As adviser to the Funds, subject to the Board’s oversight, the Adviser supervises the performance of administrative and professional services provided by others. The Adviser also ensures compliance with each Fund’s investment policies and guidelines. The Former Advisory Agreement, dated May 5, 2017, was initially approved by each Fund’s then sole shareholder on the following dates:

’The Former Advisory Agreement was most recently renewed by the Board at a meeting held on April 13-14, 2020.$XX.

The Former AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement provide that the AdviserSub-Adviser shall not be subject to any liability in connection with the performance of its services thereunder in the absence of willful misfeasance, fraud, bad faith or gross negligence, or to the reckless disregard of its obligations and duties.

The New AdvisorySub-Advisory Agreement will continue in force for an initial period of two years, and from year to year thereafter with respect to eachthe Fund, but only so long as its continuance is approved at least annually with respect to such by the Board at a meeting called for that purpose or by the vote of a majority of the outstanding shares of the Fund. The New AdvisorySub-Advisory Agreement will automatically terminate on assignment and is terminable upon notice by the AdviserSub-Adviser or the Board on not more than sixty days’ notice.

The form of New AdvisorySub-Advisory Agreement is attached as Exhibit A. You should read the New AdvisorySub-Advisory Agreement. The description in this Proxy Statement of the New AdvisorySub-Advisory Agreement is only a summary.

Expense LimitationInterim Sub-Advisory Agreement

Pursuant to an operating expense limitation agreement (the “OELA”),If the Adviser had contractually agreed to waive its fee and reimburse the Funds’ expenses so that total annual operating expenses for the Funds, until at least September 30, 2020 (excluding any front-end or contingent deferred sales loads, brokerage fees and commissions, acquired fund fees and expenses, borrowing costs (such as interest and dividend expense on securities sold short), taxes and extraordinary or non-recurring expenses, including, but not limited to, litigation) do not exceed the following percentages of the relevant Fund’s average daily net assets:

For the Funds’ most recent fiscal year ended May 31, 2020, the expense waiver pursuant to the OELA for each fund was the following:

The Adviser will enter into a new operating expense limitation agreement (the “New OELA”) that is substantially similar to the OELA, except that the New OELA would be extended by a year to September 30, 2021, and that fees waived or expenses reimbursed by the Adviser, including those fees waived and expenses reimbursed under the previous OELA, will remain subject to reimbursement by the Funds to the Adviser within three years of when such fees were waived or expenses reimbursed. Under the New OELA, the Adviser is permitted to seek reimbursement from the Funds, subject to limitations, for fees waived by it or the Adviser and Fund expenses it or the Adviser paid pursuant to the OELA or the New OELA, subject to the limitation that: (1) the reimbursement for fees and expenses will be made only if payable within three years from the date the fees and expenses were initially waived or reimbursed; and (2) the reimbursement may not be made if it would cause the expense limitation in effect at the time of the waiver or currently in effect, whichever is lower, to be exceeded.

Interim Advisory Agreement

As a resultclose of the Transaction occurringshould occur prior to shareholder approval of the New AdvisorySub-Advisory Agreement, the Trust doeswould not have an investment advisorysub-advisory agreement in place for the Funds that has beenFund approved by shareholders of the Funds in accordance with the 1940 Act. In order for the AdviserSub-Adviser to continue as each of the Fund’s investment adviser,trading sub-adviser should that occur, the Board of Trustees, including all the Independent Trustees, by a vote on April 27, 2020,24, 2023, unanimously approved the Interim AdvisorySub-Advisory Agreement with the AdviserTrading Sub-Adviser pursuant to Rule 15a-4 under the 1940 Act and in accordance with COVID 19 related SEC relief with respect to in-person voting requirements.Act. The Interim AdvisorySub-Advisory Agreement waswill become effective July 2, 2020,on the dateclose of the Transaction and replaced the Former Advisory Agreement as of such date. if shareholder approval has no already been obtained.

The Interim AdvisorySub-Advisory Agreement is substantially similar to the Former AdvisorySub-Advisory Agreement and the New AdvisorySub-Advisory Agreement, except that it includes certain provisions required by Rule 15a-4 under the 1940 Act. Accordingly, the Interim AdvisorySub-Advisory Agreement has a maximum term of 150 days. Further, the Interim AdvisorySub-Advisory Agreement provides that, with respect to athe Fund, the Trustees or a majority of such Fund’s outstanding voting securities may terminate the Interim AdvisorySub-Advisory Agreement with respect to that Fund at any time without penalty on not more than 10 days’ written notice, and that the compensation earned by the Adviser under the Interim AdvisorySub-Advisory Agreement is being held in an escrow account until such Fund shareholders approve the New AdvisorySub-Advisory Agreement, after which the amount in the escrow account with respect to such Fund, plus any interest, will be paid to the Adviser.Sub-Adviser. If shareholders of one or more Fundsthe Fund do not approve the New AdvisorySub-Advisory Agreement, the AdviserSub-Adviser will be paid the lesser of the costs incurred, plus any interest earned on such amount, in performing its obligations under the Interim AdvisorySub-Advisory Agreement or the total amount in the escrow account with respect to suchthe Fund, or Funds, plus any interest.

The FundsFund will continue to be managed by the Adviser under the Interim AdvisorySub-Advisory Agreement until such time as the New AdvisorySub-Advisory Agreement is approved by shareholders or the term of the Interim AdvisorySub-Advisory Agreement has expired. If the New AdvisorySub-Advisory Agreement with the Adviser is not approved by shareholders, the Board and the Adviser will consider other options, including a new or modified request for shareholder approval of a new advisory agreementNew Sub-Advisory Agreement with the Adviser, retaining a new investment adviser for athe Fund or Funds, which also would need to be approved by shareholders of the respective Fund, or the possible liquidation and closing of athe Fund or Funds.

Evaluation by the Board of Trustees

At a meeting of the Board on April 27, 2020,24, 2023, the Board, including all of the Independent Trustees, met to consider the approval of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement between the Trust, on behalf of the Funds,Adviser and the Adviser.Sub-Adviser.

In advance of the April 27, 202024, 2023 meeting, the Board requested and received materials to assist them in considering the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement. The materials provided contained information with respect to the factors enumerated below, including the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement, a memorandum prepared by the Independent Trustee’s independent legal counsel discussing in detail the Board’s fiduciary obligations and the factors they should assess in considering the approval of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement and comparative information relating to the advisory fee and other expenses of the Funds.Fund. The materials also included materials relating to the AdviserSub-Adviser (including a memorandum from the Adviser describing the Transaction, the Adviser’sSub-Adviser’s Form ADV, select financial information of the Adviser, bibliographicSub-Adviser, information regarding the Adviser’sSub-Adviser’s key management and investment advisory personnel, and comparative fee, expense and performance information relating to the Funds)Fund) and other pertinent information. This information included reports prepared by Broadridge Financial Solutions (“Broadridge Reports”) at the Board’s request comparing the Funds’ performance and fees and expenses with each Fund’s Morningstar category and a peer group selected by Broadridge. The Board also engaged in conversations directly with Messrs. Jason Crump, Darryl Ronconi and Dean Zayedsenior officers of the Sub-Adviser at the April 27, 202024, 2023 meeting discussing, among other things, the terms, conditions, and expected timing of the Transaction and the reasons that the Adviser and AmeriLife wereSub-Adviser was undergoing the Transaction. Based on their evaluation of the information provided by the Adviser,Sub-Adviser, in conjunction with information provided by the Funds’Fund’s other service providers, the Board, by a unanimous vote (including a separate vote of the Independent Trustees), approved the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement with respect to the Funds.Fund. The Independent Trustees were advised by counsel that is experienced in 1940 Act matters and that is independent of fund management and met with such counsel separately from fund management.

In considering the approval of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement and reaching their conclusions, the Board reviewed and analyzed various factors that they determined were relevant, including the factors enumerated below. The Board relied upon the advice of independent legal counsel and their own business judgment in determining the material factors to be considered in evaluating the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement and the weight to be given to each such factor. The conclusions reached by the Board were based on a comprehensive evaluation of all of the information provided, both in written and verbal form, and were not the result of any one factor. Moreover, each Trustee may have afforded different weight to the various factors in reaching his conclusions with respect to the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement. The following summarizes the Board’s review process and the information on which their conclusions were based:

Nature, Extent and Quality of Services. As to the nature, extent, and quality of the services provided by the AdviserSub-Adviser to the Funds,Fund, the Board first discussed the Transaction and its impact on the Adviser,Sub-Adviser, including its key personnel. The Board also noted that it met with representatives of the AdviserSub-Adviser and renewedapproved the Former AdvisorySub-Advisory Agreement at its meeting on April 13-14, 2020.October 20, 2021. The Board then reviewed materials provided by the AdviserSub-Adviser related to the Transaction as well as the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement to be entered into with the Trust. The Board also reviewed other materials provided by the Adviser,Sub-Adviser, updated as necessary from the April 13-14, 2020October 20, 2021 meeting where it renewedapproved the Former AdvisorySub-Advisory Agreement, including a description of the manner in which investment decisions will be madelimited services performed as trading sub-adviser and executed and a review of the professional personnel that would perform services for each of the Funds,Fund, including the individuals that would be primarily responsible for monitoring and executing the investment process. The Board then discussed the extent of the Adviser’sSub-Adviser’s research capabilities, the quality of its compliance infrastructure and the experience of its fund management personnel. The Board considered the Adviser’sSub-Adviser’s specific responsibilities in all aspects of the day-to-day management of each of the Funds. The Board also noted the Adviser’s steady growth, increased personnel and commitment to the proprietary money management algorithms it uses to manage the Funds.Fund. The Board noted that none of the Adviser’sSub-Adviser’s personnel responsible for servicing or managing the FundsFund would change, and that the investment process and day-to-day operations of the FundsFund are not expected to change. The Board was advised by the Trust’s CCO that the AdviserSub-Adviser had adequate compliance policies and procedures which, in his opinion, were reasonably designed to protect the AdviserSub-Adviser and the FundsFund from violations of the federal securities laws. Additionally, the Board received satisfactory responses from representatives of the AdviserSub-Adviser with respect to a series of important questions, including questions related to any lawsuits or pending regulatory actions involving the Adviser, BCM, AmeriLifeSub-Adviser, Vident Capital Holdings, LLC and Messrs. Ronconi and ZayedMr. Crawford that might materially impact the management of the Funds;Fund; whether the management of other accounts would conflict with its management of each of the Funds;Fund; and the procedures the AdviserSub-Adviser has in place to fairly allocate trades among its respective clients. The Board considered that, under the terms of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement, the Adviser,Sub-Adviser, subject to oversight by the Board, would continue to provide the FundsFund with same level of investment advice and supervisionservices and would continuously furnish an investment trading program for the FundsFund consistent with the respective investment objective and policies of each of the Funds. The Board reviewed the descriptions provided by the Adviser of its practices for monitoring compliance with each of the Fund’s respective

investment limitations. The Board also noted the Adviser’s representation that the prospectus and statement of additional information for each of the Funds accurately describe and disclose the investment strategies of each of the Funds.Fund. The Board then reviewed the capitalization of the AdviserSub-Adviser based on financial information and other materials provided by the AdviserSub-Adviser and discussed the financial condition of BCM and AmeriLife.Vident Capital Holdings, LLC. The Board concluded that the AdviserSub-Adviser and its anticipated parent companies were sufficiently well-capitalized in order for the AdviserSub-Adviser to meet its obligations to the Funds,Fund, noting the financial strength of its immediate and indirect parent companies. The Board took into account the additional capital that will be provided to the Sub-Adviser from its parent after the close of the Transaction. The Board also concluded that the AdviserSub-Adviser had sufficient quality and depth of personnel, resources, investment methods and compliance policies and procedures necessary to perform its duties under the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement and that the nature, overall quality and extent of the management services to be provided by the AdviserSub-Adviser after the Transaction were satisfactory. The Board concluded that the nature, extent, and quality of the services provided to each of the FundsFund under the Former Advisory Sub-Advisory

Agreement was satisfactory and reliable and they did not expect them to change under the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement. The Board further noted that the Adviser will have access to the new distribution networks and investor relationships provided by BCM and AmeriLife, which offer the potential to increase each Fund’s assets. The Board additionally noted that the AdviserSub-Adviser will have access to the greater financial resources of BCM and AmeriLife,its Parent, which is expected to allow the AdviserSub-Adviser to grow the research and investment management capabilities it provides to the Funds.Fund.

Performance.  The Board discussed the reports prepared by Broadridge previously provided during the last renewal of the Former Advisory Agreement at the April 13-14, 2020 meeting of the Board and reviewed the performance of each of the Funds as compared to its peer group, Morningstar category and benchmark for the one year, three year and since inception periods ended December 31, 2019, and generally discussed the performance of the Funds since the Covid-19 outbreak. The Board reviewed the performance of each Fund as compared to its peer group, Broadridge category and benchmark forbenchmark. The Board noted the one year and sincelimited performance history given the recent inception periods:

FormulaFolios Hedged Growth ETF:of the Fund. The Trustees considered the Fund’s performance over the one year and since inception periods and the Trustees noted it slightly underperformed its Broadridge peer group median. The Trustees noted that the Fund equaled its Broadridge peer group median for the period since inception. The Trustees concluded the Fund’s performance was satisfactory.

FormulaFolios Smart Growth ETF: The Trustees considered the Fund’s performance over the one year and since inception periods and noted that while it underperformed its Broadridge peer group medianthe period was too short of a period for any meaningful analysis. Based on this, the one-year and since inception periods. The Trustees concluded the Fund’s performance was satisfactory.

FormulaFolios Tactical Growth ETF: The Trustees considered the Fund’s performance over the one year and since inception periods and noted the Fund outperformed its Broadridge peer group median for both periods. The Trustees concluded the Fund’s performance was strong.

FormulaFolios Tactical Income ETF: The Trustees considered the Fund’s performance over the one year and since inception periods and noted it outperformed its Broadridge peer group median for the one year period and underperformed its Broadridge peer group for the since inception period. The Trustees concluded the Fund’s performance was satisfactory.

The Board also noted that the Adviser didTransaction will not intend to makeresult in adjustments to the strategy or investment process as a result of the Transaction and that the Adviser expected to continue to adhere to its algorithm. After further discussion, the Board concluded that performance was acceptable although the Board would continue to monitor each of the FormulaFolios Funds’ relative performance.process.

Fees and Expenses. As to the costs of the services to be provided by the Adviser,Trading-Sub-Adviser, the Board reviewed and discussed each of the Fund’s advisorysub-advisory fee and total operating expenses as compared to its peer group and Morningstar category as presented in the Broadridge Report.

FormulaFolios Hedged Growth ETF: The Trustees noted the Fund’s advisory fee of 0.80% was equal to its Broadridge peer group median. They further noted that the Fund’s net expense ratio was equalpaid to the Broadridge peer group median.Sub-Adviser by the Adviser. The TrusteesBoard also considered that the adviser had an expense limitation in place with respect to the Fund. The Trustees concluded that the Fund’s advisory fee was not unreasonable.

FormulaFolios Smart Growth ETF: The Trustees evaluated the Fund’s advisory fee, noting that the advisory fee of 0.35% was lower than the Broadridge peer group median. The Trustees further noted that the Fund’stotal net expense ratio of 0.61% was slightly lower than the Broadridge peer group median. The Trustees considered that the adviser had an expense limitation in place with respect to the Fund. The Trustees concluded that the Fund’s advisory fee was not unreasonable.

FormulaFolios Tactical Growth ETF: The Trustees evaluated the Fund’s advisory fee, noting that the advisory fee of 0.60% was equal to the Broadridge peer group median. The Trustees discussed the Fund’s net expense ratio and noted that it was higher than the Broadridge peer group median. The Trustees considered that the adviser had an expense limitation in place with respect to the Fund. The Trustees concluded that the Fund’s advisory fee was not unreasonable.

FormulaFolios Tactical Income ETF: The Trustees evaluated the Fund’s advisory fee, noting that the advisory fee of 0.60% was higher than the Broadridge peer group median. The Trustees discussed the Fund’s net expense ratio and noted that it was slightly lower than its Broadridge peer group median. The Trustees considered that the adviser had an expense limitation in place with respect to the Fund. The Trustees concluded that the Fund’s advisory fee was not unreasonable.

Profitability. The Board considered the level of profits that could be expected to accrue to the AdviserSub-Adviser with respect to each of the FundsFund based on break even and profitability reports and analyses reviewed by the Board, the selected financial information of the AdviserSub-Adviser provided by the Adviser,Sub-Adviser, and the Adviser’sSub-Adviser’s representation that it did not expect any material changes to the firm’s profitability post-Transaction.

After review and discussion, the Board concluded that based on the services provided by the Adviser,Sub-Adviser, the current assets of eachthe Fund and the projected growth of eachthe Fund, profits from the Adviser’sSub-Adviser’s relationship with the each of the FundsFund were not excessive.

Economies of Scale. As to the extent to which the FundsFund will realize economies of scale as they grow,it grows, and whether the fee levels reflect these economies of scale for the benefit of investors, the Board discussed the current size of eachthe Fund and the Adviser’s expectations for growth of each of the FundsFund.After discussion, the Board concluded that significant economies of scale would likely not be achieved in the near term.

Conclusion. Having requested and received such information from the AdviserSub-Adviser as the Board believed to be reasonably necessary to evaluate the terms of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement, and as assisted by the advice of independent counsel, the Board, including all of the Independent Trustees voting separately, determined with respect to each of the FundsFund separately that (a) the terms of the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement are reasonable; (b) the investment advisory fees payable pursuant to the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement are reasonable; and (c) the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement is in the best interests of each of the FundsFund and its shareholders.

Based on the Trustees’ deliberations and their evaluation of the information described above and other factors and information they believed relevant, the Board, by separate vote of the Independent Trustees and the entire Board, unanimously approved both the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement and voted to recommend the Interim AdvisorySub-Advisory Agreement and New AdvisorySub-Advisory Agreement to shareholders for approval.

Section 15(f) of the 1940 Act

Because the Transaction may be considered to result in a change of control of the AdviserSub-Adviser under the 1940 Act resulting in the assignment of the Former AdvisorySub-Advisory Agreement, the AdviserSub-Adviser intends for the Transaction to come within the safe harbor provided by Section 15(f) of the 1940 Act, which permits an investment adviserSub-Adviser of a registered investment company (or any affiliated persons of the investment adviser)Sub-Adviser) to receive any amount or benefit in connection with a sale of an interest in the investment adviserSub-Adviser that results in an assignment of an investment advisory contract, provided that the following two conditions are satisfied.

First, an “unfair burden” may not be imposed on the investment company as a result of the sale of the interest, or any express or implied terms, conditions or understandings applicable to the sale of the interest. The term “unfair burden,” as defined in the 1940 Act, includes any arrangement during the two-year period following the transaction whereby the investment adviser (or predecessor or successor adviser), or any “interested person” of the adviser (as defined in the 1940 Act), receives or is entitled to receive any compensation, directly or indirectly, from the investment company or its security holders (other than fees for bona fide investment advisory or other services), or from any person in connection with the purchase or sale of securities or other property to, from or on behalf of the investment company (other than ordinary fees for bona fide principal underwriting services). The AdviserSub-Adviser has confirmed for the Board that the Transaction will not impose an unfair burden on any Fund within the meaning of Section 15(f) of the 1940 Act.

Second, during the three-year period following the Transaction, at least 75% of the members of the investment company’s board of trustees cannot be “interested persons” (as defined in the 1940 Act) of the investment advisersub-adviser (or predecessor adviser)sub-adviser). At the present time, 100% of the Trustees are classified as Independent Trustees; i.e., not interested persons of the Trust. The Board has committed to ensuring that at least 75% of the Trustees would not be “interested persons” of the AdviserSub-Adviser for a period of three years after the Transaction.

Accordingly, the Board, including the Independent Trustees, unanimously recommends that shareholders of eachthe Fund vote “FOR” approval of the New AdvisorySub-Advisory Agreement.

OTHER INFORMATION

OTHER INFORMATION

OPERATION OF THE FUNDSFUND

EachThe Fund is a diversified series of the Northern Lights Fund Trust IV, an open-end investment management company organized as a Delaware statutory trust and formed by an Agreement and Declaration of Trust. The Trust’s principal executive offices are located at 225 Pictoria Drive, Suite 450, Cincinnati, OH 45246. The Board oversees the business activities of the Funds.Fund. Like other mutual funds, the Funds retainFund retains various firms to perform specialized services. The AdviserSub-Adviser currently serves as the Funds’ investment adviser.Fund’s trading sub-adviser.

Northern Lights Distributors, LLC, located at 4221 North 203^rdStreet, Suite 100, Elkhorn, NE 68022, serves as principal underwriter and distributor of the Funds. GeminiFund. Ultimus Fund Services,Solutions, LLC, provides the FundsFund with transfer agent, accounting and administrative services.

The most recent annual report of the Funds,Fund, including audited financial statements for the fiscal yearperiod ended May 31, 2019,February 28, 2023, has been mailed previously to shareholders. If you have not received this report or would like to receive additional copies of the Annual Report or Semi-Annual Report to Shareholders, Prospectus and/or SAI, free of charge, please contact the FundsFund at the address set forth on the first page of this Proxy Statement or by calling (toll-free) 1-855-907-3233 and they will be sent to you by first class mail.

THE PROXY

The Board solicits proxies so that each shareholder has the opportunity to vote on the proposals to be considered at the Meeting. A proxy for voting your shares at the Meeting is enclosed. The shares represented by each valid proxy received in time will be voted at the Meeting as specified. If no specification is made, the shares represented by a duly executed proxy will be voted: for approval of the New AdvisorySub-Advisory Agreement; and at the discretion of the holders of the proxy, on any other matter that may come before the Meeting that the Trust did not have notice of a reasonable time prior to the mailing of this Proxy Statement. You may revoke your proxy at any time before it is exercised by (1) submitting a duly executed proxy bearing a later date, (2) submitting a written notice to the President of the Trust revoking the proxy, or (3) attending and voting in person at the Meeting.

VOTING INFORMATION

As of the Record Date, eachthe Fund had the following number of shares of beneficial interest issued and outstanding:

All shareholders of record of the FundsFund on the Record Date are entitled to vote at the Meeting on the Proposal. Each shareholder is entitled to one (1) vote per share held.

An affirmative vote of the holders of a majority of the outstanding shares of eachthe Fund is required for the approval of the proposed New AdvisorySub-Advisory Agreement. As defined in the 1940 Act, a vote of the holders of a majority of the outstanding shares of a fundthe Fund means the vote of (1) 67% or more of the voting shares of the fund present at the meeting, if the holders of more than 50% of the outstanding shares of the fund are present in person or represented by proxy, or (2) more than 50% of the outstanding voting shares of the fund, whichever is less.

Thirty-three and one-third percent (33-1/3%) of the shares of eachthe Fund present in person or represented by proxy and entitled to vote shall constitute a quorum at the Meeting.

Broker non-votes and abstentions will be considered present for purposes of determining the existence of a quorum and the number of shares of eachthe Fund represented at the Meeting, but they are not affirmative votes for any proposal.

As a result, with respect to approval of the proposed New AdvisorySub-Advisory Agreement, non-votes and abstentions will have the same effect as a vote against the proposal because the required vote is a percentage of the shares present or outstanding.

SECURITY OWNERSHIP OF MANAGEMENT AND

CERTAIN BENEFICIAL OWNERS

To the best knowledge of the Trust, except as listed below, there were no Trustees or officers of the Trust or other shareholders who were the beneficial owners of more than 5% of the outstanding shares of eachthe Fund on the Record Date. As of the Record Date, the Trust knows of no other person (including any “group” as that term is used in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) that beneficially owns more than 5% of the outstanding shares of athe Fund.

Shares are held in book entry form, which means that no stock certificates are issued. The Depository Trust Company (“DTC”) or its nominee is the record owner of all outstanding Shares and is recognized as the owner of all shares for all purposes.

Investors owning shares are beneficial owners as shown on the records of DTC or its participants. DTC serves as the securities depository for all Shares. Participants in DTC include securities brokers and dealers, banks, trust companies, clearing corporations and other institutions that

directly or indirectly maintain a custodial relationship with DTC. As a beneficial owner of shares, you are not entitled to receive physical delivery of stock certificates or to have shares registered in your name, and you are not considered a registered owner of shares.

Although the Trust does not have information concerning its beneficial ownership held in the names of DTC Participants, the following table lists each DTC Participant that owned of record 5% or more of the outstanding shares of any Fund as of the Record Date:

To Be Updated

Shareholders owning more than 25% of the shares of athe Fund are considered to “control” the Fund, as that term is defined under the 1940 Act. Persons controlling athe Fund can determine the outcome of any proposal submitted to the shareholders for approval. As a group, the Trustees and officers of the Trust owned 0% of the outstanding shares of the FundsFund as of the Record Date. As a result, the Trustees and officers as a group are not deemed to control the Funds.Fund.

As of the Record Date July 7, 2020, the Trustees and officers, as a group, owned less than 1.00% of the Funds’Fund’s outstanding shares. As of the Record Date, the Independent Trustees, and their respective immediate family members, did not own any securities beneficially or of record in the AdviserSub-Adviser or its parents or subsidiaries of either since, or any of their respective affiliates.

SHAREHOLDER PROPOSALS

The Trust is generally not required to hold annual meetings of shareholders, and the Trust generally does not hold a meeting of shareholders in any year, unless certain specified shareholder actions, such as the election of trustees or the approval of a new advisory agreement,New Sub-Advisory Agreement, are required to be taken under state law or the 1940 Act.

The Trust has not received any shareholder proposals to be considered for presentation at the Meeting. Under the proxy rules of the SEC, shareholder proposals may, under certain conditions, be included in the Trust’s Proxy Statement and proxy for a particular meeting. Under these rules, proposals submitted for inclusion in the Trust’s proxy materials must be received by the Trust within a reasonable time before the solicitation is made. The fact that the Trust receives a shareholder proposal in a timely manner does not ensure its inclusion in its proxy materials, because there are other requirements in the proxy rules relating to such inclusion. You should be aware that annual meetings of shareholders are not required as long as there is no particular requirement under the 1940 Act, which must be met by convening such a shareholder meeting. Any shareholder proposal should be sent to Wendy Wang, Northern Lights Fund Trust IV, 4221 North 203^rdStreet, Suite 100, Elkhorn, NE 68022.

COST OF SOLICITATION

The Board is making this solicitation of proxies. The Trust has engaged ASTMorrow Sodali Fund Solutions, LLC (“AST”MSFS”), a proxy solicitation firm, to assist in the solicitation. The estimated fees anticipated to be paid to ASTMSFS are approximately between $44,522 and $57,305.$XX. The cost of preparing and mailing this Proxy Statement, the accompanying Notice of Special Meeting and proxy and any additional materials relating to the Meeting and the cost of soliciting proxies will be borne by the Adviser.Sub-Adviser. In addition to solicitation by mail, the Trust will request banks, brokers and other custodial nominees and fiduciaries, to supply proxy materials to the respective beneficial owners of shares of eachthe Fund of whom they have knowledge, and the AdviserSub-Adviser will reimburse them for their expenses in so doing. Certain officers, employees and agents of the Trust and the AdviserSub-Adviser may solicit proxies in person or by telephone, facsimile transmission, or mail, for which they will not receive any special compensation.

OTHER MATTERS

The Board knows of no other matters to be presented at the Meeting other than as set forth above. If any other matters properly come before the Meeting that the Trust did not have notice of a reasonable time prior to the mailing of this Proxy Statement, the holders of the proxy will vote the shares represented by the proxy on such matters in accordance with their best judgment, and discretionary authority to do so is included in the proxy.

REVOCABILITY OF PROXIES

The presence of a shareholder at the Meeting will not automatically revoke such shareholder’s proxy. A shareholder may, however, revoke a proxy at any time prior to its exercise by filing a written notice of revocation with, or by delivering a duly executed proxy bearing a later date to: FormulaFolios Tactical Income ETF, FormulaFolios Hedged Growth ETF, FormulaFolios Smart Growth ETF and FormulaFolios Tactical GrowthFMC Excelsior Focus Equity ETF c/o GeminiUltimus Fund Services,Solutions, LLC, 80 Arkay Drive, Suite 110, Hauppauge, NY 11788, by calling 1-855-907-3233 or by attending the Meeting and voting in person. All valid, unrevoked proxies will be voted at Meeting.

PROXY DELIVERY

If you and another shareholder share the same address, the Trust may only send one Proxy Statement unless you or the other shareholder(s) request otherwise. Call or write to the FundsFund if you wish to receive a separate copy of the Proxy Statement, and the FundsFund will promptly mail a copy to you. You may also call or write to the FundsFund if you wish to receive a separate proxy in the future or if you are receiving multiple copies now and wish to receive a single copy in the future. For such requests, call the FundsFund at 1-855-907-3233, or write the FundsFund at 4221 North 203^rdStreet, Suite 100, Elkhorn, NE 68022

EXHIBITS:

XX To be Updated 

Appendix A

INVESTMENT ADVISORYSUB-ADVISORY AGREEMENT

Betweenwith

NORTHERN LIGHTS FUND TRUST IV

and

FORMULAFOLIOS INVESTMENTS,Vident Advisory, LLC

This INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is made as of __________, 2020 between NORTHERN LIGHTS FUND TRUSTthis XXth day of XX, 2023 by and among First Manhattan Co. LLC, a limited partnership organized under the laws of the State of New York, with its principal place of business at 399 Park Avenue, New York, New York 10022 (the “Adviser”), and Vident Advisory, LLC, a limited liability company organized under the laws of the State of Delaware, with its principal place of business located at 1125 Sanctuary Parkway, Suite 515, Alpharetta, GA 30009 (the “Sub-Adviser”).

W I T N E S S E T H

WHEREAS, Northern Lights Fund Trust IV, a Delaware statutory trust (the “Trust”), and FormulaFolios Investments, LLC a Michigan limited liability company (the “Adviser”), located at 89 Ionia NW, Suite 600, Grand Rapids, MI 49503.

RECITALS:

WHEREAS, the Trust is an open-end management investment company, and is registered as such under the Investment Company Act of 1940, as amended (the “Act”“1940 Act”);

WHEREAS, the Trust is authorized to issue shares of beneficial interest in separate series, each having its own investment objective or objectives, policies and limitations;

WHEREAS, the Trust offers shares in the series named on Appendix A hereto (such series, together with all other series subsequently established by the Trust and made subject to this Agreement in accordance with Section 1.3, being herein referred to as a “Fund,” and collectively as the “Funds”);

WHEREAS, the Adviser is or soon will be registered with the U.S. Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940;1940 (the “Advisers Act”); and

WHEREAS, the Trust desiresSub-Adviser is registered with the SEC as an investment adviser under the Advisers Act, Sub-Adviser and its personnel are duly registered to retainconduct their business in the jurisdictions in which the Sub-Adviser conducts business and Sub-Adviser is engaged in the business of supplying investment advice as an independent contractor; and

WHEREAS, the Investment Advisory Agreement contemplates that the Adviser may appoint a sub-adviser to render investment advisoryperform some or all of the services for which the Adviser is responsible; and

WHEREAS, the Sub-Adviser is willing to furnish such services to the Trust with respectAdviser and the Fund listed in Schedule A to each Fund inthis Agreement (the “Fund”), as such Schedule may be amended from time to time upon mutual agreement of the manner and on the terms and conditions hereinafter set forth;parties.

A G R E E M E N T

NOW, THEREFORE, in consideration of the mutual covenants and benefits set forth herein, the parties heretodo hereby agree as follows:

1.        Servicesassets of the Adviser.

1.1 Investment Advisory Services. SubjectFund entrusted to it hereunder (the “Assets”), including the supervisionpurchase, retention and disposition of the Trust’s Board of Trustees (the “Board”), the Adviser shall regularly provide each Fund with investment research, advice, management and supervision and shall furnish a continuous investment program for each Fund’s portfolio of securities and other investments. The Adviser shall determine from time to time what securities and other investments and instruments will be purchased, retained, sold or exchanged by each Fund and what portion of the assets of each Fund’s portfolio will be held in the various securities and other investments in which each Fund invests, and shall implement those decisions (including the execution of investment documentation and agreements), allAssets, subject to the provisions of the Trust’s Agreement and Declaration of Trust and the Trust’s By-Laws (collectively,and in accordance with the “Governing Documents”), the 1940 Act and the applicable rules and regulations promulgated thereunder by the Securities and Exchange Commission (the “SEC”) and interpretive guidance issued thereunder by the SEC staff and any other applicable federal and state law, as well as theFund’s investment objectives, guidelines, policies and restrictions as stated in each Fund’s Prospectus, Statement of each Fund,Additional Information (“SAI”) and any other specific policies adopted by the Boardall portions of and disclosedexhibits to the Adviser. The Adviser is authorizedrelated registration statement on Form N-1A (together, the “Fund Registration Statement”), as the agent of the Trustcurrently in effect and as amended or supplemented from time to give instructionstime, and subject to the custodian of each Fund as to deliveries of securities and other investments and payments of cash for the account of each Fund. Subject to applicable provisions of the 1940 Act and direction from the Board, the investment program to be provided hereunder may entail the investment of all or substantially all of the assets of each Fund in one or more investment companies.following:

The Adviser will place orders pursuant to its investment determinations for each Fund either directly with the issuer or with any broker or dealer, foreign currency dealer, futures commission merchant or others selected by it. In connection with the selection of such brokers or dealers and the placing of such orders, subject to applicable law, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) to each Fund and/or the other accounts over which the Adviser or its affiliates exercise investment discretion. The Adviser is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for eachthe Fund which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if, but only if, the AdviserSub-Adviser determines in good faith that such amount of commission iswas reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may bedealer viewed in terms of either that particular transaction or in terms of the overall responsibilities whichof the Sub-Adviser to its discretionary clients, including the Fund. In addition, the Sub-Adviser is authorized to allocate purchase and sale orders for securities to brokers or dealers (including brokers and dealers that are affiliated with the Adviser, Sub-Adviser or the Trust’s principal underwriter) if the Sub-Adviser believes that the quality of the transaction and its affiliates havethe commission are comparable to what they would be with respectother qualified firms. In no instance, however, will the Assets be purchased from or sold to accounts over which they exercise investment discretion. The Board may adopt policiesthe Adviser, Sub-Adviser, the Trust’s principal underwriter, or any affiliated person of the Trust, Adviser, the Sub-Adviser or the principal underwriter, acting as principal in the transaction, except to the extent permitted by the SEC and procedures that modify and restrict the Adviser’s authority regarding the execution of each Fund’s portfolio transactions provided herein.1940 Act.

The Trust hereby authorizes any entityAdviser shall promptly furnish the Sub-Adviser from time to time with copies of all amendments of or person associated withsupplements to the foregoing. Until so provided, the Sub-Adviser may continue to rely on those documents previously provided. The Adviser shall not, and shall not permit the Fund to use the Sub-Adviser’s name or make representations regarding Sub-Adviser or its affiliates without prior written consent of Sub-Adviser, such consent not to be unreasonably conditioned, delayed, or withheld. Notwithstanding the foregoing, the Sub-Adviser’s approval is not required when the information regarding the Sub-Adviser used by the Adviser or the Fund is limited to information disclosed in materials provided by the Sub-Adviser to the Adviser in writing specifically for use in the Fund’s registration statement, as amended or supplemented from time to time, or in Fund shareholder reports or proxy statements and the information is used (a) as required by applicable law, rule or regulation, in the Prospectus or SAI of the Fund or in Fund shareholder reports or proxy statements; or (b) as may be otherwise specifically approved in writing by the Sub-Adviser prior to use.

In the event of termination of this Agreement, the fee provided in this Section shall be computed on the basis of the period ending on the last business day on which this Agreement is in effect; provided, however that any sub-adviser retainedminimum annual fee for any Fund (as noted on Schedule A) will not be prorated if this Agreement is terminated with respect to such Fund within twelve (12) months of its inception under this Agreement, but, rather, such minimum annual fee shall be paid by the Adviser pursuant to Section 9in full (minus any investment management fees already paid during such period) at the time of this Agreement, which is a member of a national securities exchange, to effect any transaction on the exchange for the account of the Trust which is permitted by Section 11(a) of the Securities Exchange Act of 1934 and Rule 11a2-2(T) thereunder, and the Trust hereby consents to the retention of compensation for such transactions in accordance with Rule 11a2-2(T)(a)(2)(iv) provided the transaction complies with the Trust’s Rule 17e-1 policies and procedures.termination.

1.2 Administrative Services. The Trust has engaged the services of an administrator. The Adviser shall provide such additional administrative services as reasonably requested by the Board of Trustees or officers of the Trust; provided, that the Adviser shall not have any obligation to provide under this Agreement any direct or indirect services to Trust shareholders, any services related to the distribution of Trust shares, or any other services which are the subject of a separate agreement or arrangement between the Trust and the Adviser. Subject to the foregoing, in providing administrative services hereunder, the Adviser shall:

1.2.1 Office Space, Equipment and Facilities. Provide such office space, office equipment and office facilities as are adequate to fulfill the Adviser’s obligations hereunder.

1.2.2 Personnel. Provide, without remuneration from or other cost to the Trust, the services of individuals competent to perform the administrative functions, which are not performed by employees or other agents engaged by the Trust or by the Adviser acting in some other capacity pursuant to a separate agreement or arrangement with the Trust.

1.2.3 Agents. Assist the Trust in selecting and coordinating the activities of the other agents engaged by the Trust, including the Trust’s shareholder servicing agent, custodian, administrator, independent auditors and legal counsel.

1.2.4 Trustees and Officers. Authorize and permit the Adviser’s directors, officers and employees who may be elected or appointed as Trustees or officers of the Trust to serve in such capacities, without remuneration from or other cost to the Trust.

1.2.5 Books and Records. Assure that all financial, accounting and other records required to be maintained and preserved by the Adviser on behalf of the Trust are maintained and preserved by it in accordance with applicable laws and regulations.

1.2.6 Reports and Filings. Assist in the preparation of (but not pay for) all periodic reports by the Fund to its shareholders and all reports and filings required to maintain the registration and qualification of the Funds and Fund shares, or to meet other regulatory or tax requirements applicable to the Fund, under federal and state securities and tax laws.

1.3 Additional Series. In the event that the Trust establishes one or more series after the effectiveness of this Agreement (“Additional Series”), Appendix A to this Agreement may be amended to make such Additional Series subject to this Agreement upon the approval of the Board of Trustees of the Trust and the shareholder(s) of the Additional Series, in accordance with the provisions of the Act. The Trust or the Adviser may elect not to make any such series subject to this Agreement.

1.4 Change in Management or Control. The Adviser shall provide at least sixty (60) days’ prior written notice to the Trust of any change in the ownership or management of the Adviser, or any event or action that may constitute a change in “control,” as that term is defined in Section 2 of the Act. The Adviser shall provide prompt notice of any change in the portfolio manager(s) responsible for the day-to-day management of the Funds.

2.        Expenses of the Funds.

2.1 Expenses to be Paid by Adviser. The Adviser shall pay all salaries, expenses and fees of the officers, Trustees and employees of the Trust who are officers, directors, members or employees of the Adviser.

In the event that the Adviser pays or assumes any expenses of the Trust not required to be paid or assumed by the Adviser under this Agreement, the Adviser shall not be obligated hereby to pay or assume the same or any similar expense in the future; provided, that nothing herein contained shall be deemed to relieve the Adviser of any obligation to the Funds under any separate agreement or arrangement between the parties.

2.2 Expenses to be Paid by the Fund. Each Fund shall bear all expenses of its operation, except those specifically allocated to the Adviser under this Agreement or under any separate agreement between the Trust and the Adviser. Subject to any separate agreement or arrangement between the Trust and the Adviser, the expenses hereby allocated to the Fund, and not to the Adviser, include but are not limited to:

2.2.1 Custody. All charges of depositories, custodians, and other agents for the transfer, receipt, safekeeping, and servicing of the Fund’s cash, securities, and other property.

2.2.2 Shareholder Servicing. All expenses of maintaining and servicing shareholder accounts, including but not limited to the charges of any shareholder servicing agent, dividend disbursing agent, transfer agent or other agent engaged by the Trust to service shareholder accounts.

2.2.3 Shareholder Reports. All expenses

The Adviser shall indemnify and hold harmless the Sub-Adviser and all affiliated persons thereof (within the meaning of preparing, settingSection 2(a)(3) of the 1940 Act) and all controlling persons (as described in type, printingSection 15 of the 1933 Act) (collectively, the “Sub-Adviser Indemnitees”) from and distributing reportsagainst any and all claims, losses, liabilities or damages (including reasonable attorney’s fees and other communicationsrelated expenses) however incurred by the Sub-Adviser Indemnitees in any action or proceeding between the Sub-Adviser Indemnitee and any third party and arising from or in connection with this Agreement; provided, however, that the Adviser’s obligation under this Section 6 shall be reduced to shareholders.the extent that the claim against, or the loss, liability or damage experienced by the Sub-Adviser Indemnitee, is caused by or is otherwise related directly to the Sub-Adviser’s own willful misfeasance, fraud, bad faith or gross negligence, or to the reckless disregard of its duties under this Agreement.

Notwithstanding anything to the contrary contained herein, no party to this Agreement shall be responsible or liable for its failure to perform under this Agreement or for any losses to the Assets resulting from any event beyond the reasonable control of such party or its agents, including, but not limited to, nationalization, expropriation, devaluation, seizure or similar action by any governmental authority, de facto or de jure; or enactment, promulgation, imposition or enforcement by any such governmental authority of currency restrictions, exchange controls, levies or other charges affecting the Assets; or the breakdown, failure or malfunction of any utilities or telecommunications systems; or any order or regulation of any banking or securities industry including changes in market rules and market conditions affecting the execution or settlement of transactions; or acts or war, terrorism, insurrection or revolution; or acts of God, or any other similar event. In no event, shall any party be responsible for incidental, consequential or punitive damages hereunder.

2.2.4 Prospectuses. All expensesThe provisions of preparing, converting to EDGAR format, filingthis Section shall survive the termination of this Agreement.

a.       The Sub-Adviser is registered with the SecuritiesSEC as an investment adviser under the Advisers Act and Exchange Commissionwill continue to be so registered so long as this Agreement remains in effect;

b.      The Sub-Adviser will promptly notify the Adviser of the occurrence of any event that would substantially impair the Sub-Adviser’s ability to fulfill its commitment under this Agreement or other appropriatedisqualify the Sub-Adviser from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act. The Sub-Adviser will also promptly notify the Trust and the Adviser if it, or any of its supervised persons (as such term is defined in the Advisers Act) receives notice of any action, suit, proceeding or investigation, at law or in equity, before or by any court, government agency, self-regulatory organization, public board or body, involving the affairs of the Fund or relating to the investment advisory services of the Sub-Adviser provided pursuant to this Agreement (other than any routine regulatory body, settingexaminations);

c.       The Sub-Adviser will notify the Adviser promptly upon detection of (a) any material failure to manage the Fund(s) in type, printingaccordance with the Fund(s)’ stated investment objectives, guidelines and mailing annualpolicies or more frequent revisionsany applicable law or regulation; or (b) any material breach of any of the Fund’s Prospectus and Statement of Additional Information and any supplements thereto and of supplying them to shareholders.

2.2.5 Pricing and Portfolio Valuation. All expenses of computing the Fund’s net asset value per share, including any equipment or services obtained for the purpose of pricing shares or valuing the Fund’s investment portfolio.

2.2.6 Communications. All charges for equipment or services used for communications between the Adviser or the TrustSub-Adviser’s policies, guidelines or procedures relating to the Fund. The Sub-Adviser agrees to correct any such failure or breach promptly and any custodian, shareholder servicing agent, portfolio accounting services agent, or other agent engagedto take remedial action deemed reasonable by the Trust.

2.2.7 Legal and Accounting Fees. All charges for services and expenses of the Trust’s legal counsel and independent accountants.

2.2.8 Trustees’ Fees and Expenses. All compensation of Trustees other than those affiliated with the Adviser, all expenses incurredSub-Adviser in connection with such unaffiliated Trustees’ services as Trustees,any said failure or breach.

d.      The Sub-Adviser will promptly notify the Adviser and all other expensesthe Trust of meetingsany anticipated change in the ownership of the Trustees and committees ofSub-Adviser that could: (i) materially impact the Trustees.services provided by the Sub-Adviser to the Fund; or (ii) result in an “assignment” (as that term is defined in the 1940 Act);

2.2.9 Shareholder Meetings. All expenses incidental to holding meetings of shareholders, including the printing of notices and proxy materials, and proxy solicitations therefor.

2.2.10 Federal Registration Fees. All fees and expenses of registering and maintaining the registration of each Fund under the Act and the registration of each Fund’s shares under the Securities Act of 1933 (the “1933 Act”), including all fees and expenses incurred in connection with the preparation, converting to EDGAR format, setting in type, printing, and filing of any Registration Statement, Prospectus and Statement of Additional Information under the 1933 Act or the Act, and any amendments or supplements that may be made from time to time.

2.2.11 State Registration Fees. All fees and expenses of taking required action to permit the offer and sale of each Fund’s shares under securities laws of various states or jurisdictions, and of registration and qualification of each Funde.       The Sub-Adviser is fully authorized under all other laws applicable law and regulation to the Trust or its business activities (including registering the Trustenter into this Agreement and serve as a broker-dealer, or any officer of the Trust or any person as agent or salesperson of the Trust in any state).

2.2.12 Confirmations. All expenses incurred in connection with the issue and transfer of Fund shares, including the expenses of confirming all share transactions.

2.2.13 Bonding and Insurance. All expenses of bond, liability, and other insurance coverage required by law or regulation or deemed advisable by the Trustees of the Trust, including, without limitation, such bond, liability and other insurance expenses that may from time to time be allocatedSub-Adviser to the Fund and to perform the services described under this Agreement;

f.        The Sub-Adviser is a limited liability company duly organized and validly existing under the laws of the state of Delaware with the power to own and possess its assets and carry on its business as it is now being conducted;

g.      The execution, delivery and performance by the Sub-Adviser of this Agreement are within the Sub-Adviser’s powers and have been duly authorized by all necessary action on the part of its corporate members or board, and no action by or in respect of, or filing with, any governmental body, agency or official is required on the part of the Sub-Adviser for the execution, delivery and performance by the Sub-Adviser of this Agreement, and the execution, delivery and performance by the Sub-Adviser of this Agreement do not contravene or constitute a manner approved by its Trustees.default under (i) any provision of applicable law, rule or regulation, (ii) the Sub-Adviser’s governing instruments, or (iii) any agreement, judgment, injunction, order, decree or other instrument binding upon the Sub-Adviser;

h.      This Agreement is a valid and binding agreement of the Sub-Adviser;

2.2.14 Brokerage Commissions. All brokers’ commissions and other charges incidenti.        The Form ADV of the Sub-Adviser previously provided to the purchase, sale or lendingAdviser is a true and complete copy of each Fund’s portfolio securities.

2.2.15 Taxes. All taxes or governmental fees payable by or with respect to each Fund to federal, state or other governmental agencies, domestic or foreign, including stamp or other transfer taxes.

2.2.16 Trade Association Fees. All fees, dues and other expenses incurred in connectionthe form filed with the Trust’s membership in any trade association or other investment organization.

2.2.18 Compliance Fees. All charges for services and expenses of the Trust’s Chief Compliance Officer.

2.2.19 Nonrecurring and Extraordinary Expenses. Such nonrecurring and extraordinary expenses as may arise including the costs of actions, suits, or proceedings to which the Trust is a partySEC and the expenses the Trust may incurinformation contained therein is accurate, current and complete in all material respects as a result of its legal obligation to provide indemnification to its officers, Trusteesfiling date, and agents.

does

3.        Advisory Feenot omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading;

j.        The Sub-Adviser shall not divert any of the Fund’s portfolio securities transactions to a broker or dealer in consideration of such broker or dealer’s promotion or sales of shares of the Fund, any other series of the Trust, or any other registered investment company.

As compensation for all services rendered, facilities providedk.      The Sub-Adviser agrees to maintain an appropriate level of fidelity bonding, errors and expenses paid or assumedomissions and professional liability insurance coverage as determined by the Adviser under this Agreement, each FundSub-Adviser. The Sub-Adviser shall payprovide prompt written notice to the Adviser onand the last dayTrust: (i) of each month,any material changes in the Sub-Adviser’s insurance policies or as promptly as possible thereafter, a fee calculated by applying a monthly rate, based on an annual percentage rate,insurance coverage (including fidelity bonds); or (ii) if any material claims related to the Fund’s average daily net assets for the month. The annual percentage rate applicable to each Fund is set forth in Appendix A to this Agreement, as it may be amended from time to time in accordance with Section 1.3 of this Agreement. IfSub-Adviser’s services under this Agreement shall be effective for only a portion of a month with respect to a Fund,made on the aforesaid feeSub-Adviser’s insurance policies. Furthermore, the Sub-Adviser, upon reasonable request, shall be prorated for the portion of such month during which this Agreement is in effect for the Fund.

4.        Proxy Voting

The Adviser will vote, or make arrangements to have voted, all proxies solicited by or with respect to the issuers of securities in which assets of a Fund may be invested from time to time. Such proxies will be voted in a manner that you deem, in good faith, to be in the best interest of the Fund and in accordance with your proxy voting policy. You agree to provide a copy of your proxy voting policy to the Trust prior to the execution of this Agreement, and any amendments thereto promptly.

5.        Records

5.1 Tax Treatment. Both the Adviser and the Trust shall maintain,with any information concerning the amount of or arrange for others to maintain, the books and recordsscope of the Trust in such a manner that treats each Fund as a separate entity for federal income tax purposes.said insurance, including, without limitation fidelity bonds.

5.2 Ownership. All records required to be maintained and preserved by the Trust pursuant to the provisions or rules or regulations of the Securities and Exchange Commission under Section 31(a) of the Act and maintained and preserved by the Adviser on behalf of the Trust are the property of the Trust and shall be surrendered by the Adviser promptly on request by the Trust; provided, that the Adviser may at its own expense make and retain copies of any such records.

6.        Reports to Adviser

The Trust shall furnish or otherwise make available to the Adviser such copies of each Fund’s Prospectus, Statement of Additional Information, financial statements, proxy statements, reports and other information relating to its business and affairs as the Adviser may, at any time or from time to time, reasonably require in order to discharge its obligations under this Agreement.

7.        Reports to the Trust

The Adviser shall prepare and furnish to the Trust such reports, statistical data and other information in such form and at such intervals as the Trust may reasonably request.

8.        Code of Ethics

The Adviser has adopted a written code of ethics complying with the requirements of Rule 17j-1 under the Act and will provide the Trust with a copy of the code and evidence of its adoption. The Adviser will provide to the Board of Trustees of the Trust at least annually or as more frequently requested by the Trust a written report that describes any issues arising under the code of ethics since the last report to the Board of Trustees, including, but not limited to, information about material violations of the code and sanctions imposed in response to the material violations; and which certifies that the Adviser has adopted procedures reasonably necessary to prevent “access persons” (as that term is defined in Rule 17j-1) from violating the code.

9.        Retention of Sub-Adviser

Subject to the Trust’s obtaining the initial and periodic approvals required under Section 15 of the Act, the Adviser may retain one or more sub-advisers, at the Adviser’s own cost and expense, for the purpose of managing the investments of the assets of one or more Funds. Retention of one or more sub-advisers shall in no way reduce the responsibilities or obligations of the Adviser under this Agreement and the Adviser shall, subject to Section 11 of this Agreement, be responsible to the Trust for all acts or omissions of any sub-adviser in connection with the performance of the Adviser’s duties hereunder.

10.        Services to Other Clients

Nothing herein contained shall limit the freedom of the Adviser or any affiliated person of the Adviser to render investment management and administrative services to other investment companies, to act as investment adviser or investment counselor to other persons, firms or corporations, or to engage in other business activities.

11.        Limitation of Liability of Adviser and its Personnel

Neither the Adviser nor any director, manager, officer or employee of the Adviser performing services for the Trust at the direction or request of the Adviser in connection with the Adviser’s discharge of its obligations hereunder shall be liable for any error of judgment or mistake of law or for any loss suffered by the Trust in connection with any matter to which this Agreement relates, and the Adviser shall not be responsible for any action of the Trustees of the Trust in following or declining to follow any advice or recommendation of the Adviser or any sub-adviser retained by the Adviser pursuant to Section 9 of this Agreement; PROVIDED, that nothing herein contained shall be construed (i) to protect the Adviser against any liability to the Trust or its shareholders to which the Adviser would otherwise be subject by reason of willful misfeasance, bad faith, or gross negligence in the performance of the Adviser’s duties, or by reason of the Adviser’s reckless disregard of its obligations and duties under this Agreement, or (ii) to protect any director, manager, officer or employee of the Adviser who is or was a Trustee or officer of the Trust against any liability of the Trust or its shareholders to which such person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person’s office with the Trust. The federal securities laws impose liabilities under certain circumstances on persons who act in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of such rights which the Trust or the Fund may have under federal securities laws.

12.        Effect of Agreement

Nothing herein contained shall be deemed to require to the Trust to take any action contrary to its Declaration of Trust or its By-Laws or any applicable law, regulation or order to which it is subject or by which it is bound, or to relieve or deprive the Trustees of the Trust of their responsibility for and control of the conduct of the business and affairs of the Trust.

13.        Term of Agreement

With respect to each Fund, the term of this Agreement shall begin as of the date of this Agreement, and unless sooner terminated as hereinafter provided, this Agreement shall remain in effect for a period of two years. Thereafter, this Agreement shall continue in effect with respect to each Fund from year to year, subject to the termination provisions and all other terms and conditions hereof; PROVIDED, such continuance with respect to a Fund is approved at least annually by vote of the holders of a majority of the outstanding voting securities of the Fund or by the Trustees of the Trust; PROVIDED, that in either event such continuance is also approved annually by the vote, cast in person at a meeting called for the purpose of voting on such approval, of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of either party hereto. The Adviser shall furnish to the Trust, promptly upon its request, such information as may reasonably be necessary to evaluate the terms of this Agreement or any extension, renewal or amendment thereof.

14.        Amendment or Assignment of Agreement

Any amendment to this Agreement shall be in writing signed by the parties hereto; PROVIDED, that no such amendment shall be effective unless authorized (i) by resolution of the Trustees of the Trust, including the vote or written consent of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of either party hereto, and (ii) by vote of a majority of the outstanding voting securities of the Fund affected by such amendment if required by applicable law. This Agreement shall terminate automatically and immediately in the event of its assignment.

15.a.                   Termination of Agreement

. Notwithstanding whatever may be provided herein to the contrary, this Agreement may be terminated at any time with respect to one or more Funds,the Fund, without payment of any penalty:

(i)i. By vote of the Trust’s Board of Trustees, including the vote or written consent of a majority of the TrusteesBoard, or by vote of a majority of the Trust who are not parties to this Agreement or interested personsoutstanding voting securities of either party hereto,the Fund, or by the Adviser, in each case, upon sixty (60) days’ written notice to the Sub-Adviser;

ii. By the Adviser upon breach by the Sub-Adviser of any representation or warranty contained in Section 7 or Section 9 hereof, which shall not have been cured within twenty (20) days of the Sub-Adviser’s receipt of written notice of such breach;

iii. By the Adviser immediately upon written notice to the Sub-Adviser if the Sub-Adviser becomes unable to discharge its duties and obligations under this Agreement; or

iv. By the Sub-Adviser upon sixty (60) days’ written notice to the Adviser and the Board.

This Agreement shall terminate automatically and immediately in the event of its assignment, or in the event of a termination of the Advisory Agreement with the Trust upon notice to the Sub-Adviser. As used in this Section 8, the terms “assignment” and “vote of a majority of the outstanding voting securities” ofshall have the Fund (as defined in the 1940 Act), in each case, upon not more than 60 days’ written notice to the Adviser;

(ii)       By any party hereto upon written notice to the other party in the event of a breach of any provision of this Agreement by the other party if the breach is not cured within 15 days of notice of the breach; or

(iii) By the Adviser upon 60 days’ written notice to the Trust.

16.        Use of Name

The Trust is named the Northern Lights Fund Trust IV and each Fund may be identified, in part, by the name “Northern Lights IV.”

17.        Declaration of Trust

The Adviser is hereby expressly put on notice of the limitation of shareholder liability asrespective meanings set forth in the Trust’s Declaration of Trust1940 Act and agrees that the obligations assumedrules and regulations thereunder, subject to such exceptions as may be granted by the Trust or a Fund, as the case may be, pursuant to this Agreement shall be limited in all cases to the Trust or a Fund, as the case may be, and its assets, and the Adviser shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Trust. In addition, the Adviser shall not seek satisfaction of any such obligations from the Trustees or any individual Trustee. The Adviser understands that the rights and obligations of any FundSEC under the Declaration of Trust are separate and distinct from those of any and all other Funds. The Adviser further understands and agrees that no Fund of the Trust shall be liable for any claims against any other Fund of the Trust and that the Adviser must look solely to the assets of the pertinent Fund of the Trust for the enforcement or satisfaction of any claims against the Trust with respect to that Fund.1940 Act.

18.        Confidentiality

The Adviser agrees to treat all records and other information relating to the Trust and the securities holdings of the Funds as confidential and shall not disclose any such records or information to any other person unless (i) the Board of Trustees of the Trust has approved the disclosure or (ii) such disclosure is compelled by law. In addition, the Adviser and the Adviser’s officers, directors, members and employees are prohibited from receiving compensation or other consideration, for themselves or on behalf of a Fund, as a result of disclosing the Fund’s portfolio holdings. The Adviser agrees that, consistent with the Adviser’s Code of Ethics, neither the Adviser nor the Adviser’s officers, directors, members or employees may engage in personal securities transactions based on nonpublic information about a Fund’s portfolio holdings.

19.        Governing Law

This Agreement shall be governed and construed in accordance with the laws of the State of New York.

20.        Interpretation and Definition of Terms

Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the Act shall be resolved by reference to such term or provision of the Act and to interpretation thereof, if any, by the United States courts, or, in the absence of any controlling decision of any such court, by rules, regulations or orders of the Securities and Exchange Commission validly issued pursuant to the Act. Specifically, the terms “vote of a majority of the outstanding voting securities,” “interested persons,” “assignment” and “affiliated person,” as used in this Agreement shall have the meanings assigned to them by Section 2(a) of the Act. In addition, when the effect of a requirement of the Act reflected in any provision of this Agreement is modified, interpreted or relaxed by a rule, regulation or order of the Securities and Exchange Commission, whether of special or of general application, such provision shall be deemed to incorporate the effect of such rule, regulation or order.

21.        Captions

The captions in this Agreement are included for convenience of reference only and in no way define or delineate any of the provisions hereof or otherwise affect their construction or effect.

22.        Execution in Counterparts

This Agreement may be executed simultaneously in counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same instrument.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties have caused this Agreement to be signed by their respective officers thereunto duly authorized as of the date and year first above written.

NORTHERN LIGHTS FUND TRUST IV

By:

Name: Wendy Wang

Title: President

FORMULAFOLIOS INVESTMENTS, LLC

By:

Name:

Title:

NORTHERN LIGHTS FUND TRUST

information solely in the performance of its duties and obligations under this Agreement and shall take reasonable steps to safeguard the confidentiality of that information. Further, the Sub-Adviser shall maintain and enforce adequate security and oversight procedures with respect to all materials, records, documents and data relating to any of its responsibilities pursuant to this Agreement including all means for the effecting of investment transactions. The Sub-Adviser’s security and oversight procedures shall be reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to, the Trust’s, Fund’s and Adviser’s records, documents and data maintained by the Sub-Adviser, which safeguards are no less protective than those that the Sub-Adviser uses to protect the confidentiality and integrity of its own confidential information of like kind. If Sub-Adviser is required by law, rule, or regulation, or requested in any judicial or administrative proceeding or by any governmental or regulatory authority, to disclose the Trust’s, Fund’s and Adviser’s records, documents and data, the Sub-Adviser will give the Adviser prompt written notice of such request to the extent permitted by applicable law and any governamental or regulatory authority with juruisdiction so that the Adviser may seek an appropriate protective order or similar protective measure and will use reasonable efforts to obtain confidential treatment of any information so disclosed.

11.       Reporting of Compliance Matters.

b.      The Sub-Adviser shall also provide the Trust’s CCO with reasonable access, during normal business hours, to the Sub-Adviser’s facilities for the purpose of conducting pre-arranged on-site compliance related due diligence meetings with personnel of the Sub-Adviser.

11.              Governing Law. This Agreement shall be governed by the laws of the State of Delaware, without regard to conflict of law principles; provided, however, that nothing herein shall be construed as being inconsistent with the 1940 Act.

12.              Severability. Should any part of this Agreement be held invalid by a court decision, statute, regulation, rule or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.

13.              Notice. Any notice, advice, document, report or other client communication to be given pursuant to this Agreement shall be deemed sufficient if delivered or mailed by registered, certified or overnight mail, postage prepaid or electronically addressed by the party giving notice to the other party at the last address furnished by the other party. By consenting to the electronic delivery of any notice, advice, document, report or other client communication in respect of this Agreement or as required pursuant to applicable law, the Adviser authorizes the Sub-Adviser to deliver all communications by email or other electronic means.

14.              Non-Hire/Non-Solicitation. The parties hereby agree that, during the term of this Agreement, neither party shall, for any reason, directly or indirectly, on its own behalf or on behalf of others, knowingly hire any person employed by the other party (a “Restricted Person”), whether or not such Restricted Person is a full-time employee or whether or not any Restricted Person’s employment is pursuant to a written agreement or is at-will. The parties further agree that, to the extent that a party breaches the covenant described in this paragraph, the other party shall be entitled to pursue all appropriate remedies in law or equity.

15.              Amendment of Agreement. This Agreement may be amended only by written agreement of the Adviser, the Sub-Adviser and the Trust, and only in accordance with the provisions of the 1940 Act and the rules and regulations promulgated thereunder.

16.              Representations and Warranties of the Adviser.

PURSUANT TO AN EXEMPTION FROM THE COMMODITY FUTURES TRADING COMMISSION IN CONNECTION WITH ACCOUNTS OF QUALIFIED ELIGIBLE PERSONS, THIS BROCHURE OR ACCOUNT DOCUMENT IS NOT REQUIRED TO BE, AND HAS NOT BEEN, FILED WITH THE COMMISSION. THE COMMODITY FUTURES TRADING COMMISSION DOES NOT PASS UPON THE MERITS OF PARTICIPATING IN A TRADING PROGRAM OR UPON THE ADEQUACY OR ACCURACY OF

COMMODITY TRADING ADVISOR DISCLOSURE. CONSEQUENTLY, THE COMMODITY FUTURES TRADING COMMISSION HAS NOT REVIEWED OR APPROVED THIS TRADING PROGRAM OR THIS BROCHURE OR ACCOUNT DOCUMENT.

INVESTMENT ADVISORY AGREEMENT[Signature page follows]

APPENDIX A

FUNDS OF THE TRUST

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day first set forth above.

SCHEDULE A

to the

INVESTMENT SUB-ADVISORY AGREEMENT

Dated XX, 2023 by and among

FIRST MANHATTAN CO. LLC

and

VIDENT ADVISORY, LLC

The Adviser will pay to the Sub-Adviser as compensation for the Sub-Adviser’s services rendered, a fee, computed daily at an annual rate based on the greater of (1) the minimum fee or (2) the daily net assets of the respective Fund in accordance with the following fee schedule: