Achievable logoAchievable logo
Series 6
Sign in
Sign up
Purchase
Textbook
Practice exams
Support
How it works
Resources
Exam catalog
Mountain with a flag at the peak
Textbook
Introduction
1. Common stock
2. Preferred stock
3. Debt securities
4. Corporate debt
5. Municipal debt
6. US government debt
7. Investment companies
7.1 Foundations
7.2 Types of funds
7.3 Open-end management companies
7.3.1 Characteristics
7.3.2 Shareholder rights
7.3.3 Transactions
7.3.4 Share classes
7.4 Closed-end management companies
7.5 Passive ETFs
7.6 Other ETFs
7.7 Unit investment trusts (UITs)
7.8 Tax considerations
7.9 Inherited & gifted securities
7.10 Wash sales
7.11 Suitability
7.12 Alpha and beta
8. Insurance products
9. The primary market
10. The secondary market
11. Brokerage accounts
12. Retirement & education plans
13. Rules & ethics
14. Suitability
Wrapping up
Achievable logoAchievable logo
7.3.4 Share classes
Achievable Series 6
7. Investment companies
7.3. Open-end management companies

Share classes

13 min read
Font
Discuss
Share
Feedback

Mutual funds with sales charges (loads) are typically grouped into share classes. The key difference is how and when the sales charge is collected. Here are the three share classes covered here:

  • Class A shares (front-end)
  • Class B shares (back-end)
  • Class C shares (level load)

Class A shares (front-end)

Class A shares assess a front-end load, meaning the sales charge is collected when the investor buys shares. This share class is also subject to breakpoint schedules, which reduce the sales charge as the investment amount increases.

Here’s an example of a breakpoint schedule:

ABC Fund Class A Breakpoint Charge

Volume Sales Charge
$0 - $24,999 8.5%
$25,000 - $49,999 7.0%
$50,000 - $99,999 5.5%
$100,000+ 4.0%

Breakpoint schedules reward larger purchases with lower sales charges. Funds must offer breakpoint schedules if they assess the maximum sales charge of 8.5%.

If a customer doesn’t currently have enough money to reach the next breakpoint, they can sign a letter of intent (LOI). An LOI is a pledge to invest the additional amount (the shortfall) within the next 13 months. Signing the LOI lets the customer receive the lower sales charge immediately.

Using the breakpoint schedule above, assume a customer has $20,000 to invest. They could sign a $5,000 LOI (agreeing to invest the additional $5,000 within 13 months) and receive the 7.0% sales charge today instead of 8.5%.

LOIs can also be backdated up to 3 months to include recent prior purchases. For example, if the investor had purchased $1,000 a few weeks before investing the $20,000, they could reduce the LOI amount to $4,000.

Backdating does not extend the LOI period. If an LOI is backdated by 3 months, the investor has only 10 months remaining to complete the shortfall deposit. If the investor fails to complete the LOI, the higher sales charge is assessed retroactively.

Sidenote
The LOI & holding shares in escrow

Financial firms that facilitate the purchase of class A shares bought with an LOI typically require a small portion of the investor’s shares to be held in escrow*. For example, a firm requires 5% of the purchased shares to be held in a side (escrow) account. This provides the firm with some collateral in the event the investor does not fulfill the LOI. If an LOI is not fulfilled by the end of the designated period (13 months), the firm can simply liquidate enough shares held in the escrow account to pay for the higher sales charge.

*An escrow account is a legal holding account for capital (money) that may be spent later.

LOIs cannot be satisfied through asset appreciation. Even if the investment grows in value, the customer still must make the shortfall deposit.

However, funds do offer rights of accumulation, which can reduce sales charges on future purchases. For example, if a customer already has $40,000 invested in a fund and wants to invest an additional $10,000, the new purchase qualifies for the $50,000 breakpoint.

Financial professionals must inform customers when they are close to a breakpoint. For example, if a customer wants to invest $24,000 in ABC Fund, the registered representative must explain how the customer could qualify for the next breakpoint (they’re only $1,000 away). The customer could:

  • Invest the additional $1,000 now, or
  • Sign an LOI for the $1,000 shortfall

Either option would qualify the customer for the 7.0% breakpoint. The customer can also choose to do nothing and accept the higher sales charge.

There can be an incentive for a financial professional not to help a customer reach a breakpoint, because the firm earns more when the sales charge is higher. Using the same schedule:

  • Sales charge if customer purchases $24,000 and pays a 8.5% sales charge = $2,040
  • Sales charge if customer purchases $25,000 and pays a 7.0% sales charge = $1,750

That’s a $290 difference. If the customer is not notified of breakpoint options, the financial professional commits a violation called a breakpoint sale. Breakpoint sales are subject to FINRA-imposed fines and/or suspensions. The representative must act as a fiduciary by placing the customer’s interests ahead of their own, which includes presenting available ways to qualify for a lower sales charge.

Breakpoints are available to all individuals and some groups. Many funds offer householding, which allows family members living at the same address to combine purchases to qualify for lower breakpoints.

Breakpoints also apply regardless of where the fund is purchased. If you invested $10,000 in the same fund through five different broker-dealers (firms that help investors trade securities), the fund would treat that as a $50,000 purchase for breakpoint purposes.

Sidenote
Investment clubs

Investment clubs are groups of friends or colleagues that pool their money together for investment purposes. Think of them as joint investment accounts for people with similar interests and backgrounds. Investment clubs are not granted breakpoints and are assessed the highest possible sales charge.

Investors can also use the combination privilege, which allows purchases across multiple funds in the same fund family to be combined for breakpoint purposes. For example, an investor buying $10,000 of the ABC Stock Fund, $10,000 of the ABC Corporate Bond Fund, and $5,000 of the ABC US Government Bond Fund would qualify for a $25,000 breakpoint.

Class A shares are generally most suitable for long-term investors investing larger amounts. Because the front-end load can be substantial, selling soon after purchase can make the sales charge a large drag on returns.

Class B shares (back-end)

Class B shares assess a back-end load, meaning the sales charge is paid when the investor sells (redeems) shares. This type of back-end load is called a contingent deferred sales charge (CDSC).

A CDSC typically declines the longer the investor holds the shares. Here’s a typical schedule:

ABC Fund Class B CDSC Schedule

Years of ownership Charge
1 year 8%
2 years 6%
3 years 4%
4 years 2%
5+ years 0%

If a CDSC applies at redemption, the fund deducts the charge from the redemption proceeds before paying the investor.

Most CDSC schedules eventually reach a point where no sales charge is due. In the example above, shares held for 5 years or longer can be redeemed with no CDSC. Many fund companies convert Class B shares to Class A shares once the CDSC period ends.

Class B shares are generally suitable for intermediate- to long-term investors investing smaller amounts. Investors with larger amounts to invest often benefit more from Class A breakpoints.

Sidenote
Class A vs. B for long-term investors

Sometimes, it’s difficult to determine whether Class A or B shares are suitable for a long-term investor. As we’ve discussed above, here are the generalities:

  • Class A - suitable for long-term investors with large amounts to invest
  • Class B - suitable for long-term investors with small amounts to invest

Furthering the confusion, Class B shares often seem like the better choice. If an investor holds their shares longer than the CDSC period, they pay no front or back-end load. So, why would an investor choose Class A shares? To better understand this concept, let’s look at an example.

There are multiple share classes of the MFS Utilities Fund, including Class A and B shares. Let’s establish the general fee structure for both:

MFS Utilities Fund Class A Shares

  • Breakpoint schedule:
    • 5.75%: $0 - $49,999
    • 4.75%: $50,000 - $99,999
    • 3.75%: $100,000 - $249,999
    • 2.75%: $250,000 - $499,999
    • 2.00%: $500,000 - $999,999
    • 0.00%: $1,000,000+
  • 0.25% 12b-1 fees (annual)

MFS Utilities Fund Class B Shares

  • Contingent deferred sales charge schedule:
    • 4.00%: 1 year
    • 4.00%: 2 years
    • 3.00%: 3 years
    • 3.00%: 4 years
    • 2.00%: 5 years
    • 1.00%: 6 years
    • 0.00%: 7 years
  • 1.00% 12b-1 fees (annual)

Let’s assume an investor plans to hold shares for ten years and has $500,000 to invest. Can you determine which share class is better?

The answer - Class A shares. With this share class, the investor will pay a 2.00% front-end load and an annual 0.25% 12b-1 fee. Without complicating things with compounding fees, let’s assume they’d pay 4.50% in fees (2.00% front-end load + 0.25% 12b-1 fees x 10 years).

If they had chosen the Class B shares instead, they’d pay 10.00% in fees, even with no back-end load (1.00% 12b-1 fees x 10 years). Additionally, if the Class B shares converted to Class A shares after the CDSC period (7 years), they still would pay 7.75% in fees (1.00% 12b-1 fees x 7 years + 0.25% 12b-1 fees x 3 years).

Besides the sales charge structure, the big difference between the two share classes is the 12b-1 fees. This is why a long-term investor with a large amount to invest will be better off paying a front-end load than choosing Class B shares (even without a CDSC).

Class C shares (level load)

Class C shares are best known for ongoing marketing fees, which create a level load (a continuing cost rather than a one-time sales charge). This share class typically does not impose a front-end or back-end sales charge, although some funds impose a one-year CDSC. Under that structure, the investor avoids the back-end charge by holding the shares for at least one year.

The most significant expense for Class C shares is usually the 12b-1 fee. This is a marketing fee intended to attract additional investors and, in theory, reduce a fund’s expense ratio by spreading operating costs across a larger asset base.

For example, assume a fund has $100 million in assets and $1 million in annual operating expenses. The expense ratio is 1% ($1 million ÷ $100 million). If the fund grows to $200 million in assets while expenses remain $1 million, the expense ratio falls to 0.50% ($1 million ÷ $200 million).

12b-1 fees are used to grow a fund’s assets in hopes of lowering expenses on a per-investor basis. There are two components:

  • Distribution fees pay for marketing and promotional services, including advertisements and payments to brokers that place customers into these funds. The maximum distribution fee is 0.75%.
  • Service fees pay representatives to answer questions and discuss fund features (advertisements typically include contact information such as “Call us if you have questions!”). The maximum service fee is 0.25%.

Together, the maximum annual 12b-1 fee is 1.00%.

Sidenote
Basis points

You may encounter a test question that presents percentages as basis points. Here’s a guide for “translating” percentages to basis points:

  • 1 basis point = 0.01%
  • 100 basis points = 1.00%

For example, these two statements mean the same thing:

  • The fund’s expense ratio increased by 0.50%
  • The fund’s expense ratio increased by 50 basis points

Each share class typically has a different 12b-1 fee level:

  • Class A shares = low or no 12b-1 fees
  • Class B shares = moderate 12b-1 fees
  • Class C shares = maximum 12b-1 fees

Regulators recognize that ongoing 12b-1 fees reduce investor returns over time. For that reason, a fund charging a 12b-1 fee of more than 0.25% cannot market itself as a “no load” fund. Otherwise, an investor might buy a fund expecting low costs while still paying an ongoing marketing fee.

Even though many Class C shares don’t have a front-end or back-end sales charge, the fund company still cannot market them as “no-load” if the 12b-1 fee exceeds 0.25%.

Sidenote
12b-1 fee impact on loads

Funds assessing the maximum 12b-1 fee (1%) cannot also impose the maximum 8.5% on front or back-end loads. Instead, the maximum possible load is reduced to 7.25%. The regulators impose this rule to ensure investors are not subject to extraordinary fee schedules.

Class C shares are generally suitable for short-term investors. Because 12b-1 fees are ongoing, long-term investors typically want to avoid this share class. A 1% annual fee may sound small, but it applies year after year. If an investor holds Class C shares for 10 years, they pay the 1% annual fee ten times!*

*Technically, 12b-1 fees are assessed quarterly, although the fee is expressed as an annual percentage. For example, assume an investor owes an annual 12b-1 fee of $100. The fund would charge $25 per quarter instead of a one-time $100 fee.

Key points

Class A shares

  • Front-end loaded funds
  • Sales charge assessed at purchase
  • Subject to breakpoint schedules
  • Low or no 12b-1 fees
  • Suitable for:
    • Longer-term investors
    • Larger investments of money

Letter of intent (LOI)

  • Pledge to deposit breakpoint shortfall
  • Lower sales charge assessed
  • Lasts 13 months
  • Can be backdated up to 90 days
  • Retroactive charge if not fulfilled

Breakpoint sales

  • Failure to notify investors of breakpoint
  • FINRA violation subject to penalties

Combination privilege

  • Allows merger of multiple purchases for lower sales charge

Class B shares

  • Back-end loaded funds (CDSCs)
  • Sales charges assessed at redemption
  • Moderate 12b-1 fees
  • Suitable for:
    • Longer-term investors
    • Smaller investments of money

Class C shares

  • No sales charge or a 1-year CDSC
  • High 12b-1 fees
  • Suitable for:
    • Short-term investors

12b-1 fees

  • Marketing and promotion fees used to reduce expense ratio
  • Maximum fee of 1%
    • Distribution fee max = 0.75%
    • Service fee max = 0.25%
  • Funds limited to 7.25% loads if charging maximum 12b-1 fee
  • Cannot market fund as “no load” if charging higher than 0.25%

Sign up for free to take 11 quiz questions on this topic

All rights reserved ©2016 - 2026 Achievable, Inc.