968

Self-Regulatory Organization Status Date Effective

FINRA Approved 05/16/1968




Firm Operations

Registrations (continued)

U.S. States &Territories

Status Date Effective

Alabama Approved 12/10/1981

Alaska Approved 10/30/1978

Arizona Approved 10/13/1966

Arkansas Approved 02/10/1993

California Approved 01/01/1970

Colorado Approved 02/01/1983

Connecticut Approved 11/15/1978

Delaware Approved 10/06/1981

District of Columbia Approved 10/16/1968

Florida Approved 05/01/1983

Georgia Approved 09/22/1981

Hawaii Approved 06/09/1978

Idaho Approved 02/21/1969

Illinois Approved 09/20/1978

Indiana Approved 10/21/1981

Iowa Approved 07/15/1983

Kansas Approved 07/09/1969

Kentucky Approved 07/16/1982

Louisiana Approved 06/27/1983

Maine Approved 03/23/1984

Maryland Approved 10/03/1981

Massachusetts Approved 07/31/1981

Michigan Approved 02/03/1983

Minnesota Approved 07/15/1982

Mississippi Approved 10/14/1981

Missouri Approved 07/18/1983

Montana Approved 04/20/1983

Nebraska Approved 10/09/1981

Nevada Approved 07/15/1983

New Hampshire Approved 02/02/1983

New Jersey Approved 07/15/1983

New Mexico Approved 10/07/1981

New York Approved 02/26/1984

U.S. States &Territories

Status Date Effective

North Carolina Approved 07/15/1982

North Dakota Approved 10/21/1981

Ohio Approved 07/16/1982

Oklahoma Approved 08/18/1982

Oregon Approved 10/24/1981

Pennsylvania Approved 05/13/1969

Puerto Rico Approved 08/07/2019

Rhode Island Approved 02/01/1983

South Carolina Approved 08/08/1977

South Dakota Approved 07/15/1982

Tennessee Approved 08/17/1981

Texas Approved 08/15/1983

Utah Approved 04/21/1983

Vermont Approved 02/15/1984

Virgin Islands Approved 01/12/2009

Virginia Approved 09/23/1981

Washington Approved 04/20/1983

West Virginia Approved 09/30/1981

Wisconsin Approved 10/29/1969

Wyoming Approved 08/20/1968




Firm Operations

Types of BusinessThis section provides the types of business, including non-securities business, the brokerage firm is engaged in orexpects to be engaged in.

Other Types of Business

This firm does not effect transactions in commodities, commodity futures, or commodity options.This firm does engage in other non-securities business.

Non-Securities Business Description: FIXED INSURANCE PRODUCT SALES

This firm currently conducts 10 types of businesses.

Types of Business

Broker or dealer retailing corporate equity securities over-the-counter

Mutual fund retailer

U S. government securities broker

Municipal securities broker

Broker or dealer selling variable life insurance or annuities

Put and call broker or dealer or option writer

Investment advisory services

Private placements of securities

Broker or dealer involved in a networking, kiosk or similar arrangment with a: insurance company or agency

Other - 10T UNIT INVESTMENT TRUSTS, MARGIN ACCOUNTS, CORPORATE DEBT SECURITIES, OIL AND GAS,MANAGED FUTURE FUNDS.




Firm Operations

Clearing Arrangements

This firm does hold or maintain funds or securities or provide clearing services for other broker-dealer(s).

Introducing Arrangements

This firm does refer or introduce customers to other brokers and dealers.

Name: NATIONAL FINANCIAL SERVICES LLC

Business Address: 200 LIBERTY STREETMAILZONE NY4ANEW YORK, NY 10281

CRD #: 13041

Effective Date: 11/19/2014

Description: APPLICANT MAINTAINS A FULLY DISCLOSED CLEARING AGREEMENTWITH NATIONAL FINANCIAL SERVICES LLC.

Name: PERSHING LLC

Business Address: ONE PERSHING PLAZAJERSEY CITY, NJ 07399

CRD #: 7560


Description: FULLY DISCLOSED CLEARING ARRANGEMENT WITH PERSHING,DIVISION OF DONALDSON, LUFKIN AND JENRETTE CORPORATION, ONEPERSHING PLAZA, JERSEY CITY, NJ, 07399.




Firm Operations

Industry Arrangements

This firm does have books or records maintained by a third party.

Name: ADVISORWEBSITES

Business Address: 311-1930 PANDORA STREETVANCOUVER, CANADA BC V5L 0C7


Description: APPROVED WEBSITE HOSTING VENDOR FOR FINANCIALPROFESSIONALS

Name: TWENTY OVER TEN

Business Address: 2171 SANDY DRIVESUITE # 200STATE COLLEGE, PA 16803


Description: APPROVED WEBSITE HOSTING VENDOR FOR FINANCIALPROFESSIONALS

Name: LOGICGATE

Business Address: 320 W OHIO ST.FLOOR 5ECHICAGO, IL 60654


Description: REGULATORY INTERNAL TESTING RESULTS, SALES PRACTICEMANUALS, WSPS, AS WELL AS VARIOUS FIRM DISCLOSUREDOCUMENTS

Name: MICROSOFT OFFICE 365

Business Address: ONE MICROSOFT WAYREDMOND, WA 98052


Description: INTERNAL ELECTRONIC COMMUNICATIONS

Name: THETA LAKE

Business Address: 4 FAIROAKS COURTSAN MATEO, CA 93101


Description: ARCHIVING OF VIDEO COMMUNICATIONS20©2021 FINRA. All rights reserved. Report about WOODBURY FINANCIAL SERVICES, INC.



Firm Operations

Industry Arrangements (continued)

This firm does have accounts, funds, or securities maintained by a third party.

Description: ARCHIVING OF VIDEO COMMUNICATIONS

Name: VERITAS (LIVEOFFICE)

Business Address: 2780 SKYPARK DRIVESUITE 300TORRANCE, CA 90505


Description: E-MAIL ARCHIVING AND SUPERVISION

Name: DOCUPACE

Business Address: 2001 S. BARRINGTON AVESUITE 215LOS ANGELES, CA 90025


Description: ARCHIVING OF AUDIT RECORDS, CERTAIN CLIENT RECORDS



CRD #: 13041



Name: PERSHING LLC


CRD #: 7560





CRD #: 13041




Firm Operations


This firm does have customer accounts, funds, or securities maintained by a third party.

This firm does not have individuals who control its management or policies through agreement.

This firm does not have individuals who wholly or partly finance the firm's business.

Control Persons/Financing




Name: PERSHING LLC


CRD #: 7560





CRD #: 13041



Name: PERSHING LLC


CRD #: 7560






Firm Operations


This firm does not have individuals who wholly or partly finance the firm's business.




Firm Operations

Organization AffiliatesThis section provides information on control relationships the firm has with other firms in the securities, investmentadvisory, or banking business.

This firm is, directly or indirectly:

· in control of· controlled by· or under common control withthe following partnerships, corporations, or other organizations engaged in the securities or investmentadvisory business.

No

Yes

No

05/26/2020

522 MADISON AVENUE11TH FLNEW YORK, NY 10024

LADENBURG THALMANN FINANCIAL SERVICES, INC controls the firm.

LADENBURG THALMANN FINANCIAL SERVICES, INC. INDIRECTLYCONTROLS THE APPLICANT.

Description:

Investment AdvisoryActivities:

Securities Activities:

Country:

Foreign Entity:

Effective Date:

Business Address:

Yes

Yes

No

02/14/2020

5185 PEACHTREE PARKWAYSUITE 2801NORCROSS, GA 33092

25803

TRIAD ADVISORS LLC is under common control with the firm.

APPLICANT AND TRIAD ADVISORS LLC ARE UNDER COMMON CONTROL OFADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:




Firm Operations

Organization Affiliates (continued)

No

Yes

No

02/14/2020


505

LADENBURG THALMANN & CO. INC. is under common control with the firm.

APPLICANT AND LADENBURG THALMANN & CO. ARE UNDER COMMONCONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

02/14/2020

12325 PORT GRACE BLVDLA VISTA, NE 68128

10205

SECURITIES AMERICA, INC. is under common control with the firm.

APPLICANT AND SECURITIES AMERICA, INC ARE UNDER COMMONCONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

02/14/2020


110518

SECURITIES AMERICA ADVISORS, INC. is under common control with the firm.

Foreign Entity:

Effective Date:

Business Address:

CRD #:




Firm Operations


Yes

No

No

APPLICANT AND SECURITIES AMERICA ADVISORS INC, ARE UNDERCOMMON CONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Yes

No

No

02/14/2020


108604

LADENBURG THALMANN ASSET MANAGEMENT INC is under common control with the firm.

APPLICANT AND LADENBURG THALMANN ASSET MANAGEMENT, INC AREUNDER COMMON CONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

Yes

No

02/14/2020

20 EAST THOMAS RDSUITE 2000PHOENIX, AZ 85012

AG ARTEMIS HOLDINGS GP LLC controls the firm.

RCP ARTEMIS CO-INVEST GP LLC INDIRECTLY CONTROLS THE APPLICANT.Description:



Country:

Foreign Entity:

Effective Date:

Business Address:




Firm Operations


Yes

No

No

02/14/2020

5155 PEACHTREE PARKWAYSUITE 3230NORCROSS, GA 33093

171070

TRIAD HYBRID SOLUTIONS, LLC is under common control with the firm.

APPLICANT AND TRIAD HYBRID SOLUTIONS, LLC ARE UNDER COMMONCONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

No

No

02/14/2020


165127

ARBOR POINT ADVISORS is under common control with the firm.

APPLICANT AND ARBOR POINT ADVISORS, LLC ARE UNDER COMMONCONTROL OF ADVISOR GROUP HOLDINGS, INC.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

No

08/01/2019

20 EAST THOMAS ROADSUITE 2000PHOENIX, AZ 85012

AG PARENT CORPORATION controls the firm.

Country:

Foreign Entity:

Effective Date:

Business Address:




Firm Operations


No

Yes

AG PARENT CORPORATION INDIRECTLY CONTROLS THE APPLICANT.Description:



Country:

No

Yes

No

08/01/2019


AG INTERMEDIATE CORPORATION controls the firm.

AG INTERMEDIATE CORPORATION INDIRECTLY CONTROLS THEAPPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

No

08/01/2019


AG ARTEMIS HOLDINGS, L.P. controls the firm.

AG ARTEMIS HOLDINGS, L.P. INDERECTLY CONTROLS THE APPLICANT.Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

UGLAND HOUSE, SOUTH CHURCH STREETP O. BOX 309GRAND CAYMAN, CAYMAN ISLANDS KY1-1104

RCP ARTEMIS CO-INVEST, L.P. controls the firm.

Business Address:




Firm Operations


Yes

No

CAYMAN ISLANDS

Yes

07/31/2019

UGLAND HOUSE, SOUTH CHURCH STREETP O. BOX 309GRAND CAYMAN, CAYMAN ISLANDS KY1-1104

RCP ARTEMIS CO-INVEST, L.P. INDERCTLY CONTROLS THE APPLICANT.Description:



Country:

Foreign Entity:

Effective Date:

Yes

No

No

10/12/2014

10 EXCHANGE PLACESUITE 1410JERSEY CITY, NJ 07302

154149

VISION2020 WEALTH MANAGEMENT CORP. is under common control with the firm.

THE APPLICANT AND THE AFFILIATE ARE UNDER COMMON CONTROL OFRCP ARTEMIS CO-INVEST, L.P.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

Yes

No

01/01/2009

10 EXCHANGE PLACESUITE 1410JJERSEY CITY, NJ 07302

23131

ROYAL ALLIANCE ASSOCIATES, INC. is under common control with the firm.



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:




Firm Operations


Yes


Description:


Yes

Yes

No

01/01/1999

2300 WINDY RIDGE PARKWAYSUITE 750NATLANTA, GA 30339

7461

FSC SECURITIES CORPORATION is under common control with the firm.


Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

Yes

No

10/12/2014


133763

SAGEPOINT FINANCIAL, INC. is under common control with the firm.


Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

This firm is not directly or indirectly, controlled by the following:




Firm Operations


· bank holding company· national bank· state member bank of the Federal Reserve System· state non-member bank· savings bank or association· credit union· or foreign bank




Disclosure Events

All firms registered to sell securities or provide investment advice are required to disclose regulatory actions, criminal orcivil judicial proceedings, and certain financial matters in which the firm or one of its control affiliates has been involved.For your convenience, below is a matrix of the number and status of disclosure events involving this brokerage firm orone of its control affiliates. Further information regarding these events can be found in the subsequent pages of thisreport.

Final On AppealPending

Regulatory Event 0 21 0

Arbitration N/A 7 N/A

Bond N/A 1 N/A




Disclosure Event Details

What you should know about reported disclosure events:

1. BrokerCheck provides details for any disclosure event that was reported in CRD. It also includessummary information regarding FINRA arbitration awards in cases where the brokerage firm wasnamed as a respondent.

2. Certain thresholds must be met before an event is reported to CRD, for example: o A law enforcement agency must file formal charges before a brokerage firm is required to disclose a

particular criminal event.3. Disclosure events in BrokerCheck reports come from different sources:

o Disclosure events for this brokerage firm were reported by the firm and/or regulators. When the firmand a regulator report information for the same event, both versions of the event will appear in theBrokerCheck report. The different versions will be separated by a solid line with the reporting sourcelabeled.

4. There are different statuses and dispositions for disclosure events: o A disclosure event may have a status of pending, on appeal, or final.

§ A "pending" event involves allegations that have not been proven or formally adjudicated.§ An event that is "on appeal" involves allegations that have been adjudicated but are currently

being appealed.§ A "final" event has been concluded and its resolution is not subject to change.

o A final event generally has a disposition of adjudicated, settled or otherwise resolved.§ An "adjudicated" matter includes a disposition by (1) a court of law in a criminal or civil matter,

or (2) an administrative panel in an action brought by a regulator that is contested by the partycharged with some alleged wrongdoing.

§ A "settled" matter generally involves an agreement by the parties to resolve the matter.Please note that firms may choose to settle customer disputes or regulatory matters forbusiness or other reasons.

§ A "resolved" matter usually involves no payment to the customer and no finding ofwrongdoing on the part of the individual broker. Such matters generally involve customerdisputes.

5. You may wish to contact the brokerage firm to obtain further information regarding any of thedisclosure events contained in this BrokerCheck report.

Regulatory - Final

This type of disclosure event involves (1) a final, formal proceeding initiated by a regulatory authority (e.g., a statesecurities agency, self-regulatory organization, federal regulator such as the U.S. Securities and Exchange Commission,foreign financial regulatory body) for a violation of investment-related rules or regulations; or (2) a revocation orsuspension of the authority of a brokerage firm or its control affiliate to act as an attorney, accountant or federalcontractor.

Disclosure 1 of 21

Reporting Source: Firm

Allegations: WOODBURY FINANCIAL SERVICES, INC. FAILED TO REPORT TO THESUPERINTENDENT OF THE NEW YORK DEPARTMENT OFFINANCIAL SERVICES WITHIN 30 DAYS OF THE FINAL DISPOSITION OF ANADMINISTRATIVE ACTION TAKEN BY THECALIFORNIA DEPARTMENT OF INSURANCE ON OR ABOUT DECEMBER 19,2018 AND WOODBURY PROVIDED MATERIALLYINCORRECT AND UNTRUE INFORMATION IN ITS APPLICATION FOR A LIFEBROKERS LICENSES RECEIVED BY THE NEW YORKDEPARTMENT OF FINANCIAL SERVICES ON MAY 29, 2019 IN THATWOODBURY FAILED TO DISCLOSURE CERTAIN MATTERSTHAT HAD BEEN REPORTED TO THE NATIONAL INSURANCE PRODUCERSREGISTRY IN THE APPLICATION.

Current Status: Final




Initiated By: NEW YORK DEPARTMENT OF FINANCIAL SERVICES

Principal Sanction(s)/ReliefSought:

Civil and Administrative Penalt(ies) /Fine(s)

Other Sanction(s)/ReliefSought:

Date Initiated: 01/03/2020

Docket/Case Number: 2019-0193-S

Principal Product Type: No Product

Other Product Type(s):

Allegations: WOODBURY FINANCIAL SERVICES, INC. FAILED TO REPORT TO THESUPERINTENDENT OF THE NEW YORK DEPARTMENT OFFINANCIAL SERVICES WITHIN 30 DAYS OF THE FINAL DISPOSITION OF ANADMINISTRATIVE ACTION TAKEN BY THECALIFORNIA DEPARTMENT OF INSURANCE ON OR ABOUT DECEMBER 19,2018 AND WOODBURY PROVIDED MATERIALLYINCORRECT AND UNTRUE INFORMATION IN ITS APPLICATION FOR A LIFEBROKERS LICENSES RECEIVED BY THE NEW YORKDEPARTMENT OF FINANCIAL SERVICES ON MAY 29, 2019 IN THATWOODBURY FAILED TO DISCLOSURE CERTAIN MATTERSTHAT HAD BEEN REPORTED TO THE NATIONAL INSURANCE PRODUCERSREGISTRY IN THE APPLICATION.

Resolution Date: 01/10/2020

Resolution:

Other Sanctions Ordered:

Sanction Details: WOODBURY FINANCIAL SERVICES, INC. ENTERED A STIPULATION ONJANUARY 3, 2020 WITH THE NEW YORKDEPARTMENT OF FINANCIAL SERVICES AND PAID A FINE OF $4,500.

Firm Statement WOODBURY FINANCIAL SERVICES, INC. ENTERED INTO A STIPULATION ONJANUARY 3, 2020 WITH THE NEW YORKDEPARTMENT OF FINANCIAL SERVICES ADMITTING TO THE ALLEGATIONSALLEGED, PAID A FINE OF $4500 AND AGREED TOTAKE STEPS TO PREVENT THE RECURRENCE OF SIMILAR VIOLATIONS.

Sanctions Ordered: Monetary/Fine $4,500.00

Stipulation and Consent

Disclosure 2 of 21

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Reporting Source: Regulator




Initiated By: FINRA




Docket/Case Number: 2017053596502



Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITS SYSTEMFOR SUPERVISING ADDITIONS TO EXISTING VARIABLE ANNUITIES WASNOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITHAPPLICABLE SECURITIES LAWS AND FINRA RULES, INCLUDING THOSEGOVERNING SUITABILITY. THE FINDINGS STATED THAT THE FIRM DID NOTREVIEW ADDITIONS RESULTING FROM RECOMMENDATIONS TO INVESTADDITIONAL FUNDS IN EXISTING VARIABLE ANNUITY CONTRACTS, EITHERBEFORE OR AFTER THE TRANSACTION, UNLESS THE ADDITION WASFUNDED FROM THE PROCEEDS OF AN EXCHANGE. THE FIRM ALSO DIDNOT USE SURVEILLANCE TOOLS, SUCH AS EXCEPTION REPORTS, TOMONITOR ADDITIONS TO VARIABLE ANNUITIES AND PROVIDE ITSELF WITHINFORMATION ABOUT POTENTIALLY UNSUITABLE TRANSACTIONS.NEITHER THE FIRM'S BRANCH AUDIT PROCESS NOR THE LARGECOMMISSION REVIEW PROCESS WERE REASONABLY DESIGNED TOPROVIDE SUFFICIENT INFORMATION ABOUT POTENTIALLY UNSUITABLEADDITIONS. ACCORDINGLY, THE FIRM'S SYSTEM FOR SUPERVISINGADDITIONS TO EXISTING VARIABLE ANNUITY CONTRACTS WAS NOTREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH APPLICABLESECURITIES LAWS AND RULES, INCLUDING THOSE GOVERNINGSUITABILITY. AS DESIGNED, THE FIRM'S REVIEW SYSTEM DID NOTPROVIDE ITSELF WITH SUFFICIENT INFORMATION TO PERMIT IT TO FOCUSON AREAS OF VARIABLE ANNUITY ADDITIONS OR PATTERNS OFADDITIONS AT THE FIRM THAT POSED THE GREATEST NUMBERS ANDRISKS OF POTENTIAL SUITABILITY VIOLATIONS, INCLUDING ADDITIONSRESULTING IN CUSTOMERS INVESTING A HIGH CONCENTRATION OFTHEIR NET WORTH IN VARIABLE ANNUITIES.



Resolution:

Does the order constitute afinal order based onviolations of any laws orregulations that prohibitfraudulent, manipulative, ordeceptive conduct?

No

Acceptance, Waiver & Consent(AWC)


http://www.finra.org/brokercheckhttp://www.finra.org/brokercheck_reportshttp://www.finra.orghttps://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=2017053596502



Sanction Details: THE FIRM WAS CENSURED AND FINED $225,000. FINES PAID IN FULL ONMAY 29, 2019


No

Sanctions Ordered: CensureMonetary/Fine $225,000.00

iReporting Source: Firm

Initiated By: FINRA




CENSURE



Principal Product Type: Annuity(ies) - Variable


Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS THE FIRM CONSENTEDTO THE SANCTIONS AND ENTRY OF FINDINGS THAT BETWEEN JUNE 2013AND JUNE 2015. THE FIRM'S SYSTEM FOR SUPERVISING ADDITIONALINVESTMENTS INTO EXISTING VARIABLE ANNUITIES, WHICH WERE NOTPROCEEDS FROM AN EXCHANGE WAS NOT REASONABLY DESIGNED TOREVIEW FOR SUITABILITY AND CONCENTRATION.



Resolution:


Sanction Details: THE $225,000 FINE WAS PAID IN FULL ON MAY 22,2019.






Sanction Details: THE $225,000 FINE WAS PAID IN FULL ON MAY 22,2019.

Firm Statement BY JUNE 2015 THE FIRM IMPLEMENTED NEW SUPERVISORY SYSTEMPROCESSES AND SURVEILLANCE TOOLS TO ENHANCE ITS SUPERVISIONOF ADDITIONAL INVESTMENTS MADE INTO EXISTING VARIABLE ANNUITYCONTRACTS.

Disclosure 3 of 21

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Initiated By: UNITED STATES SECURITIES AND EXCHANGE COMMISSION


Other


N/A


Docket/Case Number: 3-19077

Principal Product Type: Mutual Fund(s)


Allegations: IA RELEASE 40-5174, MARCH 11, 2019: THE SECURITIES AND EXCHANGECOMMISSION DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THATPUBLIC ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS BEINSTITUTED AGAINST WOODBURY FINANCIAL SERVICES, INC.("RESPONDENT"). ON THE BASIS OF THIS ORDER AND RESPONDENT'SOFFER, THE COMMISSION FINDS THAT THESE PROCEEDINGS ARISE OUTOF BREACHES OF FIDUCIARY DUTY AND INADEQUATE DISCLOSURES BYTHE RESPONDENT IN CONNECTION WITH ITS MUTUAL FUND SHARECLASS SELECTION PRACTICES AND THE FEES IT RECEIVED. AT TIMESDURING THE RELEVANT PERIOD, RESPONDENT PURCHASED,RECOMMENDED, OR HELD FOR ADVISORY CLIENTS MUTUAL FUND SHARECLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER-COST SHARECLASSES OF THE SAME FUNDS FOR WHICH THE CLIENTS WERE ELIGIBLE.RESPONDENT RECEIVED 12B-1 FEES IN CONNECTION WITH THESEINVESTMENTS. RESPONDENT FAILED TO DISCLOSE IN ITS FORM ADV OROTHERWISE THE CONFLICTS OF INTEREST RELATED TO (A) ITS RECEIPTOF 12B-1 FEES, AND/OR (B) ITS SELECTION OF MUTUAL FUND SHARECLASSES THAT PAY SUCH FEES. DURING THE RELEVANT PERIOD,RESPONDENT RECEIVED 12B-1 FEES FOR ADVISING CLIENTS TO INVESTIN OR HOLD SUCH MUTUAL FUND SHARE CLASSES. AS A RESULT OF THECONDUCT, RESPONDENT WILLFULLY VIOLATED SECTIONS 206(2) AND 207OF THE ADVISERS ACT.






N/A


Resolution:

Other Sanctions Ordered: UNDERTAKINGS AND PREJUDGMENT INTEREST

Sanction Details: THE RESPONDENT SHALL CEASE AND DESIST FROM COMMITTING ORCAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS206(2) AND 207 OF THE ADVISERS ACT. RESPONDENT IS CENSURED,SHALL PAY DISGORGEMENT OF $1,028,218.50 AND PREJUDGMENTINTEREST OF $142,809.81, AND SHALL COMPLY WITH THE UNDERTAKINGSENUMERATED IN THE OFFER OF SETTLEMENT.

Regulator Statement RESPONDENT HAS SUBMITTED AN OFFER OF SETTLEMENT WHICH THECOMMISSION HAS DETERMINED TO ACCEPT. IN VIEW OF THE FOREGOING,THE COMMISSION DEEMS IT APPROPRIATE IN THE PUBLIC INTEREST TOIMPOSE THE SANCTIONS AGREED TO IN THE RESPONDENT'S OFFER.

RESPONDENT SELF-REPORTED TO THE COMMISSION THE VIOLATIONSDISCUSSED IN THIS ORDER PURSUANT TO THE DIVISION OFENFORCEMENT'S SHARE CLASS SELECTION DISCLOSURE INITIATIVE("SCSD INITIATIVE"). ACCORDINGLY, THIS ORDER AND RESPONDENT'SOFFER ARE BASED ON THE INFORMATION SELF-REPORTED BYRESPONDENT.


Yes

Sanctions Ordered: CensureDisgorgement/RestitutionCease and Desist/Injunction

Order


Initiated By: SEC

Allegations: SELF REPORTED UNDER THE SEC SHARE CLASS SELECTIONDISCLOSURE INITIATIVE INVOLVING BREACH OF FIDUCIARY DUTYAND INADEQUATE DISCLOSURE IN CONNECTION WITH MUTUAL FUNDSHARE CLASS SELECTION PRACTICES AND FEESRECEIVED PURSUANT TO RULE 12B-1.





Initiated By: SEC


Cease and Desist


DISGORGEMENT


Docket/Case Number: 3-19077




Resolution:


Sanction Details: DISGORGEMENT AND PREJUDGMENT INTEREST, IN THE AMOUNT OF$1,171,082.31 SHALL BE PAID TO AFFECTED INVESTORS.

Firm Statement ALL VIOLATIONS OF SECTION 206(2) AND 207 OF THE ADVISERS ACT SHALLCEASE AND DESIST, DISGORGEMENT SHALL BEPAID AND CERTAIN CERTIFICATIONS SHALL BE MADE TO THE SECREGARDING COMPLETING THE PROCESS.

Sanctions Ordered: CensureDisgorgement/RestitutionCease and Desist/Injunction

Order

Disclosure 4 of 21

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Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM, AS ONE OFTHE RESPONDENTS WITH OTHER MEMBER FIRMS, CONSENTED TO THESANCTIONS AND TO THE ENTRY OF FINDINGS THAT THESE FIRMS EACHFAILED TO ESTABLISH, MAINTAIN AND ENFORCE A SUPERVISORY SYSTEMAND WRITTEN SUPERVISORY PROCEDURES (WSPS) REASONABLYDESIGNED TO SUPERVISE REPRESENTATIVES' SALE OF MULTI-SHARECLASS VARIABLE ANNUITIES (VAS). THE FINDINGS STATED THAT THEFIRMS' PROCEDURES DID NOT SPECIFICALLY ADDRESS THE SUITABILITYISSUES RELATED TO THE DIFFERENT SURRENDER PERIODS, FEES ANDCOSTS OF THE DIFFERENT VA SHARE CLASSES. SIMILARLY, THE FIRM'SPROCEDURES DID NOT SPECIFICALLY ADDRESS THE SUITABILITYCONCERNS RAISED BY THE SALE OF AN L-SHARE CONTRACT WHENCOMBINED WITH A LONG-TERM INCOME RIDER OR TO A CUSTOMER WITHA LONG-TERM INVESTMENT TIME HORIZON. THE FIRMS' WSPS ALSOFAILED TO ADDRESS WHEN ADDITIONAL SCRUTINY MAY BE WARRANTEDDURING THE REQUIRED PRINCIPAL REVIEW AND APPROVAL PROCESSBECAUSE OF SUITABILITY CONCERNS ABOUT THE VA SHARE CLASS THATWAS SELECTED FOR THE TRANSACTION. NEVERTHELESS, WOODBURY'SWSPS FAILED TO ADDRESS VA SHARE CLASSES AT ALL. THE RESPONDENTFIRMS ALSO FAILED TO PROVIDE SUFFICIENT TRAINING TO THEIRREGISTERED REPRESENTATIVES AND REVIEWING PRINCIPALS TOENSURE THAT THEY UNDERSTOOD THE MATERIAL FEATURES OF VAS.DESPITE THE SIGNIFICANT ROLE THAT VARIABLE ANNUITY SALES PLAYEDIN THE FIRMS' OVERALL BUSINESS, THEY FAILED TO IMPLEMENT ASUPERVISORY SYSTEM AND PROCEDURES REASONABLY DESIGNED TOENSURE SUITABILITY IN MULTI-SHARE CLASS VA SALES, INCLUDING L-SHARE CONTRACTS. AT EACH OF THE FIRMS, A SIGNIFICANT NUMBER OFTHE L-SHARE CONTRACTS WERE SOLD WITH LONG-TERM RIDERS. MANYOF THE CUSTOMERS PURCHASING L-SHARES INDICATED THEY HAD ALONG-TERM INVESTMENT HORIZON.





Initiated By: FINRA





Principal Product Type: Other

Other Product Type(s): MULTI-SHARE CLASS VARIABLE ANNUITIES

WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM, AS ONE OFTHE RESPONDENTS WITH OTHER MEMBER FIRMS, CONSENTED TO THESANCTIONS AND TO THE ENTRY OF FINDINGS THAT THESE FIRMS EACHFAILED TO ESTABLISH, MAINTAIN AND ENFORCE A SUPERVISORY SYSTEMAND WRITTEN SUPERVISORY PROCEDURES (WSPS) REASONABLYDESIGNED TO SUPERVISE REPRESENTATIVES' SALE OF MULTI-SHARECLASS VARIABLE ANNUITIES (VAS). THE FINDINGS STATED THAT THEFIRMS' PROCEDURES DID NOT SPECIFICALLY ADDRESS THE SUITABILITYISSUES RELATED TO THE DIFFERENT SURRENDER PERIODS, FEES ANDCOSTS OF THE DIFFERENT VA SHARE CLASSES. SIMILARLY, THE FIRM'SPROCEDURES DID NOT SPECIFICALLY ADDRESS THE SUITABILITYCONCERNS RAISED BY THE SALE OF AN L-SHARE CONTRACT WHENCOMBINED WITH A LONG-TERM INCOME RIDER OR TO A CUSTOMER WITHA LONG-TERM INVESTMENT TIME HORIZON. THE FIRMS' WSPS ALSOFAILED TO ADDRESS WHEN ADDITIONAL SCRUTINY MAY BE WARRANTEDDURING THE REQUIRED PRINCIPAL REVIEW AND APPROVAL PROCESSBECAUSE OF SUITABILITY CONCERNS ABOUT THE VA SHARE CLASS THATWAS SELECTED FOR THE TRANSACTION. NEVERTHELESS, WOODBURY'SWSPS FAILED TO ADDRESS VA SHARE CLASSES AT ALL. THE RESPONDENTFIRMS ALSO FAILED TO PROVIDE SUFFICIENT TRAINING TO THEIRREGISTERED REPRESENTATIVES AND REVIEWING PRINCIPALS TOENSURE THAT THEY UNDERSTOOD THE MATERIAL FEATURES OF VAS.DESPITE THE SIGNIFICANT ROLE THAT VARIABLE ANNUITY SALES PLAYEDIN THE FIRMS' OVERALL BUSINESS, THEY FAILED TO IMPLEMENT ASUPERVISORY SYSTEM AND PROCEDURES REASONABLY DESIGNED TOENSURE SUITABILITY IN MULTI-SHARE CLASS VA SALES, INCLUDING L-SHARE CONTRACTS. AT EACH OF THE FIRMS, A SIGNIFICANT NUMBER OFTHE L-SHARE CONTRACTS WERE SOLD WITH LONG-TERM RIDERS. MANYOF THE CUSTOMERS PURCHASING L-SHARES INDICATED THEY HAD ALONG-TERM INVESTMENT HORIZON.


Resolution:

Other Sanctions Ordered: UNDERTAKING


No






Sanction Details: THE FIRM WAS CENSURED, FINED $250,000 AND REQUIRED TO REVIEWAND REVISE, AS NECESSARY, ITS SYSTEMS, POLICIES AND PROCEDURES(WRITTEN AND OTHERWISE) AND TRAINING WITH RESPECT TO THE AREASDESCRIBED WITHIN THE AWC. THE FIRM SHALL CERTIFY TO FINRA THATTHAT IT HAS ENGAGED IN THE REVIEW AND AS OF THE DATE OF THECERTIFICATION, IT HAS ESTABLISHED AND IMPLEMENTED SYSTEMS,POLICIES, AND PROCEDURES (WRITTEN OR OTHERWISE) THAT AREREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH THEAPPLICABLE FINRA AND NASD RULES. FINES PAID IN FULL ON AUGUST 7,2018.


Initiated By: FINRA





Principal Product Type: Annuity(ies) - Variable

Other Product Type(s): MULTI-SHARE CLASS VARIABLE ANNUITIES

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE ENTRY OF FINDINGS THAT IT FAILED TO ESTABLISH, MAINTAIN ANDENFORCE A SUPERVISORY SYSTEM AND WRITTEN SUPERVISORYPROCEDURES (WSPS) REASONABLY DESIGNED TO SUPERVISEREPRESENTATIVES' SALE OF MULTI-SHARE CLASS VARIABLE ANNUITIES(VAS). THE FIRM'S PROCEDURES FOR PRINCIPALS DID EXPLAIN BASICDIFFERENCES IN THE SURRENDER PERIOD FOR VA SHARE CLASSES, ANDNOTED THAT REVIEWING PRINCIPALS SHOULD ATTEMPT TO GET ARATIONALE ADDRESSING THE CUSTOMER'S DECISION TO PAY THEINCREASED ANNUAL FEE FOR AN L-SHARE CONTRACT. THE FIRM ALSOFAILED TO PROVIDE SUFFICIENT TRAINING TO THEIR REGISTEREDREPRESENTATIVES AND REVIEWING PRINCIPALS TO ENSURE THAT THEYUNDERSTOOD THE MATERIAL FEATURES OF VAS. THE FINDINGS ALSOSTATED THAT THE FIRM FAILED TO ESTABLISH AND MAINTAIN ASUPERVISORY SYSTEM AND PROCEDURES REASONABLY DESIGNED TOSUPERVISE VA EXCHANGES. MOREOVER, THE FIRM'S WSPS DID NOTINCLUDE ANY "SURVEILLANCE PROCEDURES" DESIGNED TO DETERMINEIF REPRESENTATIVES HAD PROBLEMATIC RATES OF VA EXCHANGES.







Resolution:


Sanction Details: THE FIRM WAS CENSURED, FINED $250,000.00 AND REQUIRED TO REVIEWAND REVISE, AS NECESSARY, ITS SYSTEMS, POLICIES AND PROCEDURESAND TRAINING WITH RESPECT TO THE AREAS DESCRIBED WITHIN THEAWC. THE FIRM WILL CERTIFY TO FINRA THAT THAT IT HAS ENGAGED INTHE REVIEW AND HAS ESTABLISHED AND IMPLEMENTED SYSTEMS,POLICIES, AND PROCEDURES THAT ARE REASONABLY DESIGNED TOACHIEVE COMPLIANCE WITH THE APPLICABLE FINRA AND NASD RULES.



Disclosure 5 of 21

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Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITDISADVANTAGED CERTAIN RETIREMENT PLAN AND CHARITABLEORGANIZATION CUSTOMERS THAT WERE ELIGIBLE TO PURCHASE CLASSA SHARES IN CERTAIN MUTUAL FUNDS WITHOUT A FRONT-END SALESCHARGE. THE FINDINGS STATED THAT NOTWITHSTANDING THEAVAILABILITY OF THE WAIVERS, THE FIRM FAILED TO APPLY THE WAIVERSTO MUTUAL FUND PURCHASES MADE BY ELIGIBLE CUSTOMERS ANDINSTEAD SOLD THESE ELIGIBLE CUSTOMERS CLASS A SHARES WITH AFRONT-END SALES CHARGE OR CLASS B OR C SHARES WITH BACK-ENDSALES CHARGES AND HIGHER ONGOING FEES AND EXPENSES. THESESALES DISADVANTAGED ELIGIBLE CUSTOMERS BY CAUSING THECUSTOMERS TO PAY HIGHER FEES THAN THEY WERE ACTUALLYREQUIRED TO PAY. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOSUPERVISE REASONABLY THE APPLICATION OF SALES-CHARGE WAIVERSTO ELIGIBLE MUTUAL FUND SALES. THE FIRM RELIED ON ITS FINANCIALADVISORS TO DETERMINE THE APPLICABILITY OF SALES-CHARGEWAIVERS BUT FAILED TO MAINTAIN ADEQUATE WRITTEN POLICIES ORPROCEDURES TO ASSIST FINANCIAL ADVISORS IN MAKING THISDETERMINATION. FOR INSTANCE, THE FIRM FAILED TO ESTABLISH ANDMAINTAIN WRITTEN PROCEDURES TO IDENTIFY APPLICABLE SALESCHARGE WAIVERS IN FUND PROSPECTUSES FOR ELIGIBLE CUSTOMERS.IN ADDITION, THE FIRM FAILED TO ADEQUATELY NOTIFY AND TRAIN ITSFINANCIAL ADVISORS REGARDING THE AVAILABILITY OF MUTUAL FUNDSALES-CHARGE WAIVERS FOR ELIGIBLE CUSTOMERS. THE FIRM ALSOFAILED TO ADOPT ADEQUATE CONTROLS TO DETECT INSTANCES INWHICH THEY DID NOT PROVIDE SALES-CHARGE WAIVERS TO ELIGIBLECUSTOMERS IN CONNECTION WITH THEIR MUTUAL FUND PURCHASES.BECAUSE OF THE FIRM'S FAILURE TO APPLY AVAILABLE SALES-CHARGEWAIVERS, THE FIRM ESTIMATES THAT IT OVERCHARGED ELIGIBLECUSTOMERS BY APPROXIMATELY $114,063 FOR MUTUAL FUNDPURCHASES MADE SINCE JANUARY 1, 2011.





Initiated By: FINRA







WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITDISADVANTAGED CERTAIN RETIREMENT PLAN AND CHARITABLEORGANIZATION CUSTOMERS THAT WERE ELIGIBLE TO PURCHASE CLASSA SHARES IN CERTAIN MUTUAL FUNDS WITHOUT A FRONT-END SALESCHARGE. THE FINDINGS STATED THAT NOTWITHSTANDING THEAVAILABILITY OF THE WAIVERS, THE FIRM FAILED TO APPLY THE WAIVERSTO MUTUAL FUND PURCHASES MADE BY ELIGIBLE CUSTOMERS ANDINSTEAD SOLD THESE ELIGIBLE CUSTOMERS CLASS A SHARES WITH AFRONT-END SALES CHARGE OR CLASS B OR C SHARES WITH BACK-ENDSALES CHARGES AND HIGHER ONGOING FEES AND EXPENSES. THESESALES DISADVANTAGED ELIGIBLE CUSTOMERS BY CAUSING THECUSTOMERS TO PAY HIGHER FEES THAN THEY WERE ACTUALLYREQUIRED TO PAY. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOSUPERVISE REASONABLY THE APPLICATION OF SALES-CHARGE WAIVERSTO ELIGIBLE MUTUAL FUND SALES. THE FIRM RELIED ON ITS FINANCIALADVISORS TO DETERMINE THE APPLICABILITY OF SALES-CHARGEWAIVERS BUT FAILED TO MAINTAIN ADEQUATE WRITTEN POLICIES ORPROCEDURES TO ASSIST FINANCIAL ADVISORS IN MAKING THISDETERMINATION. FOR INSTANCE, THE FIRM FAILED TO ESTABLISH ANDMAINTAIN WRITTEN PROCEDURES TO IDENTIFY APPLICABLE SALESCHARGE WAIVERS IN FUND PROSPECTUSES FOR ELIGIBLE CUSTOMERS.IN ADDITION, THE FIRM FAILED TO ADEQUATELY NOTIFY AND TRAIN ITSFINANCIAL ADVISORS REGARDING THE AVAILABILITY OF MUTUAL FUNDSALES-CHARGE WAIVERS FOR ELIGIBLE CUSTOMERS. THE FIRM ALSOFAILED TO ADOPT ADEQUATE CONTROLS TO DETECT INSTANCES INWHICH THEY DID NOT PROVIDE SALES-CHARGE WAIVERS TO ELIGIBLECUSTOMERS IN CONNECTION WITH THEIR MUTUAL FUND PURCHASES.BECAUSE OF THE FIRM'S FAILURE TO APPLY AVAILABLE SALES-CHARGEWAIVERS, THE FIRM ESTIMATES THAT IT OVERCHARGED ELIGIBLECUSTOMERS BY APPROXIMATELY $114,063 FOR MUTUAL FUNDPURCHASES MADE SINCE JANUARY 1, 2011.


Resolution:


Sanction Details: THE FIRM WAS CENSURED, FINED $75,000, AND REQUIRED TO PROVIDE AREMEDIATION PLAN TO FINRA TO REMEDIATE ELIGIBLE CUSTOMERS WHOQUALIFIED FOR, BUT DID NOT RECEIVE, AN APPLICABLE MUTUAL FUNDSALES-CHARGE WAIVER. AS PART OF THIS SETTLEMENT, THE FIRMAGREED TO PAY RESTITUTION TO ELIGIBLE CUSTOMERS, ESTIMATED TOTOTAL $128,583 (THE AMOUNT IT OVERCHARGED ELIGIBLE CUSTOMERS,INCLUSIVE OF INTEREST). FINES PAID IN FULL ON JANUARY 8, 2018.


No







Initiated By: FINRA




CENSURERESTITUTIONUNDERTAKING



Principal Product Type: Money Market Fund(s)


Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE ENTRY OF FINDINGS THAT IT DISADVANTAGED CERTAINRETIREMENT PLAN AND CHARITABLE ORGANIZATION CUSTOMERS THATWERE ELIGIBLE TO PURCHASE CLASS A SHARES IN CERTAIN MUTUALFUNDS WITHOUT A FRONT-END SALES CHARGE. THE FINDINGS ALSOSTATED THAT THE FIRM FAILED TO SUPERVISE REASONABLY THEAPPLICATION OF SALES-CHARGE WAIVERS TO ELIGIBLE MUTUAL FUNDSALES. THE FIRM RELIED ON ITS FINANCIAL ADVISORS TO DETERMINETHE APPLICABILITY OF SALES- CHARGE WAIVERS BUT DID NOT MAINTAINADEQUATE WRITTEN POLICIES OR PROCEDURES TO ASSIST FINANCIALADVISORS IN MAKING THIS DETERMINATION. IN ADDITION, THE FIRMFAILED TO ADEQUATELY NOTIFY AND TRAIN ITS FINANCIAL ADVISORSREGARDING THE AVAILABILITY OF MUTUAL FUND SALES-CHARGEWAIVERS FOR ELIGIBLE CUSTOMERS. THE FIRM ALSO FAILED TO ADOPTADEQUATE CONTROLS TO DETECT INSTANCES IN WHICH THEY DID NOTPROVIDE SALES-CHARGE WAIVERS TO ELIGIBLE CUSTOMERS INCONNECTION WITH THEIR MUTUAL FUND PURCHASES..



Resolution:


Sanction Details: THE FIRM AGREED TO A CENSURE AND A FINE OF $75,000.00. IT FURTHERAGREED TO PROVIDE A REMEDIATION PLAN TO FINRA TO REMEDIATEELIGIBLE CUSTOMERS WHO QUALIFIED FOR, BUT DID NOT RECEIVE, ANAPPLICABLE MUTUAL FUND SALES-CHARGE WAIVER. AS PART OF THISSETTLEMENT, THE FIRM AGREED TO PAY RESTITUTION TO ELIGIBLECUSTOMERS ESTIMATED TO TOTAL $128,583.

Sanctions Ordered: CensureMonetary/Fine $75,000.00Disgorgement/Restitution





Sanction Details: THE FIRM AGREED TO A CENSURE AND A FINE OF $75,000.00. IT FURTHERAGREED TO PROVIDE A REMEDIATION PLAN TO FINRA TO REMEDIATEELIGIBLE CUSTOMERS WHO QUALIFIED FOR, BUT DID NOT RECEIVE, ANAPPLICABLE MUTUAL FUND SALES-CHARGE WAIVER. AS PART OF THISSETTLEMENT, THE FIRM AGREED TO PAY RESTITUTION TO ELIGIBLECUSTOMERS ESTIMATED TO TOTAL $128,583.

Firm Statement THE FIRM AGREED TO A CENSURE AND A FINE OF $75,000.00. IT FURTHERAGREED TO PROVIDE A REMEDIATION PLAN TO FINRA TO REMEDIATEELIGIBLE CUSTOMERS WHO QUALIFIED FOR, BUT DID NOT RECEIVE, ANAPPLICABLE MUTUAL FUND SALES-CHARGE WAIVER. AS PART OF THISSETTLEMENT, THE FIRM AGREED TO PAY RESTITUTION TO ELIGIBLECUSTOMERS ESTIMATED TO TOTAL $128,583.

Disclosure 6 of 21

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Initiated By: FINRA






Other Product Type(s): UNSPECIFIED SECURITIES

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT APPLIED ANINACCURATE ACCOUNTING AND NET CAPITAL TREATMENT OFINVESTMENT ADVISORY FEES. THE FINDINGS STATED THAT THE FIRMFAILED TO PREPARE AND MAINTAIN ACCURATE FINANCIAL RECORDS,INCLUDING GENERAL LEDGERS, BALANCE SHEETS AND TRIAL BALANCES,AND NET CAPITAL COMPUTATIONS. THE FIRM ALSO FILED INACCURATEMONTHLY FOCUS REPORTS CORRESPONDING TO THESE MONTHLYREPORTING PERIODS.



Resolution:


No






Sanction Details: THE FIRM IS CENSURED AND FINED $65,000. FINES PAID IN FULL ON MAY16, 2017.

Regulator Statement IN DETERMINING THE APPROPRIATE SANCTIONS IN THIS MATTER, FINRACONSIDERED THE FIRM'S SELF-REPORTING OF THE CONDUCT, THEFIRM'S RETENTION OF A NEW FINANCIAL AND OPERATIONS PRINCIPAL(FINOP), AND CERTAIN SUBSEQUENT REMEDIAL MEASURES, INCLUDINGTHAT THE FIRM FILED A SATISFACTORY SUBORDINATED LOANAGREEMENT WITH FINRA THE DAY AFTER FINRA NOTIFIED THE FIRM THATTHEIR PRIOR ACCOUNTING TREATMENT WAS INCORRECT.


No



Initiated By: FINRA






Other Product Type(s): UNSPECIFIED SECURITIES

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRMCONSENTED TO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THATIT APPLIED AN INACCURATE ACCOUNTING AND NET CAPITAL TREATMENTOF INVESTMENT ADVISORY FEES.

THE FINDINGS STATED THAT THE FIRM FAILED TO PREPARE AND MAINTAINACCURATE FINANCIAL RECORDS, INCLUDING GENERAL LEDGERS,BALANCE SHEETS AND TRIAL BALANCES, AND NET CAPITALCOMPUTATIONS. THE FIRM ALSO FILED INACCURATE MONTHLY FOCUSREPORTS CORRESPONDING TO THESE MONTHLY REPORTING PERIODS.







Resolution:


Sanction Details: THE FIRM WAS CENSURED AND FINED.

Firm Statement IN DETERMINING THE APPROPRIATE SANCTIONS IN THIS MATTER, FINRACONSIDERED THE FIRM'S PROMPT SELF-REPORTING OF THE CONDUCT,THE FIRM'S RETENTION OF A NEW FINANCIAL AND OPERATIONS PRICIPAL(FINOP) AND CERTAIN SUBSEQUENT REMEDIAL MEASURES, INCLUDINGTHAT THE FIRM FILED A SATISFACTORY SUBORDINATED LOANAGREEMENT WITH FINRA THE DAY AFTER FINRA NOTIFIED THE FIRM THATTHEIR PRIOR ACCOUNTING TREATMENT WAS INCORRECT.



Disclosure 7 of 21

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Initiated By: FINRA


Other



Principal Product Type: Unit Investment Trust(s)


Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOIDENTIFY AND APPLY SALES CHARGE DISCOUNTS TO CERTAINCUSTOMERS' ELIGIBLE PURCHASES OF UNIT INVESTMENT TRUSTS (UITS)RESULTING IN CUSTOMERS PAYING EXCESSIVE SALES CHARGES OFAPPROXIMATELY 98,937.31. THE FINDINGS STATED THAT THE FIRM HASPAID RESTITUTION TO ALL AFFECTED CUSTOMERS. THE FINDINGS ALSOSTATED THAT THE FIRM FAILED TO ESTABLISH, MAINTAIN AND ENFORCE ASUPERVISORY SYSTEM AND WSPS REASONABLY DESIGNED TO ENSURETHAT CUSTOMERS RECEIVED SALES CHARGE DISCOUNTS ON ALLELIGIBLE UIT PURCHASES.






Other


N/A


Resolution:

Other Sanctions Ordered: REQUIRED TO SUBMIT SATISFACTORY PROOF OF PAYMENT OFRESTITUTION.

Sanction Details: THE FIRM WAS CENSURED, FINED $100,000, AND REQUIRED TO SUBMITSATISFACTORY PROOF OF PAYMENT OF RESTITUTION TO AFFECTEDCUSTOMERS, OR OF REASONABLE AND DOCUMENTED EFFORTSUNDERTAKEN TO EFFECT RESTITUTION.FINE PAID IN FULL ON DECEMBER 16, 2015.


No




Initiated By: FINRA



Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOIDENTIFY AND APPLY SALES CHARGE DISCOUNTS TO CERTAINCUSTOMERS' ELIGIBLE PURCHASES OF UNIT INVESTMENT TRUSTS (UITS)RESULTING IN CUSTOMERS PAYING EXCESSIVE SALES CHARGES OFAPPROXIMATELY $98,937.31. THE FINDINGS STATED THAT THE FIRM HASPAID RESTITUTION TO ALL AFFECTED CUSTOMERS. THE FINDINGS ALSOSTATED THAT THEFIRM FAILED TO ESTABLISH, MAINTAIN AND ENFORCE A SUPERVISORYSYSTEM AND WSPS REASONABLY DESIGNED TO ENSURE THATCUSTOMERS RECEIVED SALES CHARGE DISCOUNTS ON ALL ELIGIBLE UITPURCHASES.








CENSURE


Principal Product Type: Unit Investment Trust(s)



Resolution:


Sanction Details: THE FINE WAS PAID ON 12/16/2015.

Firm Statement THE FIRM HAS ENHANCED ITS POLICIES AND PROCEDURES RELATED TOIDENTIFYING AND APPLYING SALES CHARGE DISCOUNTS FOR ALLELIGIBLE PURCHASES OF UITS. THE FIRM HAS PAID RESTITUTION TOAFFECTED CUSTOMERS FOR APPROXIMATELY $98,937.31. FINALLY, THEFIRM WIRED PAYMENTS OF THE $100,000 FINE ON DECEMBER 16, 2015.



Disclosure 8 of 21

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Reporting Source: Firm

Initiated By: NEW YORK DEPARTMENT OF FINANCIAL SERVICES




Docket/Case Number: 2015-0055-S



Allegations: FOR REGULATORY ACTIONS THAT OCCURRED BETWEEN DECEMBER 2008AND OCTOBER 2012, THE DEPARTMENT ALLEGED THAT THE FIRM FAILEDTO DISCLOSE ITS REGULATORY ACTIONS WITHIN 30 DAYS OF FINALDISPOSITION AND THAT THE FIRM FAILED TO ACCURATELY REFLECTTHOSE MATTERS ON ITS LICENSE RENEWAL APPLICATIONS.







Resolution:


Sanction Details: MONETARY FINE $5,000

Firm Statement THE FIRM HAS ENHANCED ITS POLICIES AND PROCEDURES FOR THEDISCLOSURE OF REGULATORY ACTIONS IN ITS LICENSE RENEWALAPPLICATION PROCESS. FURTHER, PURSANT TO THE SITPULATIONORDER, THE FIRM WIRED PAYMENT ON MAY 12,2015.

Sanctions Ordered: Monetary/Fine $5,000.00

Stipulation and Consent

Disclosure 9 of 21

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Initiated By: MISSOURI


Censure


MONETARY PAYMENT TO MO SECRETARY OF STATE'S INVESTOREDUCTATION AND PROTECTION FUND; COSTS


Docket/Case Number: AP-14-08

URL for Regulatory Action:



Allegations: VIOLATION OF SECTION 409.4-412, RSMO. (CUM. SUPP. 2012) BY FAILINGTO SUPERVISE REGISTERED AGENT GOULD'S ACTIVITIES IN VIOLATION OFSECTION 409.4-412(D)(13), RSMO. (CUM. SUPP. 2012).



Resolution:


No

Consent




Other Sanctions Ordered: COSTS TOTALING 20,000.00

Sanction Details: PAYMENT OF MONETARY PENALTY TO INVESTOR EDUCATION ANDPROTECTION FUND

Regulator Statement WOODBURY REPRESENT

Documents

WOODBURY FINANCIAL SERVICES, INC. · 2021. 1. 16. · WOODBURY FINANCIAL SERVICES, INC. CRD# 421 SEC# 8-13846 Main Office Location 7755 3RD STREET NORTH OAKDALE, MN 55128 Regulated