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Item 1
Cover Page
Alpha Omega Wealth Management, LLC
SEC File Number: 801 –70136
ADV Part 2A, Firm Brochure
Dated: March 26, 2025
Contact: LeAnn Mitchell, Chief Compliance Officer
7202 Glen Forest Drive, Suite 300
Richmond, Virginia 23226
www.aowealth.com
This Brochure provides information about the qualifications and business practices of Alpha Omega
Wealth Management, LLC (“Alpha Omega”). If you have any questions about the contents of this
Brochure, please contact us at (804) 955-1600 or leann@aowealth.com. The information in this
Brochure has not been approved or verified by the United States Securities and Exchange
Commission or by any state securities authority.
Additional information about Alpha Omega Wealth Management, LLC also is available on the SEC’s
website at www.adviserinfo.sec.gov.
References herein to Alpha Omega Wealth Management, LLC as a “registered investment adviser”
or any reference to being “registered” does not imply a certain level of skill or training.
Item 2
Material Changes
Alpha Omega has not made any material changes to its Brochure since its last Annual Amendment filing
made on March 13, 2024.
Item 3
Table of Contents
Item 1 Cover Page .................................................................................................................................... 1
Item 2 Material Changes .......................................................................................................................... 2
Item 3
Table of Contents .......................................................................................................................... 2
Item 4 Advisory Business ........................................................................................................................ 3
Fees and Compensation ................................................................................................................ 9
Item 5
Performance-Based Fees and Side-by-Side Management .......................................................... 12
Item 6
Item 7
Types of Clients .......................................................................................................................... 12
Item 8 Methods of Analysis, Investment Strategies and Risk of Loss ................................................... 12
Item 9 Disciplinary Information ............................................................................................................ 16
Item 10 Other Financial Industry Activities and Affiliations .................................................................. 16
Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .............. 17
Item 12 Brokerage Practices .................................................................................................................... 18
Item 13 Review of Accounts .................................................................................................................... 22
Item 14 Client Referrals and Other Compensation .................................................................................. 22
Item 15 Custody ....................................................................................................................................... 23
Investment Discretion ................................................................................................................. 23
Item 16
Item 17 Voting Client Securities .............................................................................................................. 23
Item 18 Financial Information ................................................................................................................. 24
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Item 4
Advisory Business
A. Alpha Omega is a limited liability company formed on February 27, 2009 in the state of
Delaware (subsequent to which it converted to limited liability company under laws of the
Commonwealth of Virginia). Alpha Omega became registered as an Investment Adviser
Firm in April 2009. Alpha Omega is principally owned by Clay Hilbert and Everett
Reveley, and Clay Hilbert is the firm’s Managing Partner.
B.
INVESTMENT ADVISORY SERVICES
Alpha Omega provides discretionary and/or non-discretionary investment advisory
services on a fee-only basis. Alpha Omega’s annual investment advisory fee shall be based
upon a percentage (%) of the market value and type of assets placed under Alpha Omega’s
management.
Before engaging Alpha Omega to provide investment advisory services, clients are
required to enter into an Investment Advisory Agreement with Alpha Omega setting forth
the terms and conditions of the engagement (including termination), describing the scope
of the services to be provided, and the fee that is due from the client. Before providing
investment advisory services, an investment adviser representative will ascertain each
client’s investment objectives. Thereafter, Alpha Omega will allocate and/or recommend
that the client allocate investment assets consistent with the designated investment
objectives. Once allocated, Alpha Omega provides ongoing monitoring and review of
account performance, asset allocation and client investment objectives.
FINANCIAL PLANNING AND CONSULTING SERVICES
Alpha Omega may provide financial planning and/or consulting services (including
investment and non-investment related matters, including estate planning, insurance
planning, etc.) in conjunction with its investment advisory services or on a stand-alone
separate fee basis. Prior to engaging Alpha Omega to provide planning or consulting
services on a stand-alone basis, clients are generally required to enter into a Financial
Planning and Consulting Agreement with Alpha Omega setting forth the terms and
conditions of the engagement (including termination), describing the scope of the services
to be provided, and the portion of the fee that is due from the client prior to Alpha Omega
commencing services.
FAMILY OFFICE SERVICES
Some families have complex financial situations that require specialized service. Alpha
Omega views the investment advisory process as an integral part of the financial foundation
for a family’s lifestyle and legacy. Proper planning is the blueprint that allows clients to
achieve their goals. Alpha Omega takes pride in being the family wealth guardian, trusted
counselor and investment specialist. By working closely with family members, Alpha
Omega begins by evaluating the unique needs of each client. When developing the
investment strategy, Alpha Omega takes into account all objectives, constraints and risk
tolerances that shape life's priorities. Alpha Omega’s goal is to provide substantial value to
its clients’ lives in specific areas. Sound, comprehensive planning and investment
management is at the core of Alpha Omega’s services.
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Financial Planning
Alpha Omega works closely with clients to identify their financial goals, understand their
financial situation and create a financial plan tailored specifically to them. Alpha Omega
coordinates with other professionals to help clients implement investment, tax and estate
strategies. Alpha Omega updates the client’s plan as the client’s life and the financial
landscape evolves.
Investment Strategy and Implementation
Alpha Omega implements an investment plan that is aligned with the client’s goals. Alpha
Omega carefully selects and actively monitors client investments and delivers
understandable reports that clearly display how investments are doing.
Family Philanthropy
Alpha Omega can help clients develop and implement a philanthropic plan that uses
clients’ talents, interests and resources to make a positive and lasting impact on the
community.
Household Finance
Alpha Omega helps clients get organized. Alpha Omega can assume the administrative
burdens of day-to-day household finance – like paying bills, coordinating insurance
coverage and managing household information. Alpha Omega understands the big picture
as well as the finer details of clients’ financial lives.
Family Education
Alpha Omega wants to help all members of a family attain a level of financial
understanding that allows them to participate comfortably in planning for the future. Alpha
Omega does this through individual consulting on routine matters as well as more
substantial education for entire families. Alpha Omega can help clients structure, plan or
facilitate family meetings.
RETIREMENT PLAN CONSULTING
Alpha Omega also provides retirement plan consulting services, pursuant to which it assists
sponsors of self-directed retirement plans with the selection and/or monitoring of
investment alternatives (generally open-end mutual funds) from which plan participants
shall choose in self-directing the investments for their individual plan retirement accounts.
In addition, to the extent requested by the plan sponsor, Alpha Omega may also provide
participant education designed to assist participants in identifying the appropriate
investment strategy for their retirement plan accounts. The terms and conditions of the
engagement shall generally be set forth in a Retirement Plan Consulting Agreement
between Alpha Omega and the plan sponsor.
MISCELLANEOUS
Limitations of Non-Investment Consulting/Implementation Services. As indicated
above, to the extent requested by a client, Alpha Omega may provide financial planning
and related consulting services. Neither Alpha Omega nor its investment adviser
representatives assist clients with the implementation of any financial plan, unless they
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have agreed to do so in writing. Alpha Omega does not monitor a client’s financial plan,
and it is the client’s responsibility to revisit the financial plan with Alpha Omega, if desired.
Alpha Omega may provide consulting services regarding non-investment related matters,
such as estate planning, tax planning, insurance consulting, etc. Neither Alpha Omega, nor
any of its representatives, serves as an attorney, accountant, or insurance agent and no
portion of Alpha Omega’s services should be construed as same.
To the extent requested by a client, Alpha Omega may recommend the services of other
professionals for certain non-investment implementation purposes (i.e., attorneys,
accountants, insurance agents, etc.). The client is under no obligation to engage the services
of any such recommended professional. The client retains absolute discretion over all such
implementation decisions and is free to accept or reject any recommendation from Alpha
Omega.
If the client engages any recommended unaffiliated professional, and a dispute arises
thereafter relative to such engagement, the client agrees to seek recourse exclusively from
and against the engaged professional. At all times, the engaged licensed professional (i.e.,
attorney, accountant, insurance agent, etc.), and not Alpha Omega, shall be responsible for
the quality and competency of the services provided.
Each client is advised that it remains the client’s responsibility to promptly notify Alpha
Omega if there is ever any change in client’s financial situation or investment objectives
for the purpose of reviewing, evaluating or revising Alpha Omega’s previous
recommendations and/or services.
Cash Positions. Alpha Omega continues to treat cash as an asset class. As such, unless
determined to the contrary by Alpha Omega, all cash positions (money markets, etc.) shall
continue to be included as part of assets under management for purposes of calculating the
advisory fee. At any specific point in time, depending upon perceived or anticipated market
conditions/events (there being no guarantee that such anticipated market conditions/events
will occur), Alpha Omega may maintain cash positions for defensive purposes. In addition,
while assets are maintained in cash, such amounts could miss market advances. Depending
upon current yields, at any point in time, Alpha Omega’s advisory fee could exceed the
interest paid by the client’s money market fund.
Cash Sweep Accounts. Certain account custodians can require that cash proceeds from
account transactions or new deposits, be swept to and/or initially maintained in a
specific custodian designated sweep account. The yield on the sweep account will
generally be lower than those available for other money market accounts. When this
occurs, to help mitigate the corresponding yield dispersion Alpha Omega shall (usually
within 30 days thereafter) generally (with exceptions) purchase a higher yielding money
market fund (or other type security) available on the custodian’s platform, unless Alpha
Omega reasonably anticipates that it will utilize the cash proceeds during the subsequent
30-day period to purchase additional investments for the client’s account. Exceptions
and/or modifications can and will occur with respect to all or a portion of the cash balances
for various reasons, including, but not limited to the amount of dispersion between the
sweep account and a money market fund, the size of the cash balance, an indication from
the client of an imminent need for such cash, or the client has a demonstrated history of
writing checks from the account.
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The above does not apply to the cash component maintained within a Alpha Omega
actively managed investment strategy (the cash balances for which shall generally remain
in the custodian designated cash sweep account), an indication from the client of a need for
access to such cash, assets allocated to an unaffiliated investment manager and cash
balances maintained for fee billing purposes.
The client shall remain exclusively responsible for yield dispersion/cash balance decisions
and corresponding transactions for cash balances maintained in any Alpha Omega
unmanaged accounts.
Non-Discretionary Service Limitations. Clients that determine to engage Alpha Omega
on a non-discretionary investment advisory basis must be willing to accept that Alpha
Omega cannot effect any account transactions without obtaining prior consent to such
transaction(s) from the client. Therefore, in the event that Alpha Omega would like to make
a transaction for a client’s account (including in the event of an individual holding or
general market correction), and the client is unavailable, Alpha Omega will be unable to
effect the account transaction(s) (as it would for its discretionary clients) without first
obtaining the client’s consent.
Independent Managers. Alpha Omega may allocate (and/or recommend that the client
allocate) a portion of a client’s investment assets among unaffiliated independent
investment managers, available through the Schwab separate account management
platform, in accordance with the client’s designated investment objective(s). In such
situations, the Independent Manager(s) shall have day-to-day responsibility for the active
discretionary management of the allocated assets. Alpha Omega shall continue to render
investment advisory services to the client relative to the ongoing monitoring and review of
account performance, asset allocation and client investment objectives. Factors which
Alpha Omega shall consider in recommending Independent Manager(s) include the
client’s designated investment objective(s) and the Independent Manager’s size,
investment style/philosophy, process, management team, performance, and pricing. The
investment management fee charged by the Independent Manager(s) is separate from, and
in addition to, Alpha Omega’s advisory fee as set forth in Item 5.
Unaffiliated Private Investment Funds. Alpha Omega may recommend that certain
qualified clients consider an investment in unaffiliated private investment funds. Alpha
Omega’s role relative to the private investment funds shall be limited to its initial and
ongoing due diligence and investment monitoring services. Alpha Omega’s clients are
under absolutely no obligation to consider or make an investment in a private investment
fund(s).
Risk Factors: Private investment funds generally involve various risk factors, including,
but not limited to, potential for complete loss of principal, liquidity constraints and lack of
transparency, a complete discussion of which is set forth in each fund’s offering
documents, which will be provided to each client for review and consideration. Unlike
liquid investments that a client may own, private investment funds do not provide daily
liquidity or pricing. Each prospective client investor will be required to complete a
Subscription Agreement, pursuant to which the client shall establish that he/she is qualified
for investment in the fund, and acknowledges and accepts the various risk factors that are
associated with such an investment.
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Fund Valuation: If Alpha Omega bills an investment advisory fee based upon the value of
private investment funds or otherwise references private investment funds owned by the
client on any supplemental account reports prepared by Alpha Omega, the value for all
private investment funds owned by the client will reflect the most recent valuation provided
by the fund sponsor. The current value of any private investment fund could be
significantly more or less than the original purchase price or the price reflected in any
supplemental account report.
the
Socially Responsible (ESG) Investing Limitations. Socially Responsible Investing
involves
incorporation of Environmental, Social and Governance (“ESG”)
considerations into the investment due diligence process. Upon client request, Alpha
Omega may implement an ESG investment strategy. If implemented, Alpha Omega may
rely upon the assessments undertaken by the unaffiliated mutual fund, exchange traded
fund or separate account portfolio manager when determining whether a position is
appropriate for a particular client’s portfolio.
ESG investing incorporates a set of criteria/factors used in evaluating potential
investments: Environmental (i.e., considers how a company safeguards the environment);
Social (i.e., the manner in which a company manages relationships with its employees,
customers, and the communities in which it operates); and Governance (i.e., company
management considerations). The number of companies that meet an acceptable ESG
mandate can be limited when compared to those that do not and could underperform broad
market indices.
Investors must accept these limitations, including potential for underperformance.
Correspondingly, the number of ESG mutual funds and exchange-traded funds are limited
when compared to those that do not maintain such a mandate. As with any type of
investment (including any investment and/or investment strategies recommended and/or
undertaken by Alpha Omega), there can be no assurance that investment in ESG securities
or funds will be profitable or prove successful.
Retirement Rollovers – Potential for Conflict of Interest. A client or prospective client
leaving an employer typically has four options regarding an existing retirement plan (and
may engage in a combination of these options): (i) leave the money in the former
employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is
available and rollovers are permitted, (iii) roll over to an Individual Retirement Account
(“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age,
result in adverse tax consequences). If Alpha Omega recommends that a client roll over
their retirement plan assets into an account to be managed by Alpha Omega, such a
recommendation creates a conflict of interest if Alpha Omega will earn new (or increase
its current) compensation as a result of the rollover. If Alpha Omega provides a
recommendation as to whether a client should engage in a rollover or not, Alpha Omega is
acting as a fiduciary within the meaning of Title I of the Employee Retirement Income
Security Act and/or the Internal Revenue Code, as applicable, which are laws governing
retirement accounts. No client is under any obligation to roll over retirement plan assets
to an account managed by Alpha Omega.
Use of Mutual and Exchange Traded Funds. Most mutual funds and exchange traded
funds are available directly to the public. Therefore, a prospective client can obtain many
of the funds that may be utilized by Alpha Omega independent of engaging Alpha Omega
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as an investment advisor. However, if a prospective client determines to do so, he/she will
not receive Alpha Omega’s initial and ongoing investment advisory services.
In addition to Alpha Omega’s investment advisory fee described below, and transaction
and/or custodial fees discussed below, clients will also incur, relative to all mutual fund
and exchange traded fund purchases, charges imposed at the fund level (e.g., management
fees and other fund expenses).
Bitcoin, Cryptocurrency, and Digital Assets. Alpha Omega does not recommend or
advocate for the purchase of, or investment in, Bitcoin, cryptocurrencies, or digital assets.
Such investments are considered speculative and carry significant risk. For clients who
want exposure to Bitcoin, cryptocurrencies, or digital assets, Alpha Omega, may advise the
client to consider a potential investment in corresponding exchange traded securities, or an
allocation to separate account managers and/or private funds that provide cryptocurrency
exposure.
Bitcoin and cryptocurrencies are digital assets that can be used for various purposes,
including transactions, decentralized applications, and speculative investments. Most
digital assets use blockchain technology, an advanced cryptographic digital ledger to
secure transactions and validate asset ownership. Unlike conventional currencies issued
and regulated by monetary authorities, cryptocurrencies generally operate without
centralized control, and their value is determined by market supply and demand. While
regulatory oversight of digital assets has evolved significantly since their inception, they
remain subject to variable regulatory treatment globally, which may impact their risk
profile and liquidity.
Given that cryptocurrency investments are speculative and subject to extreme price
volatility, liquidity constraints, and the potential for total loss of principal, Alpha Omega
does not exercise discretionary authority to purchase cryptocurrency investments for client
accounts. Any investment in cryptocurrencies must be expressly authorized by the client.
Clients who authorize the purchase of a cryptocurrency investment must be prepared for
the potential for liquidity constraints, extreme price volatility, regulatory risk,
technological risk, security and custody risk, and complete loss of principal.
Portfolio Activity. Alpha Omega has a fiduciary duty to provide services consistent with
the client’s best interest. As part of its investment advisory services, Alpha Omega will
review client portfolios on an ongoing basis to determine if any changes are necessary
based upon various factors, including, but not limited to, investment performance, mutual
fund manager tenure, style drift, and/or a change in the client’s investment objectives.
Based upon these factors, there may be extended periods of time when Alpha Omega
determines that changes to a client’s portfolio are neither necessary nor prudent. Clients
nonetheless remain subject to the fees described in Item 5 below during periods of account
inactivity.
Client Obligations. In performing its services, Alpha Omega shall not be required to verify
any information received from the client or from the client’s other professionals and is
expressly authorized to rely thereon. Moreover, each client is advised that it remains their
responsibility to promptly notify Alpha Omega if there is ever any change in their financial
situation or investment objectives for the purpose of reviewing, evaluating or revising
Alpha Omega’s previous recommendations and/or services.
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Cybersecurity Risk. The information technology systems and networks that Alpha Omega
and its third-party service providers use to provide services to Alpha Omega’s clients
employ various controls that are designed to prevent cybersecurity incidents stemming
from intentional or unintentional actions that could cause significant interruptions in Alpha
Omega’s operations and/or result in the unauthorized acquisition or use of clients’
confidential or non-public personal information.
In accordance with Regulation S-P, Alpha Omega is committed to protecting the privacy
and security of its clients' non-public personal information by implementing appropriate
administrative, technical, and physical safeguards. Alpha Omega has established processes
to mitigate the risks of cybersecurity incidents, including the requirement to restrict access
to such sensitive data and to monitor its systems for potential breaches. Clients and Alpha
Omega are nonetheless subject to the risk of cybersecurity incidents that could ultimately
cause them to incur financial losses and/or other adverse consequences.
Although Alpha Omega has established processes to reduce the risk of cybersecurity
incidents, there is no guarantee that these efforts will always be successful, especially
considering that Alpha Omega does not control the cybersecurity measures and policies
employed by third-party service providers, issuers of securities, broker-dealers, qualified
custodians, governmental and other regulatory authorities, exchanges, and other financial
market operators and providers. In compliance with Regulation S-P, Alpha Omega will
notify clients in the event of a data breach involving their non-public personal information
as required by applicable state and federal laws.
Disclosure Statement. A copy of Alpha Omega’s written Brochure and Client
Relationship Summary, as set forth on Part 2A of Form ADV and Form CRS respectively,
shall be provided to each client prior to, or contemporaneously with, the execution of the
Investment Advisory Agreement or Financial Planning and Consulting Agreement.
to providing
investment advisory services, an
C. Alpha Omega shall provide investment advisory services specific to the needs of each
client. Prior
investment adviser
representative will ascertain each client’s investment objective(s). Thereafter, Alpha
Omega shall allocate and/or recommend that the client allocate investment assets consistent
with the designated investment objective(s). The client may, at any time, impose reasonable
restrictions, in writing, on Alpha Omega’s services.
D. Alpha Omega does not participate in a wrap fee program.
E. As of December 31, 2024, Alpha Omega had $805,275,580 in assets under management
on a discretionary basis and $100,553,185 in assets under management on a non-
discretionary basis for a total of $905,828,765.
Item 5
Fees and Compensation
A.
INVESTMENT ADVISORY SERVICES
Alpha Omega’s negotiable annual investment advisory fee shall be based upon a
percentage (%) of the market value and type of assets placed under Alpha Omega’s
management between negotiable and 1.50%.
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However, fees shall vary depending upon various objective and subjective factors, including
but not limited to: the representative assigned to the account, the amount of assets to be
invested, the complexity of the engagement, the anticipated number of meetings and
servicing needs, related accounts, future earning capacity, anticipated future additional
assets, and negotiations with the client. As a result of these factors, similarly situated clients
could pay different fees. Furthermore, the services to be provided by Alpha Omega to any
particular client could be available from other advisers at lower fees, and certain clients may
have fees which deviate from the range discussed above.
Before engaging Alpha Omega to provide investment advisory services, clients are
required to enter into a discretionary or non-discretionary Investment Advisory Agreement,
setting forth the terms and conditions of the engagement (including termination), which
describes the fees and services to be provided.
FINANCIAL PLANNING AND CONSULTING SERVICES FEES (STAND-ALONE)
Alpha Omega may provide financial planning and/or consulting services (including
investment and non-investment related matters, including estate planning, insurance
planning, etc.) on a stand-alone fee basis. Alpha Omega’s planning and consulting fees are
negotiable, but generally range from $1,000 to $10,000 on a fixed fee basis, and from $150
to $250 on an hourly rate basis, depending upon the level and scope of the service(s)
required and the professional(s) rendering the service(s).
FAMILY OFFICE SERVICES
Alpha Omega may provide specialized services to families who have complex financial
situations that could involve multiple generations. The fee for these services is negotiated
and could be included as part of the investment advisory fee as described above or paid on
a fixed fee stand-alone basis including a fixed dollar and/or fixed percentage, or paid on an
hourly rate basis depending upon the level and scope and complexity of the service(s)
required and the professional(s) rendering the service(s).
RETIREMENT PLAN CONSULTING
Alpha Omega provides retirement plan consulting services. Alpha Omega’s consulting fee
shall be based upon a percentage (%) of the market value of the plan assets that Alpha
Omega is consulting on but will generally be between negotiable and 0.85%.
B. Clients may elect to have Alpha Omega’s advisory fees deducted from their custodial
account. Both Alpha Omega's Investment Advisory Agreement and the custodial/clearing
agreement may authorize the custodian to debit the account for the amount of Alpha
Omega's investment advisory fee and to directly remit that management fee to Alpha
Omega in compliance with regulatory procedures.
In the limited event that Alpha Omega bills the client directly, payment is due upon receipt
of Alpha Omega’s invoice.
Alpha Omega shall deduct fees and/or bill clients quarterly in advance, based upon the
value of the assets on the last business day of the previous quarter.
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C. As discussed below, unless the client directs otherwise or an individual client’s
circumstances require, Alpha Omega shall generally recommend that Charles Schwab &
Co. (“Schwab”) serve as the broker-dealer/custodian for client investment management
assets.
Broker-dealers such as Schwab charge brokerage commissions, transaction, and/or other
type fees for effecting certain types of securities transactions (i.e., including transaction
fees for certain mutual funds, and mark-ups and mark-downs charged for fixed income
transactions, etc.). The types of securities for which transaction fees, commissions, and/or
other type fees (as well as the amount of those fees) shall differ depending upon the broker-
dealer/custodian. While certain custodians, including Schwab, generally (with the potential
exception for large orders) do not currently charge fees on individual equity transactions
(including ETFs), others do.
There can be no assurance that Schwab will not change their transaction fee pricing in the
future.
Schwab may also assess fees to clients who elect to receive trade confirmations and account
statements by regular mail rather than electronically.
Clients will incur, in addition to Alpha Omega’s investment management fee, brokerage
commissions and/or transaction fees, and, relative to all mutual fund and exchange traded
fund purchases, charges imposed at the fund level (e.g., management fees and other fund
expenses).
In addition to Alpha Omega’s investment management fee, brokerage commissions and/or
transaction fees, clients will also incur, relative to all mutual fund and exchange traded
fund purchases, charges imposed at the fund level (e.g., management fees and other fund
expenses).
Tradeaway/Prime Broker Fees. Relative to its discretionary investment management
services, when beneficial to the client, individual fixed income transactions may be
effected through broker-dealers other than the account custodian, in which event, the client
generally will incur both the fee (commission, mark-up/mark-down) charged by the
executing broker-dealer and a separate “tradeaway” and/or prime broker fee charged by
the account custodian (generally, Schwab).
D. Alpha Omega does not generally require an annual minimum fee or asset level for
investment advisory services.
Alpha Omega, in its sole discretion, may charge a lesser investment management fee based
upon certain criteria (i.e., anticipated future earning capacity, anticipated future additional
assets, dollar amount of assets to be managed, related accounts, account composition,
negotiations with client, etc.).
The Investment Advisory Agreement between Alpha Omega and the client will continue in
effect until terminated by either party by written notice in accordance with the terms of the
Investment Advisory Agreement. Upon termination, Alpha Omega shall refund the pro-
rated portion of the advanced advisory fee paid based upon the number of days remaining
in the billing quarter.
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E. Neither Alpha Omega, nor its representatives accept compensation from the sale of
securities or other investment products.
Item 6
Performance-Based Fees and Side-by-Side Management
Neither Alpha Omega nor any supervised person of Alpha Omega accepts performance-
based fees.
Item 7
Types of Clients
Alpha Omega’s clients shall generally include individuals, business entities, trusts, estates,
and charitable organizations.
Item 8
Methods of Analysis, Investment Strategies and Risk of Loss
Alpha Omega uses several methods of investment analysis and investment strategies to
provide services to our clients. Our methods of investment analysis include fundamental
analysis which is the analysis of a company’s financial statements, its management,
competitive advantages, markets, etc. and technical analysis which is the analysis of a
company by studying past market data such as price and volume. Our investment strategies
include long-term purchases (securities generally held for at least a year) and short-term
purchases (securities generally held for less than a year). The vast majority of our
investment strategy is based on long-term purchases of securities and fundamental analysis.
We may also engage in covered call option writing on a long security position to generate
income or the purchase of put options to hedge a long security position.
The securities we use in our investment strategies and investment advice include equity
securities such as exchange listed securities and foreign issues; debt securities of
corporations and similar entities; commercial paper; certificates of deposit; municipal and
government securities; investment company securities such as mutual fund shares and
exchange traded funds; and options.
Investing in securities such as the types of securities used by us in managing your assets or
providing you investment advice involves the potential risk of loss in the value of the
securities both in the amount invested in the securities as well as any profits which have
not been realized by selling the securities. You should be prepared to bear the risk of such
losses.
The degree of risk varies depending on the type of security or strategy involved, and you
should not assume that future performance of any specific investment or investment
strategy (including the investments and/or investment strategies recommended or
undertaken by Alpha Omega) will be profitable or equal any specific performance level.
Investment strategies such as asset allocation, diversification, or rebalancing do not assure
or guarantee better performance and cannot eliminate the risk of investment losses. There
is no guarantee that a portfolio employing these or any other strategy will outperform a
portfolio that does not engage in these strategies.
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While asset values may increase and client account values could benefit as a result, it is
also possible that asset values may decrease, and client account values could suffer a loss.
It would not be possible to describe the specific risks of every type of investment. However,
the following provides a short description of some of the risks associated with investing in
the types of securities to which Alpha Omega allocates investment assets:
Covered Call Writing. Covered call writing is the sale of in-, at-, or out-of-the-money call
options against a long security position held in a client portfolio. This type of transaction
is intended to generate income. It also serves to create partial downside protection in the
event the security position declines in value. Income is received from the proceeds of the
option sale. Such income may be reduced or lost to the extent it is determined to buy back
the option position before its expiration. There can be no assurance that the security will
not be called away by the option buyer, which will result in the client (option writer) to
lose ownership in the security and incur potential unintended tax consequences. Covered
call strategies are generally better suited for positions with lower price volatility.
Market Risk. The price of a security may drop in reaction to tangible and intangible events
and conditions. This type of risk may be caused by external factors (such as economic or
political factors) but may also be incurred because of a security’s specific underlying
investments. Additionally, each security’s price can fluctuate based on market movement,
which may or may not be due to the security’s operations or changes in its true value. For
example, political, economic and social conditions may trigger market events which are
temporarily negative, or temporarily positive.
Unsystematic Risk. Unsystematic risk is the company-specific or industry-specific risk in
a portfolio that the investor bears. Unsystematic risk is typically addressed through
diversification. However, as indicated above, diversification does not guarantee better
performance and cannot eliminate the risk of investment losses.
Value Investment Risk. Value stocks may perform differently from the market as a whole
and following a value-oriented investment strategy may cause a portfolio to underperform
growth stocks.
Growth Investment Risk. Prices of growth stocks tend to be higher in relation to their
companies’ earnings and may be more sensitive to market, political and economic
developments than other stocks, making their prices more volatile.
Small Company Risk. Securities of small companies are often less liquid than those of
large companies and this could make it difficult to sell a small company security at a desired
time or price. As a result, small company stocks may fluctuate relatively more in price. In
general, small capitalization companies are more vulnerable than larger companies to
adverse business or economic developments and they may have more limited resources.
Commodity Risk. The value of commodity-linked derivative instruments may be affected
by changes in overall market movements, commodity index volatility, changes in interest
rates, or factors affecting a particular industry or commodity, such as drought, floods,
weather, livestock disease, embargoes, tariffs, and international economic, political, and
regulatory developments.
Foreign Securities and Currencies Risk. Foreign securities prices may decline or fluctuate
because of: (i) economic or political actions of foreign governments, and/or (ii) less
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regulated or liquid securities markets. Investors holding these securities are also exposed
to foreign currency risk (the possibility that foreign currency will fluctuate in value against
the U.S. dollar).
Interest Rate Risk. Fixed income securities and fixed income-based securities are subject
to interest rate risk because the prices of fixed income securities tend to move in the
opposite direction of interest rates. When interest rates rise, fixed income security prices
tend to fall. When interest rates fall, fixed income security prices tend to rise. In general,
fixed income securities with longer maturities are more sensitive to these price changes.
Inflation Risk. When any type of inflation is present, a dollar at present value will not carry
the same purchasing power as a dollar in the future, because that purchasing power erodes
at the rate of inflation.
Reinvestment Risk. Future proceeds from investments may have to be reinvested at a
potentially lower rate of return (i.e., interest rate), which primarily relates to fixed income
securities.
Credit Risk. The issuer of a security may be unable to make interest payments and/or repay
principal when due. A downgrade to an issuer’s credit rating or a perceived change in an
issuer’s financial strength may affect a security’s value and impact performance. Credit
risk is considered greater for fixed income securities with ratings below investment grade.
Fixed income securities that are below investment grade involve higher credit risk and are
considered speculative.
Call Risk. During periods of falling interest rates, a bond issuer will call or repay a higher-
yielding bond before its maturity date, forcing the investment to reinvest in bonds with
lower interest rates than the original obligations.
Regulatory Risk. Changes in laws and regulations from any government can change the
market value of companies subject to such regulations. Certain industries are more
susceptible to government regulation. For example, changes in zoning, tax structure or laws
may impact the return on investments.
Equity Security Risk. Equity securities represent a share of an issuer’s earnings and assets,
after the issuer pays its liabilities. The income an account will receive from equity securities
cannot be predicted because issuers generally have discretion as to the payment of any
dividends or distributions. However, equity securities offer greater potential for
appreciation than many other types of securities, because their value increases directly with
the value of the issuer’s business. Equity securities may be subject to, for example, market
risks, sector risks, liquidity risks, risks related to investing for growth, risks related to
investing for value, risks related to company size, medium size company risk, small
company risks, currency risks, risks of investing in a specific country or region, risks of
foreign investing, risks of investing in emerging market countries, leverage risks, credit
risks, exchange traded funds risk, risks related to custodial services and related investment
costs, and share ownership concentration risk.
Fixed Income Security Risk. Fixed-income securities pay interest, dividends or
distributions at a specified rate. The rate may be a fixed percentage of the principal or may
be adjusted periodically. In addition, the issuer of a fixed-income security must repay the
principal amount of the security, normally within a specified time. Fixed-income securities
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provide more regular income than equity securities. However, the returns on fixed-income
securities are limited and normally do not increase with the issuer’s earnings. This limits
the potential appreciation of fixed-income securities as compared to equity securities.
Fixed income securities may be subject to, for example, credit risk, call risks, prepayment
risks, liquidity risk, sector risks, risks associated for non-investment grade securities or
junk bonds, risks related to the economy, currency risks, risks of investing in a specific
country or region, risks of foreign investing, risks of investing in emerging market
countries, leverage risks, tax risks, risks of inflation protected securities, risks associated
with investment share proceeds, credit enhancement risk, and risks associated with
investment activities of other accounts.
Mutual Fund Risk. Mutual funds are operated by investment companies that raise money
from shareholders and invest it in stocks, bonds, and/or other types of securities. Each fund
will have a manager that trades the fund’s investments in accordance with the fund’s
investment objective. Mutual funds charge a separate management fee for their services,
so the returns on mutual funds are reduced by the costs to manage the funds. While mutual
funds generally provide diversification, risks can be significantly increased if the fund is
concentrated in a particular sector of the market. Mutual funds come in many varieties.
Some invest aggressively for capital appreciation, while others are conservative and are
designed to generate income for shareholders. In addition, the client’s overall portfolio may
be affected by losses of an underlying fund and the level of risk arising from the investment
practices of an underlying fund (such as the use of derivatives).
Exchange Traded Fund Risk. ETFs are marketable securities that are designed to track,
before fees and expenses, the performance or returns of a relevant index, commodity, bonds
or basket of assets, like an index fund. Unlike mutual funds, ETFs trade like common stock
on a stock exchange. ETFs experience price changes throughout the day as they are bought
and sold. In addition to the general risks of investing, there are specific risks to consider
with respect to an investment in ETFs, including, but not limited to: an ETF’s shares may
trade at a market price that is above or below its net asset value; the ETF may employ an
investment strategy that utilizes high leverage ratios; or trading of an ETF’s share may be
halted if the listing exchange’s officials deem such action appropriate, the shares are de-
listed from the exchange, or the activation of market-wide “circuit breakers” (which are
tied to large decreases in stock prices) halts stock trading generally.
Option Risk. Options are financial derivatives based on the value of underlying securities
such as stocks. An options contract offers the buyer the opportunity to buy or sell—
depending on the type of contract—the underlying asset. Call options allow the holder to
buy the asset at a stated price within a specific timeframe. Put options allow the holder to
sell the asset at a stated price within a specific timeframe. The potential loss to the buyer
of an option is limited to the price paid for the option while the potential loss for the writer
of an option is unlimited if not covered by an offsetting position in the option’s underlying
security.
Information Risk. Every method of analysis has its own inherent risks. To perform an
accurate market analysis Alpha Omega must have access to current/new market
information. Alpha Omega has no control over the dissemination rate of market
information; therefore, unbeknownst to Alpha Omega, certain analyses may be compiled
with outdated market information, severely limiting the value of Alpha Omega’s analysis.
Furthermore, an accurate market analysis can only produce a forecast of the direction of
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market values. There can be no assurances that a forecasted change in market value will
materialize into actionable and/or profitable investment opportunities.
Borrowing Against Assets/Risks. A client who has a need to borrow money could
determine to do so by using:
• Margin-The account custodian or broker-dealer lends money to the client. The
custodian charges the client interest for the right to borrow money, and uses
the assets in the client’s brokerage account as collateral; and,
• Pledged Assets Loan- In consideration for a lender (i.e., a bank, etc.) to make
a loan to the client, the client pledges its investment assets held at the account
custodian as collateral;
These above-described collateralized loans are generally utilized because they typically
provide more favorable interest rates than standard commercial loans. These types of
collateralized loans can assist with a pending home purchase, permit the retirement of more
expensive debt, or enable borrowing in lieu of liquidating existing account positions and
incurring capital gains taxes. However, such loans are not without potential material risk
to the client’s investment assets. The lender (i.e., custodian, bank, etc.) will have recourse
against the client’s investment assets in the event of loan default or if the assets fall below
a certain level. For this reason, Alpha Omega does not recommend such borrowing unless
it is for specific short-term purposes (i.e., a bridge loan to purchase a new residence). Alpha
Omega does not recommend such borrowing for investment purposes (i.e., to invest
borrowed funds in the market). Regardless, if the client was to determine to utilize margin
or a pledged assets loan, the following economic benefits would inure to Alpha Omega:
• by taking the loan rather than liquidating assets in the client’s account, Alpha
Omega continues to earn a fee on such Account assets; and,
• Alpha Omega does not earn a higher fee if the client invests any portion of the
loan proceeds in an account to be managed by Alpha Omega, whether invested
or uninvested;
• Because Alpha Omega’s advisory fee is not based upon the higher margined
account value, Alpha Omega will not earn a correspondingly higher advisory
fee. Therefore, there is no disincentive to encourage the client to discontinue
the use of margin.
The Client must accept the above risks and potential corresponding consequences
associated with the use of margin or a pledged assets loans.
Item 9
Disciplinary Information
Alpha Omega has not been the subject of any disciplinary actions.
Item 10
Other Financial Industry Activities and Affiliations
A. Neither Alpha Omega, nor its representatives, are registered or have an application pending
to register, as a broker-dealer or a registered representative of a broker-dealer.
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B. Neither Alpha Omega, nor its representatives, are registered or have an application pending
to register, as a futures commission merchant, commodity pool operator, a commodity
trading advisor, or a representative of the foregoing.
C. Alpha Omega has no other relationship or arrangement with a related person that is material
to its advisory business.
D. Alpha Omega does not receive, directly or indirectly, compensation from investment
advisors that it recommends or selects for its clients.
Item 11
Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading
A. Alpha Omega maintains an investment policy relative to personal securities transactions.
This investment policy is part of Alpha Omega’s overall Code of Ethics, which serves to
establish a standard of business conduct for all of Alpha Omega’s representatives that is
based upon fundamental principles of openness, integrity, honesty and trust, a copy of
which is available upon request.
In accordance with Section 204A of the Investment Advisers Act of 1940, Alpha Omega
also maintains and enforces written policies reasonably designed to prevent the misuse of
material non-public information by Alpha Omega or any person associated with Alpha
Omega.
B. Neither Alpha Omega nor any related person of Alpha Omega recommends, buys, or sells
for client accounts, securities in which Alpha Omega or any related person of Alpha Omega
has a material financial interest.
C. Alpha Omega and/or representatives of Alpha Omega may buy or sell securities that are
also recommended to clients. This practice may create a situation where Alpha Omega
and/or representatives of Alpha Omega are in a position to materially benefit from the sale
or purchase of those securities. Therefore, this situation creates a conflict of interest.
Practices such as “scalping” (i.e., a practice whereby the owner of shares of a security
recommends that security for investment and then immediately sells it at a profit upon the
rise in the market price which follows the recommendation) could take place if Alpha
Omega did not have adequate policies in place to detect such activities. In addition, this
requirement can help detect insider trading, “front-running” (i.e., personal trades executed
prior to those of Alpha Omega’s clients) and other potentially abusive practices.
Alpha Omega has a personal securities transaction policy in place to monitor the personal
securities transactions and securities holdings of each of Alpha Omega’s “Access Persons”.
Alpha Omega’s securities transaction policy requires that an Access Person of Alpha
Omega must provide the Chief Compliance Officer or his/her designee with a written report
of their current securities holdings within ten (10) days after becoming an Access Person.
Additionally, each Access Person must provide or make available to the Chief Compliance
Officer or his/her designee a list of reportable transactions each calendar quarter as well as
a written annual report of the Access Person’s securities holdings; provided, however that
at any time that Alpha Omega has only one Access Person, he or she shall not be required
to submit any securities report described above.
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D. Alpha Omega and/or representatives of Alpha Omega may buy or sell securities, at or
around the same time as those securities are recommended to clients. This practice creates
a situation where Alpha Omega and/or representatives of Alpha Omega are in a position to
materially benefit from the sale or purchase of those securities. Therefore, this situation
creates a conflict of interest. As indicated above in Item 11.C, Alpha Omega has a personal
securities transaction policy in place to monitor the personal securities transaction and
securities holdings of each of Alpha Omega’s Access Persons.
Item 12
Brokerage Practices
A. In the event that the client requests that Alpha Omega recommend a broker-
dealer/custodian for execution and/or custodial services (exclusive of those clients that may
direct Alpha Omega to use a specific broker-dealer/custodian), Alpha Omega generally
recommends that investment management accounts be maintained at Charles Schwab &
Co., Inc. Prior to engaging Alpha Omega to provide investment management services, the
client will be required to enter into a formal Investment Advisory Agreement with Alpha
Omega setting forth the terms and conditions under which Alpha Omega shall manage the
client's assets, and a separate custodial/clearing agreement with each designated broker-
dealer/custodian.
Alpha Omega does not maintain custody of your assets that we manage, although we may
be deemed to have custody of your assets if you give us authority to withdraw assets from
your account (See Item 15 – Custody, below) Your assets must be maintained in an account
at a “qualified custodian,” generally a broker-dealer or bank. We recommend that our
clients use Charles Schwab & Co., Inc. (Schwab) a registered broker-dealer, member SIPC,
as the qualified custodian. We are independently owned and operated and are not affiliated
with Schwab. Schwab will hold your assets in a brokerage account and buy and sell
securities when we instruct them to do so. While we recommend that you use Schwab as
custodian/broker, you will decide whether to do so and will open your account with Schwab
by entering into an account agreement directly with them. We do not open that account for
you, although we may assist you in doing so.
We seek to recommend a custodian/broker that will hold your assets and execute
transactions on terms that are, overall, most advantageous when compared with other
available providers and their services. Factors that Alpha Omega considers in
recommending Schwab (or any other broker-dealer/custodian to clients) include the
historical relationship with Alpha Omega, financial strength, reputation, execution
capabilities, pricing, research, and service.
For our clients’ accounts that Schwab maintains, Schwab generally does not charge you
separately for custody services but is compensated by charging you commissions or other
fees on trades that it executes or that settle into your Schwab account. Certain trades (for
example, many mutual funds and ETFs) may not incur Schwab commissions or transaction
fees. Schwab is also compensated by earning interest in the uninvested cash in your account
in Schwab’s Cash Features Program.
In addition to commissions, Schwab would charge you a flat dollar amount as a “prime
broker” or “trade away” fee for each trade that we might have executed by a different
broker-dealer but where the securities bought or the funds from the securities sold are
deposited (settled) into your Schwab account. These fees are in addition to the commissions
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or other compensation you pay the executing broker-dealer. Because of this, in order to
minimize your trading costs, we have Schwab execute most trades for your account. We
have determined that having Schwab execute most trades is consistent with our duty to
“seek best execution” of your trades.
1. Schwab Advisor Services™
Schwab Advisor Services™ is Schwab’s business serving independent investment
advisory firms like Alpha Omega. Schwab Advisor Services™ provides Alpha Omega
and its clients with access to its institutional brokerage –trading, custody, reporting and
related services – many of which are not typically available to Schwab retail customers.
Schwab also makes available various support services and additional economic
benefits (“Additional Benefits”). Some of those support services and Additional
Benefits help Alpha Omega manage or administer its clients’ accounts while others
help Alpha Omega manage and grow its business. As part of the Additional Benefits,
Schwab may also provide monetary assistance to Alpha Omega or to third parties on
Alpha Omega’s behalf to defray certain costs towards certain technology, compliance,
legal, business consulting and other related expenses. Schwab’s support services are
generally available on an unsolicited basis (Alpha Omega does not have to request
them) and at no charge to Alpha Omega. The availability of these services from
Schwab benefits Alpha Omega because Alpha Omega does not have to produce or
purchase them. Alpha Omega is not required to pay for Schwab’s services. A more
detailed description of Schwab’s Additional Benefits follows.
Services that Benefit the Client
Schwab’s institutional brokerage services include access to a broad range of
investment products, execution of securities transactions, and custody of client assets.
The investment products available through Schwab include some to which Alpha
Omega might not otherwise have access or that would require a significantly higher
minimum initial investment by Alpha Omega’s clients. Schwab’s services described
in this paragraph generally benefit Alpha Omega’s clients and their accounts.
Services that May Not Directly Benefit the Client
Schwab also makes available to Alpha Omega other products and services that benefit
Alpha Omega but may not directly benefit Alpha Omega’s clients or their accounts.
These products and services assist Alpha Omega in managing and administering its
clients’ accounts. They include investment research, both Schwab’s own and that of
third parties. Alpha Omega may use this research to service all or some substantial
number of its clients’ accounts, including accounts not maintained at Schwab. In
addition to investment research, Schwab also makes available software and other
technology that:
• provide access to client account data (such as duplicate trade confirmations and
•
account statements);
facilitate trade execution and allocate aggregated trade orders for multiple client
accounts;
• provide pricing and other market data;
•
facilitate payment of Alpha Omega’s fees from Alpha Omega’s clients’ accounts;
and
assist with back-office functions, recordkeeping and client reporting.
•
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Services that Generally Benefit Only Alpha Omega
educational conferences and events;
technology, compliance, legal, and business consulting;
Schwab also offers other services intended to help Alpha Omega manage and further
develop its business enterprise. These services include:
•
•
• publications and conferences on practice management and business succession;
•
access to employee benefits providers, human capital consultants and insurance
providers; and
• marketing consulting and support.
Schwab may provide some of these services itself. In other cases, it will arrange for
third-party vendors to provide the services to Alpha Omega. Schwab may also discount
or waive its fees for some of these services or pay all or a part of a third party’s fees.
Schwab may also provide Alpha Omega with other benefits such as occasional
business entertainment of its personnel.
Our Interest in Schwab’s Services
The availability of these services from Schwab benefits us because we do not have to
produce or purchase them. We don’t have to pay for Schwab’s services. This creates
an incentive to recommend that you maintain your account with Schwab, based on our
interest in receiving Schwab’s services that benefit our business and Schwab’s
payment for services for which we would otherwise have to pay rather than based on
your interest in receiving the best value in custody services and the most favorable
execution of your transactions. This is a conflict of interest. We believe, however, that
out selection of Schwab as custodian and broker is in the best interests of our clients.
Our selection is primarily supported by the scope, quality, and price of Schwab’s
services and not Schwab’s services that benefit only us.
Although the commissions and/or transaction fees paid by Alpha Omega's clients shall
comply with Alpha Omega's duty to seek best execution, a client may pay a
commission that is higher than another qualified broker-dealer might charge to effect
the same transaction where Alpha Omega determines, in good faith, that the
commission/transaction fee is reasonable in relation to the value of the brokerage and
research services received. In seeking best execution, the determinative factor is not
the lowest possible cost, but whether the transaction represents the best qualitative
execution, taking into consideration the full range of a broker-dealer’s services,
including the value of research provided, execution capability, commission rates, and
responsiveness. Accordingly, although Alpha Omega will seek competitive rates, it
may not necessarily obtain the lowest possible commission rates for client account
transactions. The brokerage commissions or transaction fees charged by the designated
broker-dealer/custodian are exclusive of, and in addition to, Alpha Omega's investment
management fee. Alpha Omega’s best execution responsibility is qualified if securities
that it purchases for client accounts are mutual funds that trade at net asset value as
determined at the daily market close.
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Research and Additional Benefits
Although not a material consideration when determining whether to recommend that a
client utilize the services of a particular broker-dealer/custodian, Alpha Omega
receives from Schwab (or another broker-dealer/custodian, investment platform,
unaffiliated investment manager, mutual fund sponsor, or vendor) without cost (and/or
at a discount) support services and/or products, certain of which assist Alpha Omega
to better monitor and service client accounts maintained at such institutions. Included
within the support services that may be obtained by Alpha Omega may be investment-
related research, pricing information and market data, software and other technology
that provide access to client account data, compliance and/or practice management-
related publications, discounted or gratis consulting services, discounted and/or gratis
attendance at conferences, meetings, and other educational and/or social events,
marketing support, computer hardware and/or software and/or other products used by
Alpha Omega in furtherance of its investment advisory business operations.
As indicated above, certain of the support services and/or products that may be received
may assist Alpha Omega in managing and administering client accounts. Others do not
directly provide such assistance, but rather assist Alpha Omega to manage and further
develop its business enterprise.
There is no corresponding commitment made by Alpha Omega to Schwab or any other
entity to invest any specific amount or percentage of client assets in any specific mutual
funds, securities or other investment products as a result of the above arrangement.
Alpha Omega’s Chief Compliance Officer, LeAnn Mitchell, remains available to
address any questions that a client or prospective client may have regarding the above
arrangement and any corresponding conflict of interest.
2. Alpha Omega does not receive referrals from broker-dealers.
3. Alpha Omega does not generally accept directed brokerage arrangements (when a
client requires that account transactions be effected through a specific broker-dealer).
In such client directed arrangements the client will negotiate terms and arrangements
for their account with that broker-dealer, and Alpha Omega will not seek better
execution services or prices from other broker-dealers or be able to "batch" the client's
transactions for execution through other broker-dealers with orders for other accounts
managed by Alpha Omega. As a result, client may pay higher commissions or other
transaction costs or greater spreads, or receive less favorable net prices, on transactions
for the account than would otherwise be the case.
In the event that the client directs Alpha Omega to effect securities transactions for the
client's accounts through a specific broker-dealer, the client correspondingly
acknowledges that such direction may cause the accounts to incur higher commissions
or transaction costs than the accounts would otherwise incur had the client determined
to effect account transactions through alternative clearing arrangements that may be
available through Alpha Omega. Higher transaction costs adversely impact account
performance.
Transactions for directed accounts will generally be executed following the execution
of portfolio transactions for non-directed accounts.
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B. To the extent that Alpha Omega provides investment management services to its clients,
the transactions for each client account generally will be effected independently, unless
Alpha Omega decides to purchase or sell the same securities for several clients at
approximately the same time. Alpha Omega may (but is not obligated to) combine or
“bunch” such orders to seek best execution, to negotiate more favorable commission rates
or to allocate equitably among Alpha Omega’s clients differences in prices and
commissions or other transaction costs that might have been obtained had such orders been
placed independently. Under this procedure, transactions will be averaged as to price and
will be allocated among clients in proportion to the purchase and sale orders placed for
each client account on any given day. Alpha Omega shall not receive any additional
compensation or remuneration as a result of such aggregation.
Item 13
Review of Accounts
A. For those clients to whom Alpha Omega provides investment supervisory services,
account reviews are conducted on an ongoing basis by Alpha Omega's Partners and
representatives. All investment supervisory clients are advised that it remains their
responsibility to advise Alpha Omega of any changes in their investment objectives and/or
financial situation. All clients (in person or via telephone) are encouraged to review
financial planning issues (to the extent applicable), investment objectives and account
performance with Alpha Omega on an annual basis.
B. Alpha Omega may conduct account reviews on an other than periodic basis upon the
occurrence of a triggering event, such as a change in client investment objectives and/or
financial situation, market corrections and client request.
C. Clients are provided, at least quarterly, with written transaction confirmation notices and
regular written summary account statements directly from the broker-dealer/custodian
and/or program sponsor for the client accounts. Alpha Omega may also provide a written
periodic report summarizing account activity and performance.
Item 14
Client Referrals and Other Compensation
A. As referenced in Item 12.A.1 above, Alpha Omega receives an economic benefit from
Schwab in the form the support products and services it makes available to us and other
independent investment advisors whose clients maintain their accounts at Schwab. In
addition, Schwab has also agreed to pay for certain products and services for which we
would otherwise have to pay once the value of our clients’ assets in accounts at Schwab
reaches a certain amount. These products and services, how they benefit us, and the related
conflicts of interest are described above (See Item 12 Brokerage Practices).
There is no corresponding commitment made by Alpha Omega to Schwab or any other
entity to invest any specific amount or percentage of client assets in any specific mutual
funds, securities or other investment products as a result of the above arrangement.
B. Alpha Omega does not compensate, directly or indirectly, any person, other than its
employees for client introductions.
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Item 15
Custody
Alpha Omega shall have the ability to have its advisory fee for each client debited by the
custodian on a quarterly basis. Clients are provided, at least quarterly, with written
transaction confirmation notices and regular written summary account statements directly
from the broker-dealer/custodian and/or program sponsor for the client accounts. Alpha
Omega may also provide a written periodic report summarizing account activity and
performance. To the extent that Alpha Omega provides clients with periodic account
statements or reports, the client is urged to compare any statement or report provided by
Alpha Omega with the account statements received from the account custodian. The
account custodian does not verify the accuracy of Alpha Omega’s advisory fee calculation.
Custody Situations: Alpha Omega engages in other practices and services on behalf of
its clients that require disclosure at ADV Part 1, Item 9. Some of the practices and services
subject the affected account(s) to an annual surprise CPA examination in accordance with
the requirements of Rule 206(4)-2 under the Investment Advisers Act of 1940. In addition,
certain clients have signed asset transfer authorizations which permit the qualified
custodian to rely upon instructions from Alpha Omega to transfer client funds to “third
parties.” These arrangements are also reflected at ADV Part 1, Item 9, but in accordance
with the guidance provided in the SEC’s February 21, 2017 Investment Adviser
Association No-Action Letter, the affected accounts are not subjected to an annual surprise
CPA examination.
Item 16
Investment Discretion
The client can determine to engage Alpha Omega to provide investment advisory services
on a discretionary basis. Prior to Alpha Omega assuming discretionary authority over a
client’s account, the client shall be required to execute an Investment Advisory Agreement,
naming Alpha Omega as the client’s attorney and agent in fact, granting Alpha Omega full
authority to buy, sell, or otherwise effect investment transactions involving the assets in
the client’s name found in the discretionary account.
Clients who engage Alpha Omega on a discretionary basis may, at any time, impose
restrictions, in writing, on Alpha Omega’s discretionary authority. (i.e., limit the
types/amounts of particular securities purchased for their account, exclude the ability to
purchase securities with an inverse relationship to the market, limit or proscribe Alpha
Omega’s use of margin, etc.).
Item 17
Voting Client Securities
Unless the client directs otherwise in writing, Alpha Omega is responsible for voting client
proxies. Alpha Omega shall vote proxies in accordance with its Proxy Voting Policy, a
copy of which is available upon request. Alpha Omega shall monitor corporate actions of
individual issuers and investment companies consistent with Alpha Omega’s fiduciary
duty to vote proxies in the best interests of its clients. Although the factors which Alpha
Omega will consider when determining how it will vote differ on a case by case basis,
they may, but are not limited to, include the following: a review of recommendations from
issuer management, shareholder proposals, cost effects of such proposals, effect on
employees and executive and director compensation.
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With respect to individual issuers, Alpha Omega may be solicited to vote on matters
including corporate governance, adoption or amendments to compensation plans
(including stock options), and matters involving social issues and corporate responsibility.
With respect to investment companies (e.g., mutual funds), Alpha Omega may be solicited
to vote on matters including the approval of advisory contracts, distribution plans, and
mergers.
Alpha Omega shall maintain records pertaining to proxy voting as required pursuant to
Rule 204-2 (c)(2) under the Advisers Act. Copies of Rules 206(4)-6 and 204-2(c)(2) are
available upon written request. In addition, information pertaining to how Alpha Omega
voted on any specific proxy issue is also available upon written request. Requests should
be made by contacting Alpha Omega’s Chief Compliance Officer, LeAnn Mitchell.
Class Action Lawsuits
Occasionally, securities held in the accounts of clients will be the subject of class action
lawsuits. Alpha Omega has retained the services of Chicago Clearing Corporation to
provide a comprehensive review of our clients’ possible claims to a settlement throughout
the class action lawsuit process. Chicago Clearing Corporation actively seeks out any open
and eligible class action lawsuits. Additionally, Chicago Clearing files, monitors and
expedites the distribution of settlement proceeds in compliance with SEC guidelines on
behalf of our clients. Chicago Clearing’s filing fee is contingent upon the successful
completion and distribution of the settlement proceeds from a class action lawsuit. In
recognition of Chicago Clearing’s services, Chicago Clearing receives 20% of our clients’
share of the settlement distribution. Where Alpha Omega receives written or electronic
notice of a class action lawsuit, settlement, or verdict affecting securities owned by clients,
it will work to assist clients and Chicago Clearing Corporation in the gathering of required
information and submission of claims. Clients may opt out of the Chicago Clearing
Corporation’s service by contacting Alpha Omega’s Chief Compliance Officer, LeAnn
Mitchell.
Item 18
Financial Information
A. Alpha Omega does not solicit fees of more than $1,200, per client, six months or more in
advance.
B. Alpha Omega is unaware of any financial condition that is reasonably likely to impair its
ability to meet its contractual commitments relating to its discretionary authority over
certain client accounts.
C. Alpha Omega has not been the subject of a bankruptcy petition.
Alpha Omega’s Chief Compliance Officer, LeAnn Mitchell, remains available to address
any questions that a client or prospective client may have regarding the above disclosures
and arrangements.
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