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Winthrop & Co.
Market Insights
GuideFiled October 11, 20267 min read

Should a G2 Advisor Sign a Sunset Agreement as the Successor?

A firm sunset program usually has two signatures on it, and the successor's is the one least often priced. What the next-generation advisor pays and signs under Edward Jones' RTP, Merrill's CTP, UBS's ALFA and Northwestern Mutual's internal sales, from the firms' own filings and disclosures and from trade reporting, what happens if the successor later wants to leave, and what to ask before signing.

Filed by Tyler Noe

GuideShould a G2 Advisor Sign a Sunset Agreement? RTP, CTP, ALFA

The short answer: Sign only after you have priced what you pay and what you give up. In each of these four programs the successor funds part of the deal: Edward Jones successors take reduced compensation for up to five years, UBS successors fund the first 100% of ALFA Core, Merrill inheritors wait until the firm earns back 70% for full credit, and Northwestern Mutual buyers pay a purchase price, which those who qualify can finance with a loan from the firm's broker-dealer. Inherited accounts can carry a non-solicit that binds you if you later leave, so read the agreement with counsel before you sign.

The demand is real on both sides of the desk. In research Edward Jones released on September 14, 2026, 86% of junior advisors in a national sample of 233 financial advisors said they were interested in acquiring or inheriting an established practice, and only 38% of senior advisors expecting to transition within five years had a specific successor in mind. This guide is written to the person on the other signature line: the successor.

What does the successor pay in each program?

What the successor paysFor how longIf the successor later leaves
Edward Jones RTPReduced compensationUp to five years (filings through 2022 said up to four)Not described in the filing; set by your agreement
Merrill CTPA 50% payout under the 2019 terms; full credit once the firm earns back 70% (80% before 2025)Up to eight years under the 2019 termsNon-solicitation provisions on inherited accounts, per 2024 reporting
UBS ALFAFunds the first 100% of ALFA Core from production on the inherited accounts; UBS funds the restNot stated on UBS's page; the retiring advisor's payments run over five yearsNon-solicit in the ALFA receiving agreement
Northwestern MutualA purchase price for the relationships, which eligible buyers can finance with a loan from NMISPart of the price adjusts with assets kept for a year or several years after closingSet by the purchase and loan documents

Edward Jones. The firm's Form 10-K for 2025 states it in one sentence: successor financial advisors receive reduced compensation for up to five years. Its filings through the 2022 fiscal year said up to four years, on transitioned assets, so the stated successor period has lengthened while the retiring advisor's structure stayed the same: two years of employment, then a three-year non-compete, with most retiring advisors paid over four years. The accrual for future RTP payments reached $267 million at the end of 2025, up from $228 million a year earlier. The senior side is priced in our RTP breakdown.

Merrill. Under the redesign Merrill announced in 2019, inheriting advisors were subject to a 50% payout until the firm recovered 80% of the award, for up to eight years, with Merrill subsidizing the other 20%. From January 1, 2025, AdvisorHub reported, inheritors receive full production credit once the firm has earned back 70%. The same reporting said the program guarantees the retiring advisor's payout even if the inheritor takes the practice to another firm. The retiring advisor's side is in our CTP guide.

UBS. UBS's own page is direct: "The successor Financial Advisor funds the first 100 percent of ALFA Core." The firm funds the amount above that and the ALFA Plus rate. The page says that share is funded from the production on the transitioned accounts, but not over what period, which makes the period the first question to ask. Our ALFA analysis covers what the retiring advisor receives.

Northwestern Mutual. Here the successor is a buyer. The firm's advisory brochure says eligible representatives and teams receive loans from NMIS to support the succession of a practice to another Northwestern Mutual representative or team, and in January 2026 its chief field officer described a $1 billion succession capital program for large, complex ownership transfers, including buy-ins and succession sales. Part of the price is contingent on the buyer successfully transitioning each relationship, and part moves with the assets still at the firm a year or several years after closing. The seller's view is in what happens to a Northwestern Mutual practice when the advisor retires.

What are you actually signing?

Four sets of terms decide the value of the deal to the successor.

The payback. Reduced compensation, a share of the award or a purchase price, and the date it ends. Ask for the schedule in dollars on your own numbers.

The non-solicit. UBS told a federal court in 2025 that virtually all the clients a departing team served were subject to non-solicitation restrictions in "ALFA Receiving FA Agreements." Reporting on Merrill's terms is mixed: in 2019 a Merrill executive told WealthManagement.com there would be no noncompete or nonsolicit agreements in the redesigned program, and AdvisorHub's 2024 reporting described non-solicitation provisions that bar inheriting advisors from soliciting the assets to another firm. The version you sign is the one that binds you.

Notice, garden leave and repayment. Check your employment and award paperwork for notice periods and for what becomes repayable on departure, including any firm loan. Can my firm sue me for leaving explains how garden leave and non-solicits are enforced.

The coding. FINRA's Regulatory Notice 22-23 on succession planning records disciplinary actions against representatives who altered or falsified representative codes on trades. Agree in writing how inherited accounts will be coded and credited, and never change a code yourself.

What happens if you want to leave later?

Clients can always choose. FINRA's notice says customers may choose not to work with the new firm or representative and may transfer some or all of their assets to another representative or firm. Your freedom to contact them is a separate matter, set by the inheritor agreement.

The clearest recent example is UBS. In September 2025 it sued a $1.4 billion team that had left to launch its own firm, saying the team's ALFA agreements, with payments running through 2027 and 2028, were still in force. The team then agreed to a court order barring it from soliciting clients in the ALFA program or announcing its new firm to them, while it could still process transfers those clients started themselves; the dispute moved to FINRA arbitration. UBS has been outside the Broker Protocol since December 2017, and an inheritor agreement is its own contract in any case, so check both before counting on the Protocol. Do you actually own your book of business sets out what is yours by channel.

What to ask before you sign

  1. What is the reduction or recovery, in dollars, and on what date does full credit begin?
  2. How long does the non-solicit run on inherited accounts, and does it end when the recovery ends?
  3. What happens to my obligations if the senior advisor delays retirement, dies or leaves the plan?
  4. If I leave, what is repayable, including any firm loan, and how is it calculated?
  5. How will inherited accounts and the accounts I brought in myself be coded, and is that in writing?
  6. What mentoring, introductions and time with the senior advisor come with the book, and for how long? Edward Jones' 2022 filing described the retiring advisor's transition services as including mentoring, training and support for successors.

Where a firm pays a retired representative continuing commissions under FINRA Rule 2040(b), the SEC staff guidance summarized in Notice 22-23 requires the receiving representative, with limited exceptions, to have at least three years in a registered capacity and one year at the firm, and bars the retiring representative from being paid personally by the receiving representative for the referral. Ask which framework your arrangement uses.

What is the alternative worth?

A successor has three paths: inherit under the program, move now with the clients and production that are already yours, or inherit first and accept that a later move runs through the non-solicit. Each has a value, and the comparison depends on your book of business. A hiring firm starts with one question: which production is credited to you. Revenue still paying down a senior advisor's award, or coded jointly with the senior advisor, makes that answer harder to give. Price both paths before the agreement is signed, because afterward the terms set the price for you.

Every successor deal depends on the book, the firm and the agreement on the table, and the specific answer comes from a conversation: what your practice would command elsewhere, through Winthrop's relationships and record of past deals, and how culture, technology, support and service differ at the firms that fit. The firm pays Winthrop; the advisor never pays. Request an Introduction.

Sources (12)

Frequently asked

What does the successor sign in a sunset agreement?
The successor usually signs an inheritor or receiving agreement alongside the retiring advisor's sunset agreement. It sets how the successor pays for the inherited relationships, whether through reduced compensation, a share of the award or a purchase price, for how long, how the accounts will be coded, and what restrictions apply to those clients if the successor later leaves. The terms differ by firm and change over time, so the version in front of you is the one that governs. Read it with counsel before signing.
How long does an Edward Jones successor take reduced pay under the RTP?
Edward Jones' Form 10-K for 2025 states that successor financial advisors receive reduced compensation for up to five years. Its filings through the 2022 fiscal year said up to four years, on transitioned assets. The filing does not publish the reduction itself, so the successor's agreement is the place to find the actual rate and schedule.
How do Merrill CTP inheritors pay for the book?
Under the terms Merrill announced in 2019, inheriting advisors were subject to a 50% payout until the firm recovered 80% of the award, for up to eight years, with Merrill subsidizing the other 20%. AdvisorHub reported that from January 1, 2025, inheritors receive full production credit once the firm has earned back 70%, down from 80%. AdvisorHub also reported that Merrill's program includes non-solicitation provisions that bar inheriting advisors from soliciting the assets to another firm.
Who pays for UBS ALFA, the firm or the successor?
Both. UBS's own description of the program says the successor financial advisor funds the first 100 percent of ALFA Core, and the firm funds the amount above that and the ALFA Plus rate. UBS's page says that share is funded from the production on the transitioned accounts but does not say over what period, so the period is the first question to put to the firm. Successors also sign an ALFA receiving agreement that carries a non-solicitation restriction on the inherited clients.
How does a Northwestern Mutual advisor finance buying a practice?
Northwestern Mutual's investment adviser brochure says eligible financial representatives and teams receive loans from its broker-dealer, NMIS, to support the succession of a representative's business to another Northwestern Mutual representative or team. In January 2026 the company's chief field officer described a $1 billion succession capital program offering debt financing for large, complex ownership transfers, including buy-ins and succession sales. Part of the purchase price is contingent on the buyer successfully transitioning the relationships, and part moves with the assets that remain for a year or several years after closing.
Can I take inherited clients with me if I leave later?
Clients can always choose. FINRA's Regulatory Notice 22-23 says customers may choose not to work with the new representative and may move some or all of their assets to another representative or firm. What you may do to contact them is a separate question, governed by the non-solicitation terms in your inheritor agreement. When a UBS team left in 2025, it agreed to a court order barring it from soliciting or announcing its new firm to clients in the ALFA program, while it could still process transfers those clients started themselves. Have counsel read your agreement before any move.
What should a successor negotiate before signing?
The reduction or recovery terms and when full credit begins, the length of the non-solicit on inherited accounts and whether it ends when the recovery ends, how the accounts will be coded, what happens if the senior advisor delays, dies or changes the plan, whether a firm loan must be repaid in full if you leave, and how the agreement treats accounts you brought in yourself. Ask the firm for each answer in writing.

Filed

October 11, 2026

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