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Item 1 – Cover Page
Austin Wealth Management, LLC
5209 Burnet Rd., Ste. 210
Austin, TX 78756
512‐467‐2000
October 23, 2025
This Brochure provides information about the qualifications and business practices of Austin Wealth Management, LLC. If you have
any questions about the contents of this Brochure, please contact us at 512‐467‐2000 or via email at derek@austinwealthmgmt.com.
The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”)
or by any state securities authority.
Austin Wealth Management, LLC (“AWM”) is a Registered Investment Adviser. Registration of an Investment Adviser does not imply
any level of skill or training. The oral and written communications of an Adviser provide you with information that you may use to
determine whether to hire or retain them.
Additional information about AWM is also available via the SEC’s website www.adviserinfo.sec.gov. You can search this site by using
a unique identifying number, known as a CRD number. The CRD number for AWM is 172793. The SEC’s web site also provides
information about any persons affiliated with AWM who are registered, or are required to be registered, as Investment Adviser
Representatives of AWM.
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ADV Part 2AB
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Item 2 – Material Changes
This Brochure dated October 23, 2025, is an amendment to the firm’s previously published Brochure.
Since the filing of the firm’s last annual update Brochure dated March 30, 2025, subsequently amended July 14, 2025, July 16, 2025, August 30, 2025, and September
18, 2025, we have update our Brochure to reflect our new office address and have updated detail related to brokerage practices. We have also made various other
minor updates to the Brochure but no other material changes were made.
Pursuant to regulatory requirements, we will deliver to you a summary of any material changes to this and subsequent Brochures within 120 days of the close of our
fiscal year. We may further provide other ongoing disclosure information about material changes as necessary. All such information will be provided to you free of
charge. Currently, our Brochure may be requested at any time, without charge, by contacting Derek Ripp at 512‐467‐2000.
Additional information about AWM is also available via the SEC’s website www.adviserinfo.sec.gov. You can search this site by using a unique identifying number,
known as a CRD number. The CRD number for AWM is 172793. The SEC’s web site also provides information about any persons affiliated with AWM who are registered,
or are required to be registered, as Investment Adviser Representatives of AWM.
Austin Wealth Management, LLC
ADV Part 2AB
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Item 3 – Table of Contents
Item 1 – Cover Page
1
Item 2 – Material Changes
2
Item 3 – Table of Contents
3
Item 4 – Advisory Business
6
Services
6
1.
Financial Planning Project
6
2. Wealth Management Services
7
3. Qualified Retirement Plan Advisory Services
9
4. Ongoing Institutional Sub‐Advisory Services
9
Item 5 – Fees and Compensation
10
1.
Financial Planning Project Fee
10
2. Wealth Management Services Fees
10
3. Qualified Retirement Plan Advisory Services Fees
11
4. Ongoing Institutional Sub‐Advisory Service Fees
11
Item 6 – Performance Based Fee and Side by Side Management
11
Item 7 – Types of Client(s)
11
Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss
12
1.
Fundamental Analysis
12
2. Modern Portfolio Theory (MPT)
12
3.
Technical Analysis
12
4.
Cyclical Analysis
13
5.
Risks
13
Item 9 – Disciplinary Information
15
Item 10 – Other Financial Industry Activities and Affiliations
15
1.
Broker Dealer Relationship
15
2.
Insurance
15
3. Other Affiliations
15
Item 11 – Code of Ethics, Participation or Interest in Client Accounts and Personal Trading
15
1.
General Information
15
2.
Participation or Interest in Client Accounts
15
3.
Personal Trading
15
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4.
Privacy Statement
15
5.
Conflicts of Interest
16
Item 12 – Brokerage Practices
16
Item 13 – Review of Accounts
17
1.
Reviews
17
2.
Reports
17
Item 14 – Client Referrals and Other Compensation
17
Item 15 – Custody
18
Item 16 – Investment Discretion
18
Item 17 – Voting Client Securities
18
Item 18 – Financial Information
18
ADV Part 2B Brochure Supplement – Kevin Xavier Smith
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
20
Item 3 – Disciplinary History
20
Item 4 – Other Business Activities
20
Item 5 – Additional Compensation
20
Item 6 – Supervision
21
ADV Part 2B Brochure Supplement – Derek David Ripp
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
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Item 3 – Disciplinary History
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Item 4 – Other Business Activities
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Item 5 – Additional Compensation
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Item 6 – Supervision
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ADV Part 2B Brochure Supplement – John R. Toungate
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
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Item 3 – Disciplinary History
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Item 4 – Other Business Activities
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Item 5 – Additional Compensation
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Item 6 – Supervision
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ADV Part 2AB
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ADV Part 2B Brochure Supplement – Matthew Weston Pierce
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Item 1 – Cover Page
26
Item 2 – Educational Background and Business Experience
27
Item 3 – Disciplinary History
27
Item 4 – Other Business Activities
27
Item 5 – Additional Compensation
27
Item 6 – Supervision
27
ADV Part 2B Brochure Supplement – Michael Shane McDougald, CFP®
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Item 1 – Cover Page
28
Item 2 – Educational Background and Business Experience
29
Item 3 – Disciplinary History
29
Item 4 – Other Business Activities
29
Item 5 – Additional Compensation
29
Item 6 – Supervision
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ADV Part 2B Brochure Supplement – Anna Bell Farrar Gall
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
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Item 3 – Disciplinary History
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Item 4 – Other Business Activities
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Item 5 – Additional Compensation
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Item 6 – Supervision
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ADV Part 2B Brochure Supplement – Manisha Gupta, CFP®
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
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Item 3 – Disciplinary History
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Item 4 – Other Business Activities
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Item 5 – Additional Compensation
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Item 6 – Supervision
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ADV Part 2B Brochure Supplement – David W. Lowe, CFP®
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Item 1 – Cover Page
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Item 2 – Educational Background and Business Experience
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Item 3 – Disciplinary History
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Item 4 – Other Business Activities
35
Item 5 – Additional Compensation
35
Item 6 – Supervision
35
ADV Part 2B Brochure Supplement – Nicolle L. Yates, CFP®
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Item 1 – Cover Page
36
Item 2 – Educational Background and Business Experience
37
Item 3 – Disciplinary History
37
Item 4 – Other Business Activities
37
Item 5 – Additional Compensation
37
Item 6 – Supervision
37
Item 4 – Advisory Business
Austin Wealth Management, LLC (“AWM”) is a Registered Investment Adviser (“Adviser”) which offers investment advice and other financial services to clients.
We provide investment advice through Investment Adviser Representatives (“Advisor”) associated with us. These individuals are appropriately licensed, qualified, and
authorized to provide advisory services on our behalf. In addition, all advisors are required to have a college degree, professional designation, or equivalent professional
experience.
AWM was founded in 2009 by Daniel Davila III (now retired) and Kevin X. Smith. Derek Ripp serves as the Chief Compliance Officer for AWM.
Our core principles are Education, Advocacy, and Accountability. We serve as professional educators and client‐driven advocates because we believe that a well‐
informed client is necessary to make important financial decisions. Our mission is to constantly improve the way financial advice is given, by using illustrations and
analogies to make complex concepts easier to grasp, so that people will make better decisions to improve their quality of life and sense of financial security. We have
built a team of professionals with specialized knowledge, who work together to collectively serve our clients by communicating effectively, making sure changes take
place, progress is made, and our clients are happy.
Services
We offer two primary services designed for individuals, high net worth individuals, trusts, and estates: (a) an up front, one‐time comprehensive Financial Planning
Project and (b) ongoing Wealth Management services, which includes both financial planning and investment advisory services. For select clients, we offer Financial
Planning only and Investment Advisory only services.
Because AWM is a registered investment adviser, we are required to meet certain fiduciary standards when providing investment advice to clients. Additionally, when
we provide investment advice related to a retirement plan account or an individual retirement account, we are considered fiduciaries 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. As such, we are required
to act in your best interest and not put our interest ahead of yours, even though our compensation creates some conflicts with your interests in that the more you have
us manage, the more we can earn. Our clients however are under no obligation to use services recommended by our associated persons. Furthermore, we believe
that our recommendations are in the best interests of our clients and are consistent with our clients’ needs.
We also provide consulting and advisory services to small business owners and human resources teams for employer‐sponsored retirement plans in accordance with
the Employee Retirement Income Security Act (“ERISA”) through our 401(PRO) service. The services provided are ERISA 3(21) and 3(38) fiduciary services. When
delivering ERISA services, we will perform these services for the retirement plan as a fiduciary under ERISA Section 3(21)(A)(ii) and will act in good faith and with the
degree of diligence, care and skill that a prudent person rendering similar services would exercise under similar circumstances. These services are provided on a
discretionary basis for ERISA 3(38) services and a non‐discretionary basis for ERISA 3(21) services.
Additionally, we provide ongoing sub‐advisory services to other investment advisers.
1. Financial Planning Project
A Financial Planning Project generally consists of an initial evaluation of the client’s financial situation and the presentation of a comprehensive financial plan. In
performing this service, we typically examine and analyze your overall financial situation, which may include issues such as taxes, insurance needs, overall debt, credit,
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business planning, retirement savings and reviewing your current investment program. Our services may include all or only one of the items listed below, depending
upon the scope of our engagement with you:
Financial Planning Project Services
Data Collection and Organization Detailed collection and organization of all relevant financial data
Goal Planning
Prioritizing financial objectives and organizing a strategy accordingly
Cash Flow Budgeting
Extensive cash flow analysis and budgeting
Insurance Planning
Life, disability and long‐term care insurance and annuity analysis
Estate Planning
Review of existing estate plan and proposed updates
Retirement Income Planning
Advance income distribution strategies
A financial planning project can also be a more much more specific in nature, focusing on one particular topic (e.g. business exit planning) rather than multiple topics
as detailed above.
To produce a comprehensive financial plan, it is essential that you provide the information and documentation we request regarding your income, investments, taxes,
insurance, estate plan, etc. We will discuss your investment objectives, needs and goals, but you are obligated to inform us of any changes. We do not verify any
information obtained from you, your attorney, accountant or other professionals.
For a more specialized financial planning project, we would likely only need information and documentation from you related to the specific area being reviewed.
At the conclusion of a comprehensive financial planning project, you will receive a written agreement detailing the services, fees, terms and conditions of a continued
Wealth Management services relationship with us. You will also receive this Brochure. You are under no obligation to continue working with us nor are you required
to implement the recommendations in your comprehensive financial plan through us. You may implement your financial plan recommendations through any financial
organization of your choice.
At the conclusion of a more specialized financial planning project, the analysis or reporting you receive would depend on the specific area being reviewed.
2. Wealth Management Services
Most clients choose to engage AWM after the delivery of their comprehensive financial plan using our ongoing Wealth Management services, which consist of both
Financial Planning services and Investment Advisory services, as described below. The specific services provided will be included in your Wealth Management services
agreement.
Financial Planning Services
AWM will continue to assist the Client in making progress towards the goals outlined in the comprehensive financial plan and make adjustments as the Client’s financial
objectives change. Services may include, but are not limited to:
●
Periodic review with the Client of the financial plan and progress metrics
●
Facilitating transfers and other financial transactions on behalf of the Client
●
Providing periodic guidance to the Client regarding important financial decisions
●
Coordinating annual tax preparation with the Client’s CPA, as desired
●
Adjusting the Client’s financial plan and objectives over time, as needs change
Note: Individual financial planning services provided will be based on the specific needs of each client.
Investment Advisory Services
AWM will provide discretionary investment management and advisory services to the client for assets the client maintains, either in a personal capacity as a direct
owner or in a fiduciary capacity, in investment accounts and any sub‐accounts thereof, collectively referred to as “Managed Assets.” Specifically, AWM will make asset
allocation and investment recommendations and will execute and monitor settlement of trades related to those recommendations. With a Managed Asset account,
you engage us to assist you in developing a personalized investment allocation program and custom‐tailored portfolio designed to meet your unique investment
objectives. The investments in the portfolio may include mutual funds, ETFs, stocks, bonds, equity options, futures, etc., and the actual selection of investments is
usually based on AWM model portfolios but may be more specialized depending on your circumstances. In some cases, AWM may delegate investment management
and trading responsibility to various sub‐advisors with whom AWM may have an arrangement for providing more specialized investment management services.
Additional information about such sub‐advisors is available from AWM upon request. Clients may limit or instruct AWM as to investment decisions by written objectives,
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ADV Part 2AB
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guidelines, or restrictions furnished to AWM. AWM will not provide supervision, investment recommendations, or ongoing management of client investments that are
not identified as Managed Assets by AWM and the client.
We will meet with you to discuss your financial circumstances, investment goals and objectives, and to determine your risk tolerance. We will ask you to provide
statements summarizing current investments, income and other earnings, recent tax returns, retirement plan information, other assets and liabilities, wills and trusts,
insurance policies, and other pertinent information.
Based on the information you share with us, we will analyze your situation and recommend an appropriate asset allocation or investment strategy. You will be provided
with a targeted strategic allocation of assets by class. Our recommendations and ongoing management are based upon your investment goals and objectives, risk
tolerance, and the investment portfolio you have selected. We will monitor the account, trade as necessary, and communicate regularly with you. Your circumstances
shall be monitored in quarterly and annual account reviews. These reviews will be conducted in person, by telephone conference, and/or via a written
inquiry/questionnaire. We will work with you on an ongoing basis to evaluate your asset allocation as well as rebalance your portfolio to keep it in line with your goals
as necessary. We will be reasonably available to help you with questions about your account. As part of this service, we may provide any or all of the items listed
below:
●
Review your present financial situation
● Monitor and track assets under management
●
Provide portfolio statements, periodic rate of return reports, asset allocation statement, rebalanced statements as needed
●
Advise on asset selection
●
Determine market divisions through asset allocation models
●
Provide research and information on performance and fund management changes
●
Build a risk management profile for you
●
Assist you in setting and monitoring goals and objectives
●
Provide personal consultations as necessary upon your request or as needed.
You are obligated to notify us promptly when your financial situation, goals, objectives, or needs change. Under certain conditions, securities from outside accounts
may be transferred into your advisory account; however, we may recommend that you sell any security if we believe that it is not suitable for the current recommended
investment strategy. You are responsible for any taxable events in these instances. Certain assumptions may be made with respect to interest and inflation rates and
the use of past trends and performance of the market and economy. Past performance is not indicative of future results.
If you decide to implement our recommendations, we will help you open a custodial account(s). The funds in your account will generally be held in a separate account,
in your name, at an independent custodian, and not with us. We will recommend a custodian to you, however you may use a preferred custodian.
Trading may be required to meet initial allocation targets, after substantial cash deposits that require investment allocation, and/or after a request for a withdrawal
that requires liquidation of a position. Additionally, your account may be rebalanced or reallocated periodically in order to reestablish the targeted percentages of your
agreed upon asset allocation. This rebalancing or reallocation will occur on the schedule we have determined together. You will be responsible for any and all tax
consequences resulting from any rebalancing or reallocation of the account. We are not tax professionals and do not give tax advice. However, we will work with your
tax professionals to assist you with tax planning. You will have the opportunity to meet with us periodically to review the assets in your account.
You will enter into a separate custodial agreement with the custodian. This agreement, among other things, authorizes the custodian to take instructions from us
regarding all investment decisions for your account. We will select the securities bought and sold and the amount to be bought and sold, within the parameters of the
objectives and risk tolerance of your account. The custodian will effect transactions, deliver securities, make payments and do what we instruct. You are notified of
any purchases or sales through trade confirmations and statements that are provided by the custodian. These statements list the total value at the start of the month,
itemize all transaction activity during the month, and list the types, amounts, and total value of securities held as of the end of the month. Your statement may be in
either printed or electronic form based upon your preferences. You will at all times maintain full and complete ownership rights to all assets held in your account,
including the right to withdraw securities or cash, proxy voting and receiving transaction confirmations.
We will also provide you with a quarterly performance statement starting at the end of the first full calendar quarter after signing the Client Advisory Agreement. These
statements give you additional feedback regarding performance, educate you about our long‐term investment philosophy, and describe any changes in current strategy
and allocation along with the reasons for making these changes.
We obtain information from a wide variety of publicly available sources. We do not have any inside private information about any investments that are recommended.
All recommendations developed by us are based upon our professional judgment. We cannot guarantee the results of any of our recommendations. Choosing which
advice to follow is your decision.
As of 12/31/2024, we managed approximately $732,141,817 in assets on a discretionary basis, and another $34,272,246 in assets on a non‐discretionary basis.
We manage assets on a discretionary and/or non‐discretionary basis. If you have given us discretion, we can determine the following without your consent:
●
Securities to be bought or sold for your account
●
Amount of securities to be bought or sold for your account
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ADV Part 2AB
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●
Broker‐dealer to be used for a purchase or sale of securities for your account
●
Commission rates to be paid to a broker or dealer for your securities transaction.
If you have not given us the authority to manage your account on a discretionary basis, then we cannot trade in your account without your express permission.
3.
Qualified Retirement Plan Advisory Services
As part of our 401(PRO) service, we provide qualified retirement plan advisory services to small business owners and human resources teams to help them manage the
fiduciary liabilities and required services associated with such plans. Under a 3(21) and/or 3(38) fiduciary advisory arrangement, AWM will assist in the recommendation
of investments to plan sponsors, monitor the selected investments to ensure performance, provide participant education, and provide guidance throughout the
fiduciary process. As an ERISA Section 3(21) fiduciary, AWM does not have the authority to make and implement fiduciary decisions for the plan. Our recommendations
relieve plan sponsors of some of the liability associated with their investment decisions, when the decisions are based on our advice. This allows for the plan
sponsor/trustee to retain ultimate decision‐making authority for investments as they may accept or reject the recommendations. The plan sponsor is ultimately
responsible for the selection and monitoring of the 3(21) investment manager and implementation of any of the 3(21) investment manager’s investment
recommendations, and assumes responsibility and liability for any overriding decisions made by the plan sponsor. The plan sponsor will have the opportunity to meet
with us periodically to review the plan strategies.
Plan Sponsors or trustees may also elect to appoint AWM as a 3(38) fiduciary investment manager. Under this arrangement, AWM accepts discretion over plan assets
and assumes full responsibility and liability for fiduciary functions concerning decisions related to the plan assets. As a 3(38) plan fiduciary, we will conduct research to
determine appropriate investment selections and allocations and provide benchmarking analysis of the selections to the plan sponsor on an annual basis.
The data used to determine the investment options is based on estimated, forward‐looking performance of various asset classes and subclasses to create our forward
looking capital markets assumptions (e.g., expected return, expected standard deviation, correlation, etc.). Past performance and the return estimates of the asset
classes and the indexes that correspond to these asset classes may not be representative of actual future performance. Actual results could differ, based on various
factors including the expenses associated with the management of the portfolio, the portfolio’s securities versus the securities comprising the various indexes and
general market conditions. Before a specific investment is selected, other factors such as economic trends, which may influence the choice of investments and risk
tolerance, should be considered. We have the responsibility and authority to determine the investment line up including evaluating investment managers and mutual
fund companies, individual mutual funds, and money market funds which may be retained or replaced.
We also encourage you to consult with your other professional advisors since we do not provide legal advice that may affect asset classes or allocations used in the
modeling. We will apply guidelines you supply, as directed, however, compliance with these restrictions or guidelines, is your responsibility.
We will also assist you in creating a written investment policy statement (“IPS”) to document the plan’s investment goals and objectives as well as certain policies
governing the investment of assets. The IPS also identifies an investment strategy that seeks to attain the plan’s goals.
We will assist with the establishment, execution, and interpretation of the Investment Policy Statement. The Investment Policy Statement serves as a guide to assist in
effectively supervising, monitoring, and evaluating the investment of the plan’s assets. We will either individually or in conjunction with other plan service providers
prepare a draft of the IPS based upon information furnished by you and your firm designed to profile various factors for the account such as investment objectives, risk
tolerances, projected cash flow, and demographics of your retirement plan participants. It is your responsibility to provide all necessary information for the preparation
of the IPS, particularly any limitations imposed by law or otherwise. This draft IPS is then submitted to you for review and approval. We recommend that your
professional advisors, such as an attorney, actuary, and/or accountant, also review the IPS.
Upon your final approval, it is our responsibility to adhere to the IPS in managing the retirement program. We encourage you to review accounts periodically to verify
our compliance with the IPS.
The Investment Policy Statement will be reviewed at least annually to determine whether stated investment objectives are still relevant and the continued feasibility
of achieving those objectives. However, the Investment Policy Statement is not expected to vary much from year to year and the IPS will not be updated to account for
short term changes in market conditions or the economic environment.
We will also monitor the current managed investment line up including the investment’s performance compared to an applicable benchmark. If we determine that a
fund no longer meets our criteria, we will select possible alternatives and assist in the selection of a replacement investment.
If you decide to implement any of our recommendations, we will help you open a custodial account(s) for the plan. The funds in your account will be held in a separate
account, in the plan’s name, at an independent custodian, not with us.
4. Ongoing Institutional Sub‐Advisory Services
AWM offers non‐discretionary investment management and advisory services to other investment advisers for assets the adviser maintains for its clients.
Specifically, AWM will make asset allocation and investment recommendations to the adviser related to the adviser’s clients in the form of risk‐based portfolio models
from which the adviser may choose, and upon the adviser’s approval will execute and monitor settlement of trades related to those portfolio models. AWM can limit
recommendations and make trades for the adviser’s clients according to the instructions furnished by the adviser to AWM in writing. AWM can also provide
performance related reporting to the adviser which the adviser may share with the adviser’s clients at the adviser’s discretion.
AWM does not provide supervision, investment recommendations, performance reporting, or ongoing management of an adviser’s clients investments that are not
identified as managed assets by AWM and the adviser.
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Item 5 – Fees and Compensation
We provide financial planning project, wealth management, and qualified retirement plan services for a fee. Our fees do not include brokerage commissions, transaction
fees, and other related costs and expenses. You may incur certain charges imposed by custodians, third party investment companies and other third parties. These
include fees charged by managers, custodial fees, deferred sales charges, odd‐lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and
taxes on brokerage accounts and securities transactions. Mutual funds, money market funds and exchange‐traded funds (ETFs) also charge internal management fees,
which are disclosed in the fund’s prospectus. These fees may include, but are not limited to, a management fee, upfront sales charges, and other fund expenses. We
do not receive any compensation from these fees. All of these fees are in addition to the management fee you pay us. You should review all fees charged to fully
understand the total amount of fees you will pay. Services similar to those offered by us may be available elsewhere for more or less than the amounts we charge. You
could invest in a mutual fund directly without our services. In that case, you would not receive the services provided by us which are designed, among other things, to
assist you in determining which mutual fund or funds are most appropriate to your financial condition and objectives.
1. Financial Planning Project Fee
The Financial Planning Projects Fee is generally charged as a fixed fee of $2,500‐$20,000, depending upon the nature and complexity of the engagement and the client's
circumstances. Sometimes incentive fees are charged, such as when related to the sale of a business. The Financial Planning Project agreement will detail the fee you
will pay for this service. The total fee may be due at the time the agreement is signed or at a later date, depending on the type of engagement. We do not accept
prepayment of more than $500 in fees per client, six months or more in advance. The Financial Planning Project agreement will terminate once the project is completed,
such as when you receive the final plan and action item list, etc. Either party may terminate the relationship with a thirty (30) day written notice. Upon termination of
any account, any prepaid fees that are in excess of the planning services provided will be prorated and promptly refunded to you via check. Any fees that are due, but
have not been paid, will be billed to you and are due immediately.
If the financial plan is implemented through us, we may receive compensation from the sale of insurance products or advisory services recommended in the financial
plan. This compensation would be in addition to the financial planning project fee you pay. The fees and expenses you pay for the purchase of these products may be
more or less than the expenses you would pay should you decide to implement our recommendations through another investment advisory firm or broker‐dealer and
are typically determined by the broker‐dealer or investment company sponsoring the product. Therefore, a conflict of interest may exist between our interests and
your interests since we may recommend products that pay us compensation. We may have an incentive to recommend particular products based upon the potential
compensation rather than your needs. This potential conflict is addressed in our Code of Ethics.
All recommendations developed by us are based upon our professional judgment. We cannot guarantee the results of any of our recommendations.
2. Wealth Management Services Fees
Wealth Management Services Fees consist of both Financial Planning Service Fees and Investment Advisory Service Fees, as documented below:
Financial Planning Services Fees
Financial Planning Service fees are charged as an ongoing fixed monthly fee. The fixed fee varies depending on the complexity of each client’s circumstances, however
most clients will be charged at a rate of $250/month. The fixed fee will be billed in arrears and will continue until the client provides written notification that they are
terminating the service. The fee can be paid either monthly through direct billing or quarterly out of managed household asset account along with all investment
advisory fees, as documented below.
Investment Advisory Services Fees
Investment Advisory service fees are charged as an annual percentage of total household Managed Assets according to the following Fee Table:
Annual Asset Based Fee
Annual Asset Based Fee
Total Household Managed Assets
(Packaged with Financial Planning)
(Investment Advisory Services Only)
First $250,000
Included
1.00 %
Next $250,000
0.90%
0.90%
Next $500,000
0.80%
0.80%
Next $500,000
0.70%
0.70%
Next $500,000
0.60%
0.60%
Next $3,000,000
0.50%
0.50%
Over $5,000,000
Custom
Custom
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Investment Advisory Service Fees are paid quarterly in arrears and calculated by multiplying the average daily balance of household accounts comprising the Managed
Assets by the applicable fee percentage, then multiplied by the number of days in the quarter divided by 365 days in the year. Investment advisory service fees are
deducted from a Managed Asset account. Managed Assets that belong to the same household may be grouped for the purpose of determining the fee, as directed by
the client. A “household” comprises the beneficial owner of a Managed Asset account, as well as the beneficial owner’s spouse or domestic partner.
Certain strategies offered by us involve investment in mutual funds. Load and no load mutual funds may pay annual distribution charges, sometimes referred to as
“12(b)(1) fees”. These 12(b)(1) fees come from fund assets, and thus indirectly from clients’ assets. We do not receive any compensation from these fees. The 12(b)(1)
fee, deferred sales charges and other fee arrangements will be disclosed upon your request and are typically described in the applicable fund’s prospectus.
Your account at the custodian may also be charged for certain additional assets managed for you by us but not held by the custodian (i.e. variable annuities, mutual
funds, 401(k) plans).
You may also be charged additional fees where AWM has delegated investment management responsibilities to a sub‐advisor. However, you will be asked to approve
any additional sub‐advisory fees in advance. Such fees, generally ranging from 0.27% to 0.35% annually, will only be charged on the applicable assets which have been
delegated to the sub‐advisor.
As AWM has adjusted its services over time, the associated fees and fee structures for those services have also changed. As a result, some existing AWM clients may
be subject to a fee structure that differs from what is described above. In those instances, clients can refer to their current engagement agreement for a list of all fees
and services provided.
3. Qualified Retirement Plan Advisory Services Fees
The standard annual fee for our 401(PRO) service is 0.50% of plan assets, subject to a minimum of $2,500 annually, as outlined in our qualified retirement plan
investment advisory agreement. The fees can be paid out of plan assets or by the individual plan sponsor, or a combination of both, and AWM reserves the right to
adjust the annual fee, as agreed upon by the client and outlined in the qualified retirement plan investment advisory agreement.
401(PRO) clients may also incur fees related to the use of outside service providers including third‐party administrators and record keepers. The fee schedule for each
outside service provider varies dramatically from service provider to service provider. The service provider’s fees will also vary from plan to plan as each plan’s structure
and characteristics are different from the next.
We believe our services help plan sponsors and plan fiduciaries meet their fiduciary duty to the plan and its participants. As a part of our services, we review the fees
of service providers and the transparency of their fees. We will assist the plan sponsors with a review of service providers including the third‐party administrator, daily
record keeper, and custodian to ensure that their services, along with ours, remain competitive to alternatives that are available.
4. Ongoing Institutional Sub‐Advisory Service Fees
Sub‐advisory service fees are generally charged to the primary advisor at a rate of 25% of the total fee charged by the primary adviser to its clients pursuant to the
primary adviser’s client fee schedule.
AWM bills applicable accounts for the total fee, retains its 25%, and pays the remaining 75% of the fee to the primary adviser. Fees are generally billed to clients
quarterly in arrears.
In addition to AWM’s investment sub‐advisory services fees, the applicable adviser’s clients may also incur, relative to all mutual fund purchases, charges imposed at
the mutual fund level (i.e. underlying fund expenses), transaction and administrative fees. Additionally, trading costs may be assessed to the adviser’s clients according
to the agreements made with the applicable custodian(s) or other third party providers.
Item 6 – Performance Based Fee and Side by Side Management
We do not charge any performance‐based fees. These are fees based on a share of capital gains on or capital appreciation of the assets of a client.
Item 7 – Types of Client(s)
We provide financial planning and investment advisory services to individuals, high net worth individuals, trusts, and estates. We also provide qualified retirement plan
investment advisory services to trusts, estates, banks, corporations, and small businesses, and provide ongoing sub‐advisory services to other investment advisers.
We have no minimum account opening balance. Information about the minimums required by sub‐advisors we use is available upon request from AWM’s Chief
Compliance Officer.
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Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss
We approach investment management by utilizing proven financial science that incorporates award‐winning academic research to determine real world investment
solutions. We take a more systematic approach that utilizes low‐cost, highly diversified investment options that attempt to target specific asset class allocations rather
than focusing on individual security selection. (Information about the investment strategies and methods of analysis used by sub‐advisors we use, along with their
associated risks, is available upon request from AWM’s Chief Compliance Officer.)
For accounts we manage in‐house, we use Fundamental Analysis, Modern Portfolio Theory, Technical Analysis, and Cyclical Analysis as part of our overall investment
management discipline. The implementation of these analyses as part of our investment advisory services to you may include any, all or a combination of the following:
1. Fundamental Analysis
Fundamental analysis is a technique that attempts to determine a security’s value by focusing on the underlying factors that affect a company's actual business and its
future prospects. Fundamental analysis is about using real data to evaluate a security's value. It refers to the analysis of the economic well‐being of a financial entity
as opposed to only its price movements.
The end goal of performing fundamental analysis is to produce a value that we can compare with the security's current price, with the aim of figuring out what sort of
position to take with that security (underpriced = buy, overpriced = sell or short).
In order to perform this fundamental analysis, we use many resources, such as:
● Morningstar
●
Financial newspapers and magazines (e.g. Wall Street Journal, Forbes, etc.)
●
Annual reports, prospectuses, filings
●
Company press releases and websites
The investment strategies we use to implement any investment advice given to you include, but are not limited to:
●
Long term purchases ‐securities held at least a year
●
Short term purchases ‐ securities sold within a year
●
Trading ‐securities sold within 30 days
●
Short sales
● Margin Transactions
●
Option writing, including covered options, uncovered options or spreading strategies
2. Modern Portfolio Theory (MPT)
We use Modern Portfolio Theory to help select the funds we use in your account.
Modern portfolio theory tries to understand the market as a whole, rather than looking for what makes each investment opportunity unique. Investments are described
statistically, in terms of their expected long‐term return rate and their expected short‐term volatility. The volatility is equated with "risk," measuring how much worse
than average an investment's bad years are likely to be. The end goal is to identify your acceptable level of risk tolerance, and then to find a portfolio with the maximum
expected return for that level of risk.
3. Technical Analysis
Technical Analysis is a technique that attempts to determine a security’s value by developing models and trading rules based upon price and volume transformation.
Technical analysis assumes that a market’s price reflects all relevant information so the analysis focuses on the history of a security’s trading behavior rather than
external drivers such as economic, fundamental and news events. The practice of technical analysis incorporates the importance of understanding how market
participants perceive and act upon relevant information rather than focusing on the information itself. Ultimately, technical analysts develop trading models and rules
by evaluating factors such as market trends, market participant behaviors, supply and demand and pricing patterns and correlations.
The investment strategies we use to implement any investment advice given to you include, but are not limited to:
Long term purchases (securities held at least a year)
Short term purchases (securities sold within a year)
Trading (securities sold within 30 days)
●
●
●
● Margin Transaction
●
Option writing, including covered, uncovered and spread option strategies.
As with other types of analysis, the predictive nature of technical analysis can vary greatly; models and rules are often modified and updated as new patterns and
behaviors develop. Past performance is not an indicator of future return.
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4. Cyclical Analysis
While we do not attempt to time the market, we may use cyclical analysis in conjunction with other strategies to help determine if shifts are required in your investment
strategies depending upon long and short‐term trends in financial markets and the performance of the overall national and global economy.
5. Risks
We cannot guarantee our analysis methods will yield a return. In fact, a loss of principal is always a risk. Investing in securities involves a risk of loss that you should be
prepared to handle. You need to understand that investment decisions made for your account by us are subject to various market, currency, economic, political and
business risks. The investment decisions we make for you will not always be profitable nor can we guarantee any level of performance.
A list of all risks associated with the strategies, products and methodology we offer are listed below:
1.
Alternative Investment Risk
Investing in alternative investments is speculative, not suitable for all clients, and intended for experienced and sophisticated investors who are willing to bear
the high economic risks of the investment, which can include:
●
Loss of all or a substantial portion of the investment due to leveraging, short‐selling or other speculative investment practices
●
Lack of liquidity in that there may be no secondary market for the fund and none expected to develop
●
Volatility of returns
●
Absence of information regarding valuations and pricing
●
Delays in tax reporting
●
Less regulation and higher fees than mutual funds.
2.
Bond Fund Risk
Bond funds generally have higher risks than money market funds, largely because they typically pursue strategies aimed at producing higher yields of the risks
associated with bond funds include:
●
Call Risk ‐ The possibility that falling interest rates will cause a bond issuer to redeem—or call—its high‐yielding bond before the bond's maturity date.
●
Credit Risk — the possibility that companies or other issuers whose bonds are owned by the fund may fail to pay their debts (including the debt owed
to holders of their bonds). Credit risk is less of a factor for bond funds that invest in insured bonds or U.S. Treasury bonds. By contrast, those that
invest in the bonds of companies with poor credit ratings generally will be subject to higher risk.
●
Interest Rate Risk — the risk that the market value of the bonds will go down when interest rates go up. Because of this, you can lose money in any
bond fund, including those that invest only in insured bonds or Treasury bonds.
●
Prepayment Risk — the chance that a bond will be paid off early. For example, if interest rates fall, a bond issuer may decide to pay off (or "retire") its
debt and issue new bonds that pay a lower rate. When this happens, the fund may not be able to reinvest the proceeds in an investment with as high
a return or yield.
3.
Fundamental Analysis Risk
Fundamental analysis, when used in isolation, has a number of risks:
●
There are an infinite number of factors that can affect the earnings of a company, and its stock price, over time. These can include economic, political
and social factors, in addition to the various company statistics.
●
The data used may be out of date.
●
It is difficult to give appropriate weightings to the factors.
●
It assumes that the analyst is competent.
●
It ignores the influence of random events such as oil spills, product defects being exposed, and acts of God and so on.
4. Modern Portfolio Theory (MPT) Risk
Modern Portfolio Theory tries to understand the market as a whole and measure market risk in an attempt to reduce the inherent risks of investing in the
market. However, with every financial investment strategy there is a risk of a loss of principal. Not every investment decision will be profitable, and there can be
no guarantee of any level of performance.
5.
Cyclical Analysis Risk
Looking at market cycles in conjunction with other investment strategies can be useful when making investment decisions. However, market cycles are not always
predictable. Each financial investment strategy has benefits and risks. Not every investment decision will be profitable, and there can be no guarantee of any
level of performance.
6.
Insurance Product Risk
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The rate of return on variable insurance products is not stable, but varies with the stock, bond and money market subaccounts that you choose as investment
options. There is no guarantee that you will earn any return on your investment and there is a risk that you will lose money. Before you consider purchasing a
variable product, make sure you fully understand all of its terms. Carefully read the prospectus. Some of the major risks include:
●
Liquidity and Early Withdrawal Risk – There may be a surrender charges for withdrawals within a specified period, which can be as long as six to eight
years. Any withdrawals before a client reaches the age of 59 ½ are generally subject to a 10 percent income tax penalty in addition to any gain being
taxed as ordinary income.
●
Sales and Surrender Charges – Asset‐based sales charges or surrender charges. These charges normally decline and eventually are eliminated the
longer you hold your shares. For example, a surrender charge could start at 7 percent in the first year and decline by 1 percent per year until it reaches
zero.
●
Fees and Expenses – There are a variety of fees and expenses which can reach 2% and more such as:
Administrative fees
Underlying fund expenses
Charges for any special features or riders.
o Mortality and expense risk charges
o
o
o
●
Bonus Credits – Some products offer bonus credits that can add a specified percentage to the amount invested ranging from 1 percent to 5 percent for
each premium payment. Bonus credits, however, are usually not free. In order to fund them, insurance companies typically impose high mortality and
expense charges and lengthy surrender charge periods.
●
Guarantees – Insurance companies provide a number of specific guarantees. For example, they may guarantee a death benefit or an annuity payout
option that can provide income for life. These guarantees are only as good as the insurance company that gives them.
● Market Risk – The possibility that stock fund or bond fund prices overall will decline over short or even extended periods. Stock and bond markets
tend to move in cycles, with periods when prices rise and other periods when prices fall.
●
Principal Risk – The possibility that an investment will go down in value, or "lose money," from the original or invested amount.
7. Mutual Funds Risk
The following is a list of some general risks associated with investing in mutual funds.
●
Country Risk ‐ The possibility that political events (a war, national elections), financial problems (rising inflation, government default), or natural
disasters (an earthquake, a poor harvest) will weaken a country's economy and cause investments in that country to decline.
●
Currency Risk ‐The possibility that returns could be reduced for Americans investing in foreign securities because of a rise in the value of the U.S. dollar
against foreign currencies. Also called exchange‐rate risk.
●
Income Risk ‐ The possibility that a fixed‐income fund's dividends will decline as a result of falling overall interest rates.
●
Industry Risk ‐ The possibility that a group of stocks in a single industry will decline in price due to developments in that industry.
●
Inflation Risk ‐ The possibility that increases in the cost of living will reduce or eliminate a fund's real inflation‐adjusted returns.
● Manager Risk ‐The possibility that an actively managed mutual fund's investment adviser will fail to execute the fund's investment strategy effectively
resulting in the failure of stated objectives.
● Market Risk ‐The possibility that stock fund or bond fund prices overall will decline over short or even extended periods. Stock and bond markets tend
to move in cycles, with periods when prices rise and other periods when prices fall.
●
Principal Risk ‐The possibility that an investment will go down in value, or "lose money," from the original or invested amount.
8. Overall Risks
●
Clients need to remember that past performance is no guarantee of future results. All funds carry some level of risk. You may lose some or all of the
money you invest, including your principal, because the securities held by a fund goes up and down in value. Dividend or interest payments may also
fluctuate, or stop completely, as market conditions change.
●
Before you invest, be sure to read a fund's prospectus and shareholder reports to learn about its investment strategy and the potential risks. Funds
with higher rates of return may take risks that are beyond your comfort level and are inconsistent with your financial goals.
● While past performance does not necessarily predict future returns, it can tell you how volatile (or stable) a fund has been over a period of time.
Generally, the more volatile a fund, the higher the investment risk. If you'll need your money to meet a financial goal in the near‐term, you probably
can't afford the risk of investing in a fund with a volatile history because you will not have enough time to ride out any declines in the stock market.
9.
Stock Fund Risk
Overall "market risk" poses the greatest potential danger for investors in stocks funds. Stock prices can fluctuate for a broad range of reasons, such as the overall
strength of the economy or demand for particular products or services.
10. Technical Analysis risk
●
Technical analysis is derived from the study of market participant behavior and its efficacy is a matter of controversy.
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● Methods vary greatly and can be highly subjective; different technical analysts can sometimes make contradictory predictions from the same data.
● Models and rules can incur sufficiently high transaction costs.
Item 9 – Disciplinary Information
Registered Investment Advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of us or
the integrity of our management. We do not have any information to disclose concerning AWM or any of our investment advisors. We adhere to high ethical standards
for all advisors and associates. We strive to do what is in your best interests.
Item 10 – Other Financial Industry Activities and Affiliations
The investment adviser representatives of AWM have the following outside business activities and/or affiliations to disclose.
1. Broker Dealer Relationship
Kevin X. Smith is a registered representative of Purshe Kaplan Sterling Investments (“PKS”). He may recommend securities products that will pay him a commission
through his broker‐dealer relationship. When such recommendations or sales are made, a conflict of interest exists as the registered representative may receive more
commissions from the sale of these products than from providing you with advisory services. Kevin X. Smith spends approximately 20 hours per month in this role. We
require that all Investment Adviser Reps disclose this conflict of interest when such recommendations are made. We also require Investment Adviser Reps to disclose
to Clients that they may purchase recommended products from other representatives not affiliated with us. Our Code of Ethics requires our investment adviser
representatives do what is in the client’s best interests at all times. Our CCO monitors all transactions to ensure that representatives put their clients first, not the
commission they may receive. The broker‐dealer also monitors all transactions to make certain they are suitable for the client.
Insurance
2.
Kevin X. Smith, Derek Ripp, and John Toungate may recommend insurance products and may also, as independent insurance agents, sell those recommended insurance
products to Clients. The sale of these products accounts for approximately less than 5% of each individual’s time. When such recommendations or sales are made, a
conflict of interest exists as the Insurance licensed Investment Adviser Reps earn insurance commissions for the sale of those products, which may create an incentive
to recommend such products. We require that all Investment Adviser Reps disclose this conflict of interest when such recommendations are made. Also, we require
Investment Adviser Reps to disclose that Clients may purchase recommended insurance products from other insurance agents not affiliated with us.
3. Other Affiliations
N/A
Item 11 – Code of Ethics, Participation or Interest in Client Accounts and Personal Trading
1. General Information
We have adopted a Code of Ethics for all supervised persons of the firm describing its high standards of business conduct, and fiduciary duty to you, our client. The
Code also requires compliance with applicable securities laws, addresses insider trading, and details possible disciplinary measures for violations. All of our supervised
persons must acknowledge the terms of the Code of Ethics annually, or as amended. A copy of the Code of Ethics is available upon request from the firm’s Chief
Compliance Officer.
2. Participation or Interest in Client Accounts
Our Compliance policies and procedures prohibit anyone associated with AWM from having an interest in a client account or participating in the profits of a client’s
account without the approval of the CCO.
3. Personal Trading
Individuals associated with AWM are permitted to buy or sell securities for their personal accounts identical to or different than those recommended to clients.
However, no person employed by AWM is allowed to favor his or her own interest over that of a client or make personal investment decisions based on the investment
decisions of advisory clients.
In order to address potential conflicts of interest, AWM requires that associated persons with access to advisory recommendations provide annual securities holdings
reports and quarterly transaction reports to the firm's Chief Compliance Officer. AWM also requires prior approval from the Chief Compliance Officer for investing in
any IPOs or private placements (limited offerings).
4. Privacy Statement
We are committed to safeguarding your confidential information and hold all personal information provided to us in the strictest confidence. These records include all
personal information that we collect from you or receive from other firms in connection with any of the financial services they provide. We also require other firms
with whom we deal with to restrict the use of your information. Our Privacy Policy is available upon request.
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5. Conflicts of Interest
AWM’s advisors may employ the same strategy for their personal investment accounts as it does for its clients. However, advisors may not place their orders in a way
to benefit from the purchase or sale of a security.
We act in a fiduciary capacity. If a conflict of interest arises between us and you, we shall make every effort to resolve the conflict in your favor. Conflicts of interest
may also arise in the allocation of investment opportunities among the accounts that we advise. We will seek to allocate investment opportunities according to what
we believe is appropriate for each account. We strive to do what is equitable and in the best interests of all the accounts we advise.
Item 12 – Brokerage Practices
The Custodian and Brokers We Use
We do not maintain custody of client assets. Instead, we require all client assets be maintained in an account at a non affiliated “qualified custodian,” generally a
broker‐dealer or bank. We are not affiliated with any particular custodian but instead all custodians are independently owned and operated. The custodian will hold
your assets in a brokerage account and will be able to buy and sell securities on your behalf.
In certain instances, we may also use Purshe Kaplan Sterling Investments (PKS), a registered broker‐dealer and member of FINRA, as a broker. Some of our investment
adviser representatives are affiliated with PKS, may recommend securities or insurance products offered by PKS, and may receive normal commissions if products are
purchased through them. Thus, a conflict of interest exists between the interests of the associated persons and those of our advisory clients. However, clients are
under no obligation to purchase products recommended by these associated persons or to purchase products either through these associated persons or PKS.
While we may recommend that you use a particular custodian/broker, you will ultimately decide whether to do so and will open your account with the custodian/broker
by entering into an account agreement directly with one of them. We cannot actually open accounts for you, but we can assist you in opening an account at whatever
custodian/broker you decide to use.
How We Select Custodians and Brokers
When recommending a custodian or broker for our clients, we consider many different factors including quality of service, types of services offered, overall capability,
execution quality, competitiveness of transaction costs, availability of investment research, reputation of the firm, and financial resources, among other things. In
determining the reasonableness of a broker’s compensation, we consider the overall cost to you relative to the benefits you receive, both directly and indirectly, from
the broker.
Your Brokerage and Custody Costs
Our clients receive various services directly from our custodians. For our clients’ accounts that they maintain, the custodian may either charge for custodial and trade
services as an asset based fee or may instead be compensated by charging commissions or other fees on trades that it executes or trades that are executed by other
brokers to and from the custodial accounts. Fees applicable to our client accounts were negotiated based on the condition that our clients collectively maintain a
certain level of assets at the custodian. We feel this commitment benefits you because we expect the overall rates you pay will be lower than they might be otherwise.
Since custodians often charge clients a fee for each trade that we have executed by a different broker‐dealer, we have the custodians execute most trades for your
account in order to minimize your trading costs.
We have determined that having the custodians execute most trades is consistent with our duty to seek “best execution” of your trades. Best execution means seeking
the most favorable terms for a transaction based on all relevant factors, including those listed above.
Products and Services Available to Us from Brokers/Custodians
The custodians provide us and our clients with access to their institutional brokerage services like trading, custody, reporting, and related services, many of which are
not typically available to retail customers. The custodians also make available various support services, some of which may help us manage or administer our clients’
accounts, while others may help us manage and grow our business.
Other institutional brokerage services which benefit you directly include access to a broad range of investment products, execution of securities transactions, and asset
custody. The investment products available through the custodians include some to which we might not otherwise have access or that would require a significantly
higher minimum initial investment by our clients.
The custodians may also make available to us other products and services that benefit us but may not directly benefit you or your account. These products and services
assist us in managing and administering our clients’ accounts. They include investment research, both the custodians’ own and that of third parties. We may use this
research to service all or a substantial number of our clients’ accounts, including accounts not maintained at the custodians. In addition to investment research, the
custodians may also make available software and other technology that provide access to client account data, facilitate trade execution for multiple client accounts,
provide pricing and other market data, facilitate payment of our fees from our clients’ accounts, and assist with back‐office functions, recordkeeping, and client
reporting.
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The custodians may also offer other services intended to help us manage and further develop our business. These services include educational conferences and events,
consulting on technology, compliance, legal, and business needs, publications and conferences on practice management and business succession, and access to
employee benefits providers, human capital consultants, and insurance providers.
The availability of these services from the custodians benefits us because we do not have to produce or purchase them. Of course, this may give us an incentive to
recommend that you maintain your account with a particular custodian based on our interests rather than yours, which is a potential conflict of interest. We believe,
however, that our recommendation of a custodian is in the best interests of our clients, and is primarily supported by the scope, quality, and price of the custodian’s
services and not the custodian’s services that benefit only us.
Aggregation of Transactions
AWM may, from time to time, aggregate client orders into blocks in order to facilitate more efficient account management and execution. When aggregating orders,
an average price is given to all participants in the block, or other measures are taken, in order to treat all accounts fairly.
Item 13 – Review of Accounts
1. Reviews
Reviews of portfolio holdings are conducted at least quarterly, and reviews of a client’s financial situation, risk tolerance and goals are conducted at least annually (or
as agreed to by AWM and the applicable client). Both types of reviews will be conducted by the investment adviser representative assigned to the account, and the
timing of which will occur at AWM’s discretion or upon client request. You may request more frequent reviews and may set thresholds for triggering events that
would cause a review to take place. We may also perform more frequent reviews based on other factors which for example may include changes and shifts in the
economy, changes to the management and structure of a mutual fund or company in which client assets are invested, and market shifts and corrections.
Information about the review practices of sub‐advisors we use is available upon request from AWM’s Chief Compliance Officer.
2. Reports
You will be provided with account statements reflecting the transactions occurring in the account on at least a quarterly basis. These statements will be written or
electronic depending upon what you selected when you opened the account. You will be provided with paper confirmations for each securities transaction executed
in the account. You are obligated to notify us of any discrepancies in the account(s) or any concerns you have about the account(s).
Information about the reports provided by sub‐advisors we use is available upon request from AWM’s Chief Compliance Officer.
Item 14 – Client Referrals and Other Compensation
We may engage in certain referral agreements (“Solicitation Agreements”) with appropriately licensed individuals or entities (“Solicitor”) for introductions to individuals
who may be interested in the services AWM provides and may ultimately become clients. In exchange for these introductions, AWM will pay a referral fee to the
Solicitor for a specified period of time, as documented in the Solicitation Agreement. Typically, the referral fee is paid as a percentage of the revenue generated by the
client for the lesser of a specific number of years or the time the individual remains a client of AWM. At the time of the introduction, a Solicitor’s Disclosure document
will be provided by the Solicitor and signed by the prospective client which explains the arrangement between the Solicitor and AWM, including the referral fee paid to
the Solicitor upon the individual becoming a client of AWM.
In soliciting clients for AWM, the Solicitor acts as an independent contractor, not an agent, representative, or employee of AWM or its affiliates. Accordingly, the
Solicitor has no authority to act for or bind AWM or its affiliates, and no investment consulting agreement or other agreement with AWM shall become effective unless
and until it is accepted by AWM.
AWM may also receive fixed or variable referral fees from various outside parties such as business consultants, business brokers, investment banking firms, M&A
advisors, etc. The receipt of these fees may give us a financial incentive to make certain recommendations, and this financial incentive creates a conflict of interest.
However, if a client is introduced to an outside party where AWM will receive a referral fee, we shall disclose the nature of the relationship and shall disclose the terms
of the arrangement between us and an outside party. Moreover, clients are under no obligation to retain outside parties recommended by AWM.
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Item 15 – Custody
We do not have physical custody of any accounts or assets. Although we do not hold assets, we may have limited control in some instances to trade on your behalf,
to deduct our advisory fees from your account with your authorization, or to request disbursements on your behalf (although various types of written authorizations
are required depending on the type of disbursements). The custodian for your account is disclosed on your agreement with AWM. You should receive at least monthly
statements from the broker‐dealer or custodian that holds and maintains your investment assets. We urge you to carefully review such statements and compare this
official custodial record to the account statements that we may provide to you. Our statements may vary from custodial statements based on accounting procedures,
reporting dates, or valuation methodologies of certain securities. If you notice any discrepancies, please contact us for more information.
We send information to your custodian to debit your fees and to pay them to us. You authorize the custodian to pay us directly at the onset of the relationship.
Item 16 – Investment Discretion
For wealth management engagements, we usually receive discretionary authority from you at the beginning of an advisory relationship to select the identity and
amount of securities to be bought or sold, and in some cases, to delegate investment management and trading authority to various sub‐advisors with whom AWM may
have an arrangement for more specialized investment management services. This information is described in the agreement you sign with us. In all cases, however,
this discretion is exercised in a manner consistent with your stated investment objectives for your account.
When selecting securities and determining amounts, or when delegating such authority to sub‐advisors, we observe the investment policies, limitations and restrictions
you have set. For certain investments, our authority to trade securities may also be limited by certain federal securities and tax laws that require diversification of
investments and favor the holding of investments once made.
We require that any investment guidelines and/or restrictions be provided to us in writing.
If we do not receive discretionary authority from you to select the type of securities and amount of securities to be bought or sold, we will only trade in your account
or delegate to a sub‐advisor with your consent.
For institutional sub‐advisory engagements, we make asset allocation and investment recommendations to the primary adviser related to that adviser’s clients in the
form of risk based portfolio models from which the adviser may choose. Upon adviser approval, we execute and monitor settlement of trades related to those portfolio
models.
Item 17 – Voting Client Securities
As a matter of firm policy and practice, we do not have any authority to and do not vote proxies on behalf of advisory clients. You retain the responsibility for receiving
and voting proxies for any and all securities maintained in your portfolios. We may provide advice to you regarding your voting of proxies. We are authorized to instruct
the custodian to forward you copies of all proxies and shareholder communications relating to your account assets.
Information about the voting proxy policies of sub‐advisors we use is available upon request from AWM’s Chief Compliance Officer.
Item 18 – Financial Information
We are required to provide you with certain financial information or disclosures about our financial condition. We have no financial commitment that would impair
our ability to meet any contractual and fiduciary commitments to you, our client. We have not been the subject of any bankruptcy proceedings. In no event shall we
charge advisory fees that are both in excess of five hundred dollars and more than six months in advance of advisory services rendered.
The firm does not currently have a condition that is reasonably likely to impair its ability to meet its contractual commitments to its clients.
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