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Item 1: Cover Page for Part 2A of Form ADV Investment Advisor Brochure
February 2, 2026
Barwick & Partners, Inc.
E-mail Address JAB@BarwickandPartners.com
This Form ADV Part 2A (“Brochure”) gives information about the investment advisor and its business for
the use of clients and prospective clients. If you have any questions about the contents of this Brochure,
please contact us using one of the methods listed above. 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. Registration of an investment advisor does not imply any certain level of skill or
training.
Additional information about our firm is available on the SEC’s website at: www.adviserinfo.sec.gov.
Item 2. Material Changes
Barwick & Partners, Inc., (“Barwick & Partners,” “us,” “we,” “our”) is required to advise clients and
prospective clients of any material changes to our Firm Brochure (“Brochure”) from our last annual
update. We will continue to use this section to identify material changes that may take place between
annual updates. Clients will receive an annual summary of any material changes to this and subsequent
Brochures no later than 120 days after our fiscal year-end of December 31. At that time, we will offer a
copy of our most current Disclosure Brochure. We will also promptly provide ongoing disclosure
information about material changes as necessary.
Since our last annual update in March 2025, we have not made any material changes to our Brochure.
Item 3. Table of Contents
Item 1: Cover Page for Part 2A of Form ADV Investment Advisor Brochure ........................................ 1
Item 2. Material Changes ...................................................................................................................... 1
Item 3. Table of Contents ..................................................................................................................... 2
Item 4. Advisory Business ..................................................................................................................... 3
Item 5. Fees & Compensation............................................................................................................... 6
Item 6. Performance-Based Fees & Side-By-Side Management........................................................... 9
Item 7. Types of Clients & Account Requirements ............................................................................... 9
Item 8. Methods of Analysis, Investment Strategies & Risk of Loss ..................................................... 9
Item 9. Disciplinary Information ......................................................................................................... 15
Item 10. Other Financial Industry Activities & Affiliations ................................................................. 15
Item 11. Code of Ethics, Participation or Interest in Client Transactions & ....................................... 16
Personal Trading ................................................................................................................................. 16
Item 12. Brokerage Practices .............................................................................................................. 17
Item 13. Review of Accounts .............................................................................................................. 19
Item 14. Client Referrals & Other Compensation ............................................................................... 20
Item 15. Custody ................................................................................................................................. 20
Item 16. Investment Discretion .......................................................................................................... 20
Item 17. Voting Client Securities ........................................................................................................ 20
Item 18. Financial Information ........................................................................................................... 20
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Item 4. Advisory Business
Description of our Advisory Firm
Barwick & Partners, Inc. (“Barwick & Partners,” “us,” “our,” “we”) is wholly owned by Jon A. Barwick. The
firm has existed as a Washington corporation providing a variety of business services since 1996. The firm
became registered as an investment advisor in July of 2015, and we began providing direct advisory
services in October of 2015.
Advisory, Planning, and Consultative Services Offered
Barwick & Partners offers planning and ongoing management services in four separate areas of either an
individual’s life, or for an entity. These areas include income tax, investments, business succession, and
estate planning, as well as other comprehensive wealth management services, as appropriate for the
client. Our objective is to provide coordinated planning and management of each of these areas in concert
with the client’s other professional advisors.
Barwick & Partners’ principal owner, Jon Barwick, also serves personally as a Named Fiduciary (e.g.,
trustee, managing member of a client entity, etc.), assuming a specified fiduciary role over certain client
entities and assets. Jon’s services for these clients include the income tax, investment, business
succession, and estate planning services we provide to other clients, but may also include other services
not directly related to investment advisory work. Advisory services are detailed in the client agreement
while Named Fiduciary services are described in the governing documents (e.g., trust agreement,
operating agreement, etc.). Named Fiduciary clients also execute a separate agreement addressing the
dual, and potentially conflicted, roles of Barwick & Partners as investment advisor and Jon Barwick as
Named Fiduciary.
Barwick & Partners does not provide any compliance services. Specifically, we do not prepare income tax
returns, we do not directly purchase or sell securities, we do not draft legal documents or provide legal
advice, nor do we provide bookkeeping, valuation, or accounting services. It is our corporate objective to
provide assessment, planning, customized implementation recommendations, and oversight in each of
these areas, as well as coordination among the areas. Once a plan has been established, we then work
with the client to engage and hire the best possible providers of each product or service to fit the client’s
specific needs.
In most cases, we obtain limited discretionary authority to create an appropriate asset allocation plan and
to select, oversee, and replace the third-party money managers we choose to implement the plan with
respect to marketable investments. Our discretionary authority includes the ability to alter the asset
allocation mix, as well as re-allocate assets among different sub-advisors or third-party managers, as we
believe appropriate in light of the client’s emerging needs.
We also believe that it is important for clients to understand their financial choices and typically work in
a collaborative and interactive manner with our clients concerning selection criteria, ongoing fit, and
decisions related to our continuing assessment of other managers and their performance.
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Alternatively, clients may engage us on a non-discretionary basis to help with the selection of managers
and to provide ongoing review and oversight. In this case, the client retains responsibility for all
investment decisions and our oversight will not be continuous. The scope of review and form of
consultation will be negotiated with the client and may include periodic review of the client’s investment
allocation, cash flow, performance, and direct contact with the managers the client has selected.
In addition to our ongoing work with a client’s other professional advisors, such as attorneys and CPAs,
we may also assist with the establishment of a “family office” structure for the client. This may involve,
depending on client need and the scope of the engagement, the creation of a Family Board of Directors
and/or family office to manage the administration of day-to-day affairs.
We serve a number of families, all US-based. They generally have net worth between $50 and $500
million. The source of our clients’ wealth comes, for the most part, from ownership of one or more
privately held businesses, or from inheritance. In some cases, our clients are high-income earners, such
as corporate executives or sports or entertainment personalities who have created substantial assets from
their employment earnings.
Tailored Advisory Services; Client Ability to Impose Restrictions on Investing
Our services are highly customized, and we permit clients to impose restrictions on investing, whether
related to specific investment types or connected to personal objectives or philosophy. In some cases,
we may decline to provide our services if the restrictions seem unduly complex or if we believe the
potential risk of the investment restrictions significantly outweighs the potential benefits of the
investment restrictions. If this occurs, we will clearly explain our concerns and the limits of our services
and provide options for the client’s consideration.
Initial Engagement, Assessment and Advice
As it relates to our advisory process, our objective is to create a plan based on the client’s particular
situation. This includes the first step of reviewing and modeling the client’s current and future cash flow
needs in the context of the client’s income tax, business, and estate planning requirements. We gather
both subjective and objective data. This information, combined with assumptions about growth and
income rates, current and future tax and inflation rates, and projected living expenses, allows the client
to take a hypothetical “glimpse into the future.” This perspective provides another tool to us in reviewing
how well-positioned the family is to meet their future financial objectives.
Based upon a client’s need for cash flow, we will work with the client to determine which types of
investments best fit their family management, administrative and personal risk tolerance considerations.
This does not necessarily mean they will invest in traditional liquid market securities. A number of the
families that we provide services for meet all of their cash flow needs from operating businesses or
privately owned real estate. This means that we may advise on illiquid assets and that such assets may
constitute a significant portion of the client’s overall investment portfolio.
As the plan is implemented, we provide ongoing monitoring, review, and adjustment of implementation
strategies, consistent with the services described in our advisory agreement with the client, and as the
client’s circumstances warrant.
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Investment Advice and Investment Management
To the extent it is appropriate for us to employ marketable securities to meet some or all of a client’s
financial needs, we will create an Investment Policy Statement (IPS) to identify the asset allocation, tax
impact, performance benchmarks, quarterly reviews, and fee expectations. We will then select third-
party managers for implementation, based on assets, management style, proximity to the client, and the
manager’s own investment approach and interaction style. As discussed above, we encourage our clients
to be actively involved in the oversight of their assets and believe that the manager needs to “fit” the
client, as well as “fit” Barwick & Partners’ own selection criteria. The majority of client assets are invested
through Badgley Phelps Wealth Managers, United Capital Financial Advisors, LLC and Orion Portfolios
Solutions, LLC dba Brinker Capital Investments (“Brinker”).
Participation in Wrap Fee Programs
Investment advisors are required to make specific disclosures about their use of or relationship to wrap
fee programs. We do not provide portfolio management services to or sponsor any wrap fee program.
We may, however, allocate a portion of a client’s assets to a third-party manager, Brinker, whose Core
Asset Manager Program Brinker deems a “wrap fee program.” This program provides us with access to a
number of managers for a single negotiated fee to Brinker. Brinker divides that fee into a tiered asset-
based “Custody and Clearing Fee Component,” as well as an asset-based fee charged for its advisory
services. The combination of these fees covers investment management, custody, and execution services,
and does not change regardless of the broker used or the number of trades executed in the account.
Brinker collects and pays the Custody and Clearing Fee Component to the custodian and does not keep
any portion of that fee for itself. Similarly, Barwick & Partners does not share in any portion of those fees.
Wrap fee programs are sometimes considered expensive and hard to assess because the charges aren’t
separated and easily compared on a trade-by-trade basis. We have found the Core Asset Manager
program’s pricing helpful because it simplifies the fees involved with multiple managers. In addition,
Brinker’s separate itemization of the Custody and Clearing Fee from their program advisory fee has
provided additional transparency. Where we select wrap fee programs for client accounts, we do so only
because they offer an overall competitive cost for the diversification and access to multiple managers
provided by the program.
Clients receive a copy of the other advisor’s Brochure that describes that advisor’s services and fees in
greater detail. The combined fee charged by Barwick & Partners and the third-party manager, including
any Custody and Clearing Fee Component, will not exceed 1.00% annually.
We will typically consider a wrap program for clients with larger portfolios of marketable securities (e.g.,
over $10 million). This provides additional diversification as well as access to specialized managers. See
Item 5 for more information.
Clients may be able to find comparable services from other sources for fees lower or higher than those
we charge under wrap fee programs. In particular, if the account has relatively low turnover rates, the
wrap or all-inclusive fee may be more costly for the client than paying separately for trade execution and
investment management, especially since major custodians have eliminated commissions on most
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individual stock trades. In the case of the program we recommend, however, the charges remain
reasonable and in clients’ best interest. In the final analysis our process is to assess all costs before
deciding whether the fees are competitive and in the client’s interest in considering any wrap fee program.
Important Information for Retirement Investors
When we recommend that you rollover retirement assets or transfer existing retirement assets (such as
a 401(k) or an IRA) to our management, we have a conflict of interest. This is because we will generally
earn additional revenue when we manage more assets. In making the recommendation, however, we do
so only after determining that the recommendation is in your best interest. Further, in making any
recommendation to transfer or rollover retirement assets, we do so as a “fiduciary,” as that term is
defined in ERISA or the Internal Revenue Code, or both. We also acknowledge we are a fiduciary under
ERISA or the Internal Revenue Code with respect to our ongoing investment advisory recommendations
and discretionary asset management services, as described in the advisory agreement we execute with
you. To the extent we provide non-fiduciary services to you, those will be described in the advisory
agreement.
Discretionary and Non-Discretionary Assets Under Management
As of December 31, 2025, we had discretionary assets under management of $2,769,760,744 and no non-
discretionary assets under management.
Item 5. Fees & Compensation
How we are Compensated for our Services
Except as provided below, at the start of a relationship client agreements provide for a fixed fee based on
the level of work the client will require. If the contract includes Investment Planning, once the plan is
complete and if the client requests our ongoing services, we will provide discretionary management
services for the liquid portion of their investment assets. In this situation we typically charge an asset-
based fee. For non-discretionary services, our ongoing advice will typically be structured solely on a fixed
fee basis. For a few clients, we provide services on a flat rate, per hour basis, billed quarterly. Where we
are operating as a Named Fiduciary for clients, we will structure an agreement that specifies an asset-
based fee covering all aspects of the relationship.
Our fees are in addition to any fees charged by third party managers we select. Our typical fees for clients,
other than those where Jon Barwick serves as Named Fiduciary, is as follows:
Liquid Portfolio Value
Below $10 million
$10 million - $50 million
$50 million - $100 million
Over $100 million
Annual Barwick & Partners AUM Fee
.50 -.75%
.40 - .55%
.35% - .50%
Negotiable
For Named Fiduciary clients, Jon Barwick will assess a fee that ranges from 0 to 1% of client assets. Barwick
& Partners will also assess a fee for asset management in accordance with the table above. Combined
fees for both Jon Barwick’s Named Fiduciary services and Barwick & Partners’ investment advisory services
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will usually not exceed 1% of assets. In many cases, there is no additional fee for Named Fiduciary services
because Jon Barwick has determined that the investment management fees charged through Barwick &
Partner are sufficient to compensate him for the Named Fiduciary services as well. The specific fees for
the two services are explicitly disclosed to the client, regardless of the amounts charged.
Fees assessed by other managers will increase the total fee, as described more fully below.
After gathering data from the client, we prepare a proposal in advance of the agreement, which includes
proposed fixed fees or asset-based charges. Except as shown above, our fees are not generally negotiable,
though they do vary from client to client. We have significant experience in understanding what our
services will likely cost over time, and we prefer to work with clients who share our assumptions and are
comfortable with what we charge.
Fees for advisory services provided by unaffiliated managers we select will create an additional expense
to clients and will range from 20 basis points to 50 basis points, depending on the specific asset allocation
used, the managers selected, and the amount invested by the client with that manager. We aim to keep
the total fee for non-Named Fiduciary clients at or below 1% per year, but the actual fees the third-party
managers charge will vary. The combined maximum fees will be described in the client agreement.
Named Fiduciary clients are assessed asset-based fees only. Other clients typically pay both a fixed fee
for planning work and an asset-based fee if we agree to perform discretionary management. The initial
fixed fee agreement will address planning and ongoing oversight of the four areas of income tax,
investments (including non-marketable investments and closely held businesses), business succession,
and estate planning. If we are engaged to provide discretionary advice on marketable assets, in most
cases we will enter into a new or amended agreement that provides for a separate asset-based fee on
those investments. In many cases we are providing two separate sets of services: one related to planning
and non-discretionary investment advice for a fixed fee and one related to discretionary asset
management for an asset-based fee.
Fees for Discretionary Management of Marketable Securities
As described above, once we complete the initial assessment and review, it may be appropriate for us to
enter into an additional agreement related to ongoing management of marketable securities. Based on
the client’s needs as previously identified, we will select managers and provide information to the client
concerning our recommendations,
including the third-party manager(s)’ disclosure brochure(s).
Depending on the managers selected, the services we will perform, and the client’s billing preferences,
our fees for investment implementation and management will be in the form of an asset-based fee, a
fixed fee, or a combination.
Except for rare cases involving illiquid securities, and described below, we do not provide asset-based
billing ourselves; asset-based fees are assessed by third-party managers or sub-advisors who retain their
portion and pay us ours. Total asset-based fees charged may vary as we re-allocate assets or select
different managers. The Barwick & Partners fee will remain constant, unless amended, and the total fee
charged will remain within the range described in the client agreement.
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Fees for Non-Discretionary Advice on Marketable Securities
Clients may also elect to receive non-discretionary investment advisory services on a fixed fee basis. The
fixed fee will be based on our estimate of the amount of work involved. The services and related flat fee
will be specifically described in the client’s advisory agreement. This fixed fee will generally be structured
to account for other planning and advisory services that are not investment-related or that pertain to
illiquid assets.
Our minimum annual fee, from fixed fees, asset-based fees, or both, is $50,000. In some cases, we may
choose to offer a lower annual fee to clients related to existing families or where we believe we can be of
value to the client in comparatively simple engagements.
Asset-Based Fees on Illiquid Assets
In most cases, we do not charge any asset-based fee on illiquid securities (privately held operating
companies or private placement securities). Where we do charge based on the value of illiquid assets, the
client agreement will specify this arrangement. Our invoice will be based on (1) the value of the asset(s)
provided by the issuer; or (2) the cost basis. We obtain approval of the valuation used from the client or
the client’s representative prior to assessing the fee. The value of the asset for billing purposes may be
materially higher or lower than the value that could be obtained upon liquidation.
Fees for Planning Only Clients
As described above, our fixed fee varies depending on the services provided. We accept planning-only
clients subject to a $50,000 annual minimum fee.
Fees for Named Fiduciary Services
Named Fiduciary clients pay asset-based fees connected to the scope and complexity of services provided
by us and by Jon Barwick in his personal capacity. Total fees typically do not exceed 1% of client assets,
whether liquid or illiquid, though other customary third-party fees will also apply, as described elsewhere
in this Brochure.
Fee Billing and Fee Deduction; Termination and Refund of Fees
Fixed fee clients are billed quarterly, in advance. Clients will receive an invoice which they can pay by
check or other acceptable payment method. Where we are paid an asset-based fee, the fee is deducted
quarterly, in advance, directly from the custodial account. The specific terms are described in the client’s
fee schedule and advisory agreement and will be consistent with the process used by the third-party
manager(s) we select. Clients do not have the choice to pay asset-based fees by check.
In the event of termination, any prepaid fixed fees will be refunded on a pro rata basis from the
termination date through the end of the billing period. The same method is used for prepaid asset-based
fees. However, depending on the third-party manager used, different notice periods may apply in
determining the termination date. These notice periods are disclosed in the third-party manager’s
Brochure or client agreement.
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Other Fees or Expenses Clients May Pay in Connection with our Advisory Services
Clients will incur other fees charged by unaffiliated providers. For example, the custodians holding assets
and executing transactions will assess applicable fees, including custodial charges and service fees, as well
as brokerage and other transaction costs (commissions) in some cases. Where mutual funds or Exchange
Traded Funds (ETFs) are held in a portfolio, those funds charge management fees and assess various
expenses that are included in the fund’s internal expense ratio. Some mutual funds and ETFs may be
purchased through no-transaction-fee (“NTF”) platforms offered by the custodian. The custodians may
include funds or ETFs affiliated with or managed by the custodian or a related person of the custodian,
and the affiliated manager earns additional advisory fees as a result. The custodian typically receives
additional remuneration from fees for recordkeeping, shareholder services, and other administrative
services, including program development and maintenance. This creates a conflict of interest for the
custodian, which has a financial incentive to promote the funds that generate the greatest revenue.
Barwick & Partners evaluates this conflict in selecting the custodian and in selecting third-party managers
who choose funds or ETFs available through these platforms. We believe the investment selection criteria
used by the third-party managers are adequately objective to mitigate the custodian’s conflicts. In cases
where the custodian shares revenue with third-party advisors on certain money market funds or other
NTF funds, we do not permit those funds to be used for our clients.
Please see Item 12, Brokerage Practices, for more information.
Our fees cover the services described in our client agreements and do not include accounting, legal
appraisal or advice, bookkeeping, or other fees for services provided by the client’s other advisors. Our
fees do cover our interaction and coordination with other professionals, to the extent the client has
contracted with us to provide that oversight.
Other Compensation for the Sale of Securities or Other Investments
We do not receive any compensation for the sale of securities or other investments.
Item 6. Performance-Based Fees & Side-By-Side Management
Performance-based fees are fees based on a share of the capital gains or capital appreciation of the client’s
assets. These types of fees are typically charged by hedge funds and other pooled investment vehicles.
We do not charge our clients performance-based fees.
Item 7. Types of Clients & Account Requirements
Our clients are typically high net worth individuals or families, and trusts. We also have some corporate
entities as clients. While we may occasionally make exceptions, our basic criterion for an engagement is
that clients have assets in the range of $50 - $500 million.
Item 8. Methods of Analysis, Investment Strategies & Risk of Loss
Methods of Analysis and Investment Strategies Used in Formulating Investment Advice
Investing in securities always involves risk of loss that clients should be prepared to bear. This section
describes our specific investment approach and the risks associated with that, as well as the risks of
specific securities the managers we select may choose for your portfolio.
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We are asset allocators. Our primary categories are liquid assets (cash, bonds, and stocks with sub-
categories for each), as well as real estate, venture capital, operating businesses, and other assets.
Modern Portfolio Theory serves as a backdrop for our work. We then subscribe to current paid research
to monitor and shift the client’s asset allocation on an ongoing basis. We are focused on assessing risk
and reward and choosing asset allocations and investment managers that make sense in light of the
client’s current and future needs. We seek to identify an appropriate ratio of equity securities, fixed
income securities, alternative investments (including unregistered, illiquid securities), and cash.
A risk of asset allocation is that the client may not participate in sharp increases in a particular security,
industry, or market sector. Another risk is that the ratio of equity securities, fixed income securities,
alternative investments and cash will change over time due to stock and market movements and, if not
corrected, will no longer be appropriate for the client’s goals.
Diversification and asset allocation do not guarantee that we will have a successful outcome and they do
not guarantee clients will avoid losses. All investing involves risk of loss, and risk of different types of
loss—such as loss of principal and loss of opportunity—that clients should be prepared to bear. We work
carefully with our clients to understand their own risk tolerance and to develop clarity where the
inevitable trade-offs between different risks and different rewards can be most usefully addressed.
Our advice is typically focused on the client’s cash flow needs. For example, if a client has $300 million in
liquid assets and requires a $3 million cash flow, we may choose to allocate almost the entire portfolio to
equities. We do not use hedging strategies to reduce risk but instead rely on asset allocation to address
cash flow concerns. Conversely, for a client with $10 million in liquid assets and $500K in cash flow needs,
we would likely invest in an entirely income-oriented portfolio and not include any equities. This focus
on cash flow tends to make overall growth a secondary consideration.
Risks of Specific Security Types
Many of our clients invest in unregistered securities (private placements). These are illiquid and there is
often limited information available. We do not generally source deals—meaning we do not normally bring
offerings to the attention of clients, but rather consider deals our clients are independently interested in.
We spend considerable time reviewing private offerings and conducting internal due diligence, but the
scope of our review varies with the complexity of the deal, the amount of a client’s funds considered for
investment (lower investment amounts will likely lead to less in-depth reviews), our knowledge of the
industry and the principals, and the opinions of other investment professionals we may choose to consult.
Clients often value our judgment, and it is important clients understand our reviews are provided as a
service and are not intended to independently verify or otherwise audit the statements made in the
issuer’s offering materials. Any comments we provide should not be construed as a specific
recommendation to invest or not invest. Our comments about potential illiquid offerings are never
provided as part of our discretionary investment authority. Clients must always make an independent
decision concerning these offerings, after receipt of any issuer disclosure documents, and must complete
required issuer subscription paperwork. All illiquid offerings pose substantial risks. Clients may experience
long periods of illiquidity and may lose all funds invested. We believe our overall approach to financial
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planning and investment management (i.e., meeting cash flow needs first) helps mitigate these risks,
should clients choose to invest in illiquid offerings.
Investment and trading risk factors may include:
Common Stocks and Equity-Related Securities
Prices of common stock react to the economic conditions of the company that issued the security; industry
and market conditions; as well as other factors and may fluctuate widely. Investments related to the value
of stocks may rise and fall based on an issuer’s actual and anticipated earnings, changes in management,
the potential for takeovers and acquisitions, and other economic factors. Similarly, the value of other
equity-related securities, including preferred stock, warrants and options may also vary widely.
Small- and Mid-Cap Risks
Securities of small-cap issuers may present greater risks than those of large-cap issuers. For example,
some small- and mid-cap issuers often have limited product lines, markets, or financial resources. They
may be subject to high volatility in revenues, expenses, and earnings. Their securities may be thinly traded,
may be followed by fewer investment research analysts and may be subject to wider price swings and
thus may create a greater chance of loss than when investing in securities of larger-cap issuers. The market
prices of securities of small- and mid-cap issuers generally are more sensitive to changes in earnings
expectations, to corporate developments and to market rumors than are the market prices of large-cap
issuers.
Fixed-Income Securities
Prices of fixed income instruments (e.g., bonds) can exhibit some volatility and change daily. Investments
in fixed income instruments present numerous risks, including credit, interest rate, reinvestment, and
prepayment risk, all of which affect the price of the instruments. For instance, a rise in interest rates will
generally cause the price of bonds to go down. If the security is held to maturity and the issuer does not
default, the client should receive the face amount of the bond at the maturity date, as well as stated
interest payments while the bond is held. In this case, the change in price prior to maturity may not affect
the client. If the client needs to sell prior to maturity, however, the investor would likely experience a
loss. Where a client’s fixed income exposure is to bond funds or fixed-income ETFs, the fund or ETF does
not itself “mature,” although different issues held by the fund/ETF will mature and will experience price
fluctuations. Investors are therefore highly dependent on the manager’s ability to accurately anticipate
the impact of rate changes and to appropriately manage the portfolio to achieve both adequate returns
and reasonable risk. Increases in interest rates could have a material negative impact on the value of
current fixed income holdings. In addition, the value of fixed income instruments may decline in response
to events affecting the issuer, its credit rating or any underlying assets backing the instruments.
High Yield Securities
High-Yield securities, by definition, provide a higher return than other similar securities and therefore
entail more risk. This relationship between potential risk and potential reward is fundamental to
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investing. For example, high-yield bonds purchased at a significant discount from their face value may be
at greater risk of default than other bonds with a lower stated interest rate or a lower yield-to-maturity.
High-yield fixed income instruments (some of which may be referred to as “junk bonds”) should be
considered speculative and investors should understand they pose a greater risk of default and price
change than investment grade fixed income instruments. Prices of high-yield instruments are especially
sensitive to developments affecting the issuer’s business and to changes in the ratings assigned to the
issuer by rating agencies. High-yield instruments can experience sudden and sharp price swings due to
changes in economic conditions, stock market activity, and sales by major investors, default, perceived
creditworthiness, or other factors. The secondary market for high-yield fixed income instruments may be
less liquid than the market for investment grade instruments, and a client’s account may be unable to sell
illiquid high-yield instruments at an advantageous time or price. In all cases, developments in the credit
markets may adversely affect fixed income instruments held in a client’s account and could result in
substantial losses. An event of default by an issuer may result in the issuer’s fixed income instruments
being worthless.
Convertible Securities
The investment value of a convertible security is influenced by changes in interest rates, with investment
value declining as interest rates increase and increasing as interest rates decline. The credit standing of
the issuer and other factors may also have an effect on the investment value of convertible securities. The
conversion value of a convertible security is determined by the market price of the underlying common
stock. To the extent the market price of the underlying common stock approaches or exceeds the
conversion price, the price of the convertible security will be increasingly influenced by its conversion
value. A convertible security may be subject to redemption at the option of the issuer at a price
established in the convertible security’s governing instrument. If a convertible security is called for
redemption, a client will be required to permit the issuer to redeem the security, convert it into the
underlying common stock or sell it to a third-party. Any of these actions could have an adverse effect on
the client’s ability to achieve its investment objective.
Exchange-Traded Funds
Exchange-traded funds (“ETFs”) are funds bought and sold on a securities exchange that attempt to track
the performance of a specific index (such as the S&P 500), a commodity, or a basket of assets (such as a
set of technology-focused, country-specific, or other sector-specific stocks). The risks of owning an ETF
generally reflect the risks of owning the underlying securities they are designed to track, although lack of
liquidity in an ETF could result in its being more volatile than the underlying securities. ETFs have
management fees that increase their costs. ETFs are also subject to other risks, including: (i) the risk that
their prices may not correlate perfectly with changes in the underlying index; and (ii) the risk of possible
trading halts due to market conditions or other reasons that, in the view of the exchange upon which an
ETF trades, would make trading in the ETF inadvisable.
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Futures, Commodities, and Derivative Investments
The managers we select do not usually invest directly in these instruments. Clients are more likely to be
exposed to them through ETF or mutual fund holdings. The prices of commodities contracts and
derivative instruments, including futures and options, are highly volatile. Payments made pursuant to
swap agreements may also be highly volatile. Price movements of commodities, futures and options
contracts and payments pursuant to swap agreements are influenced by, among other things, interest
rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs
and policies of governments, and national and international political and economic events and policies.
The value of futures, options and swap agreements also depends upon the price of the commodities
underlying them. In addition, client assets are also subject to the risk of the failure of any of the exchanges
on which its positions trade or of its clearinghouses or counterparties.
Non-U.S. Securities
Investments in securities of non-U.S. issuers pose a range of potential risks which could include
expropriation, confiscatory taxation, imposition of withholding or other taxes on dividends, interest,
capital gains or other income, political or social instability, illiquidity, price volatility and market
manipulation. In addition, less information may be available regarding securities of non-U.S. issuers, and
non-U.S. issuers may not be subject to accounting, auditing and financial reporting standards and
requirements comparable to or as uniform as those of U.S. issuers.
Emerging Markets
In addition to the risks associated with investments outside of the United States, investments in emerging
markets (i.e., the developing countries) may involve additional risks. Emerging markets generally are not
as efficient as those in developed countries. In some cases, a market for the security may not exist locally,
and transactions will need to be made on a neighboring exchange. Volume and liquidity levels in emerging
markets are lower than in developed countries. When seeking to sell emerging market securities, little or
no market may exist for the securities. In addition, issuers based in emerging markets are not generally
subject to uniform accounting and financial reporting standards, practices, and requirements comparable
to those applicable to issuers based in developed countries, thereby potentially increasing the risk of fraud
or other deceptive practices.
General Risks
Counterparty Risk
This is the risk that the other party to a contract will not fulfill its contractual obligations. Clients investing
in non-standard debt instruments, in structured products, or over-the-counter options are typically
exposed to greater counterparty risk than investors in exchange-traded securities, for example. If a
counterparty does not settle a transaction in accordance with the terms and conditions because of a
dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity
problem, to investors may suffer a loss or be unable to meet their own aspect of the contractual obligation
as a consequence of the counterparty’s failure to settle.
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Environmental, Social, Governance (“ESG”) Risk
Corporate governance practices, the risks of environmental damage or disasters (whether connected to
an issuer’s own practices or independent of them, such as extreme weather events), and the risks of social
factors, such as racial and gender discrimination, are wide-ranging and increasingly understood to
potentially affect investment decisions and results. Neither we nor the managers we use generally invest
with an eye toward ESG factors on their own merit, but rather because these factors can affect the
financial performance of companies and, in turn, the performance of those companies’ securities. We
may include ESG factors we believe are important in evaluating companies, based on the industry, the
company itself, and emerging consensus on areas that generally merit attention. ESG factors are in many
ways subjective. We may not identify all applicable ESG concerns, and our subjective judgment of the
most important factors may be incorrect. Further, in evaluating these issues, we must often rely on
corporate self-reporting, which is inherently biased. Third-parting ratings and reports are increasingly
available, though they are, to varying degrees, subject to the same limitations with respect to subjective
judgment and reliance on corporate self-reporting.
Hedging Transactions
While a client may enter into hedging transactions to seek to reduce risk, such transactions may result in
a poorer overall performance for the client than if it had not engaged in any such hedging transactions.
We generally do not to use hedging strategies, which could lead to greater losses than if a hedging strategy
had been employed for a specific position.
Highly Volatile Markets
The prices of financial instruments can be highly volatile. Price movements of forward and other derivative
contracts are influenced by, among other things, interest rates, changing supply and demand
relationships, trade, fiscal, monetary and exchange control programs and policies of governments, and
national and international political and economic events and policies. Clients are also subject to the risk
of failure of any of the exchanges on which their positions trade or of its clearinghouses.
Illiquid Investments & Illiquidity Risk
Liquidity is the ability to readily convert an investment into cash. Securities and other assets may be
subject to legal or other restrictions on transfer or for which no liquid market exists. The market prices, if
any, for such investments tend to be volatile and may not be readily ascertainable and a clients may not
be able to sell them when they desire to do so or to realize what they perceive to be their fair value in the
event of a sale. In some cases, we or Jon Barwick may assess a fee on illiquid assets despite the lack of
independent valuations for these securities. See Item 5, above, for more information.
At times the markets themselves may become less liquid or a previously liquid security may become
illiquid. Generally, assets are more liquid if many traders are interested in a standardized product. For
example, Treasury Bills are highly liquid, while real estate properties are not. Reduced liquidity may have
an adverse impact on market price and the ability to sell particular securities when necessary to meet
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cash needs or in response to a specific economic event, such as the deterioration of creditworthiness of
an issuer, or problems that arise due to national or global crises. Reduced liquidity in the secondary market
for certain securities may also make it more difficult to obtain market quotations based on actual trades
for the purpose of valuing the security. While we generally invest in liquid securities, overall market factors
or investment-specific factors may cause a previously liquid security to become illiquid.
Limited Diversification
Investments may be primarily focused geographically in North American countries. Furthermore, broad
diversification of investments in number or by industry or geography is not a primary focus of Barwick &
Partners or the third-party managers we select. This limited diversity could expose clients to losses
disproportionate to market movements in general if there are disproportionately greater adverse price
movements in those investments.
Manager Risk – Limited Personnel and Business Continuity
Barwick & Partners is a small firm employing only one advisory professional (Jon Barwick) and one
administrative support person. We have developed business continuity and disaster recovery procedures,
though the size of our company puts limits on our ability to recover in the event of Jon Barwick’s incapacity
or death. We mitigate this risk by using third-party advisors for investment management. Clients interact
directly with these advisors and also receive account statements directly from the qualified custodians.
Where Jon Barwick serves as a Named Fiduciary, a successor is always named in the applicable operating
documents (e.g., trust agreement or LLC operating agreement).
The foregoing list of risk factors is not a complete enumeration or explanation of the risks involved in
investing. Clients and prospective clients should read the entire Brochure, other materials that may be
provided by us or third-party managers and consult with their own advisors prior to engaging our services.
Systemic Risk
Risks inherent to the entire market or market segment. Systemic risk is also known as “undiversifiable
risk,” and affects the overall market, not just a particular stock or industry. This type of risk is both
unpredictable and impossible to completely avoid.
Item 9. Disciplinary Information
Investment advisors are required to disclose the existence of certain disciplinary and legal events related
to the firm and its key personnel. We do not have any items to report.
Item 10. Other Financial Industry Activities & Affiliations
Barwick & Partners has no other financial industry activities or affiliations.
As described throughout this Brochure, Jon Barwick, in his personal capacity, serves as Named Fiduciary
for certain clients. This relationship is identified in separate agreements and the conflicts inherent in the
relationship explicitly disclosed, where applicable. See Item 11, below, for additional information.
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Jon Barwick also serves as the Co-Manager of a real-estate LLC in which he has an equity interest. Clients
are not solicited to invest in this LLC and neither Barwick & Partners nor Jon Barwick recommends
investment in the LLC. Neither Barwick & Partners nor Jon Barwick receives any compensation from
clients related to Jon Barwick’s role as Manager of this LLC, and his services as Manager are not connected
to advisory services provided to clients.
Item 11. Code of Ethics, Participation, or Interest in Client Transactions &
Personal Trading
As a fiduciary, we are obligated to act solely in the interests of our clients. To this end, we have adopted
a Code of Ethics that describes our fiduciary and regulatory obligations and describes the standard of
conduct Barwick & Partners will uphold. Our employees must read and understand the Code and agree
to abide by its requirements. A copy of our Code of Ethics is available upon request to both clients and
prospective clients by phoning or emailing our office.
We do not make specific investment recommendations. Securities are selected and executed on a
discretionary basis by the third-party managers we choose for our clients. Barwick & Partners or its
related persons may coincidentally invest in the same securities purchased by clients, but this is not by
design, and we do not control and usually do not have advance knowledge of the specific securities to be
purchased or sold by a third-party manager.
Barwick & Partners and/or its related persons invest personally in private placements that are not
recommended to clients. We believe our primary obligation is to support the client’s stated financial
objectives by addressing cash flow and liquidity needs, capital preservation, long-term growth, and family
needs. In many cases, these needs are best met by focusing on prudent management of current illiquid
assets (such as closely held businesses and real estate) and appropriate allocations to marketable
securities. Barwick & Partners and Jon Barwick frequently learn of private opportunities and have a high
tolerance for risk and a willingness to invest in private investments with relatively little background
information. Some of Barwick & Partners’ advisory clients end up investing in the same private offerings
Barwick & Partners and/or Jon Barwick have invested in. When this occurs, it is because the client and
Barwick & Partners have overlapping relationships with product issuers, not because Barwick & Partners
recommended the investment. There is a relatively small number of investors with the financial
wherewithal and sophistication to risk investing in early-stage offerings. Accordingly, this pool of investors
tends to be known to issuers and to be contacted frequently by those issuers.
Our decision to refrain from recommending private offerings to clients while investing in them on behalf
of the firm or its principal is based on a number of factors, including (1) the difficulty in conducting
adequate due diligence to support a recommendation; (2) acknowledging that we may be personally
willing to accepts risks that we are unwilling to advise clients to accept; and (3) the specific needs and
objectives of a given client. Where Barwick & Partners or its related persons invest personally in a private
placement, we do not also seek investments from our clients. Jon Barwick discusses any proposed
personal investment with the firm’s independent advisors to help ensure that decisions made reflect
objective reasoning and address our fiduciary obligations to clients.
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Barwick & Partners’ principal, Jon Barwick, is sometimes engaged in his personal capacity as a Named
Fiduciary by advisory clients and others to act as a trustee for trusts, manager of LLCs, or in other
estate/fiduciary services roles. In these cases, he enters into a separate agreement for such services with
his client. In the event he serves the client both as an investment advisor and in a fiduciary services role,
it is possible that a potential conflict of interest might arise between his two roles. If that occurs, he will
disclose and describe the potential conflict to his client, and the client may waive the potential conflict or
further investigate it, as set forth in the agreement.
Item 12. Brokerage Practices
Recommendation of a Broker / Custodian; Factors Considered in our Recommendations
Although we occasionally work with other broker/dealers and custodians, we recommend Charles Schwab
& Co., Inc. (“Schwab”) to our clients who need such services. We have independently evaluated Schwab’s
services and determined that the following items are of value to both Barwick & Partners and to our
clients, when compared to other brokers or custodians:
Many of the firm’s clients already have accounts held at Schwab, and Schwab is the preferred
custodian for two of our sub-advisors. Maintaining a relationship with Schwab seemed to offer
the least transition disruption to our client base.
Mix of brokerage execution services.
Reasonableness of compensation (low or zero commissions and other charges).
Research availability.
Variety of securities that can be purchased or sold (including a large number of mutual funds) on
a load waived or no-load basis, with many also on a no-transaction fee basis.
The fact that the recommended broker does not charge for custodial services for assets held at
Schwab.
Schwab’s general reputation and financial stability.
Schwab makes available certain tools and services to advisors that use Schwab’s platform for custody and
brokerage. These include:
Facilitation of a service agreement that allows us to interact with our sub-advisors on the
Schwab platform in a streamlined and efficient way, and that permits us to outsource numerous
administrative functions to our sub-advisors.
Software and other technology that provides access to client account data.
Trade execution and allocation software, which we don’t use but could if we changed our
business model.
Research, pricing, and other market data.
The payment of Barwick’s fees and the fees of sub-advisors we select directly from your
account, if authorized in your advisory agreement.
Assistance with back-office functions, recordkeeping, and client reporting.
Services related to the management and development of our business, such as compliance,
legal, and business consulting.
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Educational events or occasional business entertainment of our employees.
The software, technology, and account access Schwab provides create an operational and compliance
benefit for us that does not translate directly into a client benefit. While we believe that Schwab is quite
competitive and provides good value to our clients overall, the efficiencies provided to us create an
incentive for us to recommend Schwab over other custodians. In some cases, this means that clients could
pay more for custody and execution through the custodian we recommend than through others. We
review the capacities and costs of Schwab regularly to ensure that our clients are receiving quality
executions and competitive pricing, as well as more intangible service benefits.
The services described above are made available to us simply because we, like many other advisors,
maintain client accounts on the Schwab platform. The services are not related to client transactions or
commissions generated for Schwab, and we do not have any “soft dollar” arrangements in place, in which
we agree to direct a certain amount of commission dollars to a specific custodian in exchange for research
or other services.
Brinker, one of the third-party advisors we recommend, generally recommends that clients use either
National Financial Services (“NFS”) or Schwab for custody of client assets. In both cases, Brinker has
disclosed that its selection of these custodians is based on consideration of the full range and quality of
the broker’s or dealer’s services including, among other things, the value of research provided, execution
capability, commission rate, financial responsibility, market making capabilities and responsiveness.
Brinker has stated that it receives no traditional soft dollar benefits. In most cases, the managers included
in Brinker’s advisory platform execute equity trades with the custodian but may execute elsewhere if the
firm determines that is more likely to result in overall improved execution for clients. More information
about Brinker’s selection process and criteria is available from Brinker’s own disclosure brochure. Barwick
& Partners’ clients have assets custodied with NFS to the extent the client’s assets were with that firm
prior to Barwick & Partners’ registration as an investment advisor. We have evaluated the difference in
service, cost, and overall execution quality and do not believe there is a material difference between
Schwab and NFS.
Other Investment Advisors
As described above, we select other advisors to make individual investment decisions for clients. These
advisors are responsible for all trading and execution decisions. These managers will typically place all
transactions for your account at your broker / custodian, subject to their obligation to you to seek best
execution. As custodians typically charge fees for transactions settled to your account(s) which are placed
with outside brokers (“trade-away fee”), other managers may often choose to execute your trades with
your custodian. However, the other managers may choose to trade away from your custodian when they
believe (in their sole determination) that doing so is in your best interest. As a result, in addition to the
possible trade-away fee described above, you may pay an additional fee to the broker/dealer used for
your transactions. Additional information is provided in the brochures of the third-party advisors we
select.
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Commissions & Other Custodian Compensation
Schwab generally does not charge clients separate 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. Schwab
is also compensated by earning interest on the uninvested cash in Schwab’s Cash Features Program or on
any margin balance maintained in Schwab accounts. Most trades no longer incur commissions or
transaction fees, though there are exceptions. Schwab discloses its fees and costs to clients, and we take
those costs into account when recommending Schwab.
For accounts we allocate to Brinker, clients pay a single wrap fee that covers both advisory fees and
custody and trade execution. See Item 5, above, for more information.
Commissions you pay to the custodian, if any, are disclosed on the confirmation of each security
transaction placed on your behalf. These confirmations are sent directly to you by the custodian.
Directed Brokerage
Because we recommend certain custodians and then work with managers who typically execute your
investment transactions through those custodians on a discretionary basis, we are effectively requiring
that you “direct” your brokerage to Schwab, absent other specific instructions as discussed below.
Because we are not choosing brokers on a trade-by-trade basis, we may not be able to achieve the most
favorable executions for clients and this may ultimately cost clients more money. Not all investment
advisors require directed brokerage.
We do not use, recommend, or direct activity to brokers in exchange for client referrals.
Although it is not a normal business practice for us, we may permit clients to direct us to use brokers other
than the custodian. If we agree to accommodate your request to do this, we will likely have little or no
ability to negotiate commissions or influence execution price, and you will also not benefit from any trade
aggregation implemented for other clients by the third-party managers trading on your behalf. This may
result in greater costs to you.
Aggregated or Block Transactions
We do not make trading or execution decisions and therefore do create aggregated or “blocked”
transactions. Blocked transactions are aggregated with trades for other clients and provide a single price
to all clients participating in that block. Aggregating trades often lowers commission costs when
compared to assessing multiple commissions to individual trades. The aggregation policies of specific
managers we use are described in those managers’ brochures.
Item 13. Review of Accounts
Depending on the client agreement, we meet directly with clients one to four times per year to review
the plan, performance, and any updated requirements. Where we have discretionary authority, our
President conducts reviews of investment performance, including data downloads and regular discussions
with third-party managers, at least quarterly. For non-discretionary relationships, reviews take place
periodically (typically quarterly), depending on client needs and the assets under advisement.
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We do not provide regular written reports to clients. We do provide ongoing discussion and
recommendations in the meetings described above, and we also review with clients the reports provided
by third-party managers.
Item 14. Client Referrals & Other Compensation
We do not receive any economic benefit from third parties for making referrals or providing investment
advice or advisory services.
We do not directly or indirectly compensate anyone other than our own personnel for client referrals.
Item 15. Custody
Clients will receive account statements directly from the broker-dealer, bank, or other qualified custodian
holding your assets. Clients should carefully review those statements and notify us promptly if there are
any discrepancies.
Item 16. Investment Discretion
As described in Item 4, above, where we agree to manage client investments, we retain discretionary
authority to select and terminate third-party managers. We also retain discretionary authority to create
and modify client asset allocations. We do not have discretionary authority to make individual investment
decisions or to trade securities on the client’s behalf. Before assuming any discretionary authority, we
require the execution of a limited power of attorney. This is typically contained in the investment advisory
agreement but may in some cases be a stand-alone document required by the account custodian.
Item 17. Voting Client Securities
We do not have authority to vote client proxies unless Jon Barwick is the Named Fiduciary. Jon has
assigned this responsibility to the third-party managers, and therefore our proxy voting practices for
Named Fiduciary clients are the same as those for non-Named Fiduciary clients. Where we have selected
third-party managers to manage your investments, those managers generally do vote proxies, although
in some cases the client must specify this. Clients typically elect where to direct proxy information when
they establish a custodial account. In most cases, the third-party managers assigned to the client will
receive proxies directly. Clients are welcome to contact us to discuss questions they may have about
particular proxies.
Item 18. Financial Information
We have no financial condition or commitment that impairs our ability to meet contractual and fiduciary
duties to our clients.
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