BRADLEY FOSTER & SARGENT INC

Form ADV: Part 2A Page | 1 Item 1: Cover Page Bradley, Foster & Sargent, Inc. 185 Asylum Street, CityPlace II Hartford, Connecticut 06103 May 7, 2025 Website: www.bfsinvest.com www.bfsfunds.com Contact information: Chief Compliance Officer Business telephone: 860-527-8050 Toll free telephone: 1-800-720-8050 Direct email address: bfscompliance@bfsinvest.com Facsimile: 860-527-0775 This brochure provides information about the qualifications and business practices of Bradley, Foster & Sargent, Inc. If you have any questions about the contents of this brochure, please contact us at 860-527-8050 or bfscompliance@bfsinvest.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Additional information about Bradley, Foster & Sargent, Inc. is also available on the SEC’s website at www.adviserinfo.sec.gov. Bradley, Foster & Sargent, Inc. is registered with the SEC as an investment adviser; however, such registration does not imply a certain level of skill or training. Item 2: Material Changes On April 11, BFS purchased Napatree Capital, based in Westerly, Rhode Island. The acquisition resulted in two new locations: Westerly, RI, and Longmeadow, MA.  Form ADV: Part 2A Page | 2 Item 3: Table of Contents Item 1: Cover Page ................................................................................................................................. 1 Item 2: Material Changes ....................................................................................................................... 1 Item 3: Table of Contents ...................................................................................................................... 2 Item 4: Advisory Business ..................................................................................................................... 3 Item 5: Fees and Compensation ............................................................................................................. 7 Item 6: Performance-Based Fees and Side-By-Side Management ...................................................... 12 Item 7: Types of Clients ........................................................................................................................ 12 Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss ............................................... 12 Item 9: Disciplinary Information .......................................................................................................... 17 Item 10: Other Financial Industry Activities and Affiliations ................................................................ 18 Item 11: Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading .......... 18 Item 12: Brokerage Practices .................................................................................................................. 23 Item 13: Review of Accounts ................................................................................................................. 27 Item 14: Client Referrals and Other Compensation ................................................................................ 27 Item 15: Custody ..................................................................................................................................... 31 Item 16: Investment Discretion ............................................................................................................... 32 Item 17: Voting Client Securities ........................................................................................................... 33 Item 18: Financial Information ............................................................................................................... 33 Item 19: Requirements for State-Registered Advisers............................................................................ 33  Form ADV: Part 2A Page | 3 Item 4: Advisory Business Bradley, Foster & Sargent, Inc. is a corporation organized under the laws of the State of Connecticut. We are registered with the SEC as an investment adviser. We have been in business since July 1994. Our fiscal year ends on December 31. The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness, and good faith towards each Client and seeks to mitigate potential conflicts of interest. We provide investment advisory services for individuals, families, non-profits, institutions, a mutual fund, and a private investment fund. These services constitute approximately 99% of our total advisory billings. We also provide investment advice through consultations, totaling about 1% of our billings. We purchase for our clients’ portfolios and offer advice on equity securities, including exchange-listed securities, securities traded over the counter, and foreign issuers. We also purchase for our clients’ portfolios and offer advice on warrants, corporate debt securities (other than commercial paper), certificates of deposit, municipal securities, mutual fund shares, United States government securities, options contracts on securities, and publicly quoted partnerships investing in oil and gas interests. Our approach is to develop, implement, and monitor investment programs to create individualized portfolios structured to address each client’s specific requirements, which may include client-imposed restrictions on investing in certain securities or types of securities. At the outset of each relationship, we seek to understand the personal goals and unique circumstances of our clients and to discuss the client’s requirements and objectives, as well as our recommended approach, to ensure that the ensuing relationship will be based upon a shared understanding of what we can offer and what the client can expect. As of December 31, 2024, BFS managed 4,543 accounts, including the BFS Equity Fund, a registered investment company (the “BFS Equity Fund”), and Crystal Partners Fund Limited Partnership, a private investment fund (the “Crystal Partners Fund”). As of December 31, 2024, we managed over $7.68 billion in assets, comprised of 4,543 discretionary accounts, totaling approximately 7.67 billion, and 3 non-discretionary accounts, totaling approximately $3.43 million. Investors and prospective investors in the BFS Equity Fund should refer to the prospectus for more detailed information about the BFS Equity Fund. Investors and prospective investors in the Crystal Partners Fund should refer to the confidential private placement memorandum, limited partnership agreement, and other governing documents for more complete information on the investment objectives and investment restrictions. Our standard business hours are Monday through Friday, from 8:00 a.m. to 5:00 p.m. As of April 11, 2025, we have 57 full-time employees. Of these, 25 perform investment advisory functions (including research). We also sponsor an internship program. Two to four interns are employed part-time during each fall and spring semester, with three to four interns employed full-time during the summer. We are required by law to keep books and records, all of which are kept on our premises.  Form ADV: Part 2A Page | 4 BFS provides Clients with wealth management services, which generally include a broad range of comprehensive financial planning and consulting strategies as well as discretionary and non- discretionary management of investment portfolios. Investment Management Services – BFS provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary investment management and related advisory services. BFS works closely with each Client to identify their investment goals and objectives, as well as risk tolerance and financial situation to create a portfolio strategy. BFS will then construct a portfolio that seeks to achieve the investment goals of the Client utilizing a combination of individual equity securities, individual fixed income securities, exchange-traded funds (“ETFs”), mutual funds, and/or covered options, as appropriate, to achieve the Client’s investment goals. The Advisor may also utilize margin, if in the Client’s best interest, to meet the needs of its Clients. The Advisor may retain certain legacy investments based on portfolio fit and/or tax considerations. BFS’s investment approach is primarily long-term focused, but the Advisor may buy, sell, or re- allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. BFS will construct, implement, and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. BFS evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. BFS may recommend, on occasion, redistributing investment allocations to diversify the portfolio. BFS may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. BFS may recommend selling positions for reasons that include but are not limited to harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. Retirement Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to a client regarding a distribution from an ERISA retirement account or to roll over  Form ADV: Part 2A Page | 5 the assets to an IRA or recommend a similar transaction, including rollovers from one ERISA- sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g., commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor earns a new (or increases its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. At no time will BFS accept or maintain custody of a client’s funds or securities, except for the limited authority as outlined in Item 15 – Custody. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 – Brokerage Practices. Financial Planning Services – BFS will typically provide a variety of financial planning and consulting services to Clients either as part of its wealth management services or pursuant to a written financial planning agreement. Services are offered in several areas of a client’s financial situation, depending on their goals and objectives. Generally, such financial planning services involve preparing a formal financial plan or rendering a specific financial consultation based on the Client’s financial goals and objectives. This planning or consulting may encompass one or more areas of need, including but not limited to investment planning, retirement planning, personal savings, education savings, and other areas of a client’s financial situation. A financial plan developed for, or financial consultation rendered to the Client will usually include general recommendations for a course of activity or specific actions to be taken by the Client. For example, recommendations may be made that the Client start or revise their investment programs, commence or alter retirement savings, establish education savings, and/or charitable giving programs. BFS may also refer Clients to an accountant, attorney, or other specialists, as appropriate for their unique situation. For certain financial planning engagements, the Advisor will provide a written summary of the Client’s financial situation, observations, and recommendations. For consulting or ad-hoc engagements, the Advisor may not provide a written summary. Plans or consultations are typically completed within six months of the contract date, assuming all information and documents requested are provided promptly. Financial planning and consulting recommendations pose a conflict between the interests of the Advisor and the interests of the Client. For example, the Advisor has an incentive to recommend that Clients engage the Advisor for investment management services or to increase the level of investment assets with the Advisor, as it would increase the amount of advisory fees paid to the Advisor. Clients are not obligated to implement any recommendations made by the Advisor or maintain an ongoing relationship with the Advisor. If the Client elects to act on any of the recommendations made by the Advisor, the Client is under no obligation to implement the transaction[s] through the Advisor. Retirement Plan Advisory Services BFS provides retirement plan advisory services on behalf of the retirement plans (each a “Plan”) and the company (the “Plan Sponsor”). The Advisor’s retirement plan advisory services are  Form ADV: Part 2A Page | 6 designed to assist the Plan Sponsor in meeting its fiduciary obligations to the Plan and its Plan Participants. Each engagement is customized to the needs of the Plan and Plan Sponsor. Services generally include: Investment Policy Statement (“IPS”) Design and Monitoring Investment Oversight Services (ERISA 3(21)) Investment Management Services (ERISA 3(38)) • Vendor Analysis • Plan Participant Enrollment and Education Tracking • • • • Performance Reporting • Ongoing Investment Recommendation and Assistance • ERISA 404(c) Assistance • Benchmarking Services These services are provided by BFS, serving in the capacity of a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). In accordance with ERISA Section 408(b)(2), the Plan Sponsor is provided with a written description of BFS’s fiduciary status, the specific services to be rendered, and all direct and indirect compensation the Advisor reasonably expects under the engagement. B. Client Account Management Prior to engaging BFS to provide investment advisory services, each Client is required to enter into one or more agreements with the Advisor that define the terms, conditions, authority, and responsibilities of the Advisor and the Client. These services may include: • Establishing an Investment Strategy – BFS, in connection with the Client, will develop a strategy that seeks to achieve the Client’s goals and objectives. • Asset Allocation – BFS will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation, and tolerance for risk for each Client. • Portfolio Construction – BFS will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client. Investment Management and Supervision – BFS will provide investment management and ongoing oversight of the Client’s investment portfolio. C. Wrap Fee Programs BFS does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by BFS.  Form ADV: Part 2A Page | 7 These services are provided by BFS, serving in the capacity of a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). In accordance with ERISA Section 408(b)(2), the Plan Sponsor is provided with a written description of BFS’s fiduciary status, the specific services to be rendered, and all direct and indirect compensation the Advisor reasonably expects under the engagement. Item 5: Fees and Compensation We are primarily compensated for our investment advisory services based on a percentage of the assets under our management. Investment management fees are billed quarterly in arrears. The amount billed is calculated based on the valuation of the cash and securities in a client’s portfolio as of the last business day of March, June, September, and December. We have consultative clients that pay a flat fee to Bradley Foster and Sargent to perform portfolio reviews and provide buy and sell recommendations. Our standard fee schedule is as follows: We assess fees quarterly as follows: 1% annual rate of the first $2 million of assets under management, .75% of the next $3 million, and .50% of the remaining balance. Fees will be pro-rated for accounts that are opened or closed other than on the first day of a quarter; fees may be pro-rated if a large deposit is made other than on the first day of a quarter, depending on the timing of the deposit. The minimum annual fee for a managed account relationship is $5,000. Fees, including minimum annual fees, are negotiable for individually managed accounts. Clients may cancel investment management contracts with us at any time, with pro-rata fees due upon cancellation. A custodian is usually a bank or brokerage firm that has custody of a client’s assets, collects interest and dividends, and settles security trades. For approximately 89% of our clients, we are authorized to deduct our investment management fee directly from the client’s custodial account. In these cases, we also forward the confirming invoice to the client. We send an invoice directly to the client for the remaining 11% of our clients. Clients may choose either method of billing. (See Item 15: Custody.) If two or more accounts are billed to the same source or if we consider them to be affiliated accounts, we calculate fees based on the combined valuation of assets. We then bill each account proportionally, based on the asset value of the individual valuation. Clients will incur brokerage and other transaction costs. (See Item 12: Brokerage Practices.)  Form ADV: Part 2A Page | 8 We are also compensated for our investment advisory and consulting services to several law firms that utilize our services to supervise and manage portfolios. Fees for these services are negotiable. For a small number of portfolios, we provide investment management services on a non-discretionary basis. These fees are negotiable. Our private investment fund, the Crystal Partners Fund, charges a management fee equal to 0.25% of the net asset value of the fund on the last business day of each calendar quarter, payable quarterly in arrears (for a cumulative fee of 1.00% per annum). This management fee may be waived or reduced at our discretion, in our capacity as the general partner of the Crystal Partners Fund. We have waived fees for our employees and their immediate family members invested in the Crystal Partners Fund. We do not charge a separate management fee for those client assets invested in the Crystal Partners Fund. Please refer to the governing documents for the Crystal Partners Fund for more information about fees and expenses. The equity mutual fund for which we provide investment advisory services, BFS Equity Fund, charges a management fee of 0.75% per annum, based on the BFS Equity Fund’s average daily net assets, subject to a fee waiver agreement. We do not charge a separate management fee for those client assets invested in the BFS Equity Fund. Please refer to the BFS Equity Fund prospectus for more information about fees and expenses. The following fee schedules applies to clients transferred to BFS through the Napatree acquisition. Wealth Management Services Wealth management fees are paid monthly, at the end of each calendar month, according to the terms of the wealth management agreement. Wealth management fees are based on the market value of assets under management at the end of the month. Wealth management fees are based on the following schedules: Assets Under Management ($) Annual Rate (%) Up to $2,000,000 0.90% Next $2,000,000 (up to $4,000,000) 0.75% Next $2,000,000 (up to $6,000,000) 0.65% Next $2,000,000 (up to $8,000,000) 0.45% Over $8,000,000 Negotiable  Form ADV: Part 2A Page | 9 Agent for Independent Trustee: Assets Under Management ($) Annual Rate (%) 0.60% Up to $2,000,000 Next $2,000,000 (up to $4,000,000) 0.50% Next $2,000,000 (up to $6,000,000) 0.40% Next $2,000,000 (up to $8,000,000) 0.30% Over $8,000,000 Negotiable Non-Profit Organization*: Assets Under Management ($) Annual Rate (%) 0.60% 0.50% 0.40% Negotiable Up to $2,000,000 $2,000,001 to $4,000,000 $4,000,001 to $8,000,000 Over $8,000,000 * Legacy Clients may have a fee schedule different than the above. Short-Term Fixed Income Portfolio: Assets Under Management ($) Annual Rate (%) Up to $2,000,000 0.20% Next $2,000,000 (up to $4,000,000) 0.15% Over $4,000,000 Negotiable The wealth management fee in the first month of service is prorated from the inception date of the account[s] to the end of the first month. Fees may vary from the above fee schedule depending on the nature and complexity of each Client’s circumstances, or with the inclusion of financial planning or other services. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into consideration the aggregate assets under management with the Advisor. All securities held in accounts managed by BFS will be independently valued by the Custodian. BFS will conduct periodic reviews of the Custodian’s valuations. Any additions to Client accounts are billed on a pro-rated basis from inception through the end of the monthly billing period. Any withdrawals from client accounts will be billed through the date of withdrawal during the monthly billing period. The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and other related costs and expenses described in Item 5.C. below, which may be incurred by the Client. However, the Advisor shall not receive any portion of these commissions, fees, and costs. Financial Planning Services BFS offers standalone financial planning services either on an hourly basis or for a fixed fee. Hourly fees range up to $300. Fixed fees are based on the expected number of hours to complete an engagement at the Advisor’s hourly rate. Fees may be negotiable based on the nature and complexity  Form ADV: Part 2A Page | 10 of the services provided and the overall relationship with the Advisor. An estimate for total hours and total costs will be provided to the Client before engaging in these services. Retirement Plan Advisory Services Fees for retirement plan advisory services are charged an annual asset-based fee and are billed quarterly at the end of each quarter, pursuant to the terms of the retirement plan advisory agreement. Retirement plan advisory fees are based on the market value of assets under management at the end of the calendar quarter. Fees may be negotiable depending on the size and complexity of the Plan and the services to be provided. Legacy Retirement Plan Services' advisory fees are based on the following schedule: Assets Under Management ($) Annual Rate (%) Up to $5,000,000 0.20% Next $5,000,000 (up to $10,000,000) 0.175% Over $10,000,000 Negotiable A. Fee Billing Wealth Management Services Wealth management fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at the Custodian. The Advisor or its delegate shall send an invoice to the Custodian indicating the amount of the fees to be deducted from the Client’s account[s] for the respective billing period. The amount due is calculated by applying the monthly rate (annual rate divided by 12) to the total assets under management with BFS at the end of each month. Clients will be provided with a statement, at least quarterly, from the Custodian reflecting the deduction of the wealth management fee. Clients are urged to also review and compare the statement provided by the Advisor to the brokerage statement from the Custodian, as the Custodian does not perform a verification of fees. Clients provide written authorization permitting advisory fees to be deducted by BFS to be paid directly from their account[s] held by the Custodian as part of the wealth management agreement and separate account forms provided by the Custodian. Financial Planning Services Financial planning fees may be invoiced up to fifty percent (50%) of the expected total fee upon execution of the financial planning agreement. The balance shall be invoiced upon completion of the agreed-upon deliverables. Retirement Plan Advisory Services Retirement plan advisory fees may be directly invoiced to the Plan Sponsor or deducted from the assets of the Plan, depending on the terms of the retirement plan advisory agreement. B. Other Fees and Expenses Clients may incur certain fees or charges imposed by third parties other than BFS in connection with investments made on behalf of the Client’s account[s]. The Client is responsible for all custody and  Form ADV: Part 2A Page | 11 securities execution fees charged by the Custodian, as applicable. The Advisor's recommended Custodian does not charge securities transaction fees for ETF and equity trades in a Client's account, provided that the account meets the terms and conditions of the Custodian's brokerage requirements. However, the Custodian typically charges for mutual funds and other types of investments. The fees charged by BFS are separate and distinct from these custody and execution fees. In addition, all fees paid to BFS for investment advisory services are separate and distinct from the expenses charged by mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are described in each fund’s prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund expenses, account administration (e.g., custody, brokerage, and account reporting), and a possible distribution fee. A Client may be able to invest in these products directly, without the services of BFS, but would not receive the services provided by BFS which are designed, among other things, to assist the Client in determining which products or services are most appropriate for each Client’s financial situation and objectives. Accordingly, the Client should review both the fees charged by the fund[s] and the fees charged by BFS to fully understand the total fees to be paid. Please refer to Item 12 – Brokerage Practices for additional information. C. Advance Payment of Fees and Termination Wealth Management Services BFS is compensated for its wealth management services at the end of the month after services are rendered. Either party may terminate the wealth management agreement at any time by providing advance written notice to the other party. The Client may also terminate the wealth management agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five days, the Client will incur charges for bona fide advisory services rendered to the point of termination, and such fees will be due and payable by the Client. The Client’s wealth management agreement with the Advisor is non-transferable without the Client’s prior consent. Financial Planning Services BFS requires an advanced deposit as described above. Either party may terminate the financial planning agreement, at any time by providing advance written notice to the other party. The Client may also terminate the financial planning agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to the point of termination, and such fees will be due and payable by the Client. Upon termination, the Client shall be billed for actual hours logged on the planning project times the contractual hourly rate, or in the case of a fixed fee engagement, the percentage of the engagement scope completed by the Advisor. The Advisor will refund any unearned, prepaid financial planning fees from the effective date of termination. The Client’s financial planning agreement with the Advisor is non-transferable without the Client’s prior consent. Retirement Plan Advisory Services BFS is compensated for its retirement plan advisory services at the end of the quarter after advisory services are rendered. Either party may terminate the retirement plan advisory agreement at any time by providing advance written notice to the other party. Upon termination, the Client shall be responsible for retirement plan advisory fees up to and including the effective date of termination. The Client’s retirement plan advisory agreement with the Advisor is non-transferable without the  Form ADV: Part 2A Page | 12 Client’s prior consent. Item 6: Performance-Based Fees and Side-By-Side Management We do not charge or accept performance-based fees (i.e., fees based on a share of capital gains on, or capital appreciation of, the assets of a client). Therefore, we do not have any information to disclose under this Item. Item 7: Types of Clients We provided investment advisory services to approximately 1,700 clients (comprising 4,543 accounts), including the BFS Equity Fund and the Crystal Partners Fund. More than 50% of our clients are high- net-worth individuals. High net-worth individuals typically have investable assets, including trusts, estates, 401(k) plans, and IRAs of their own and their family members, over $1 million. Additionally, we provide investment advisory services to trusts, estates, bank trust departments, 401(k) plans, and separate accounts for participants in 401(k) plans, pension, and profit-sharing plans (other than plan participants), charitable organizations, corporations, limited partnerships, and an investment company. These clients total less than 10% of our total clients. Account Requirements Clients referred to us through the Fidelity Wealth Advisor Solutions Program (the “Fidelity WAS Program”), have a stated minimum account size of $500,000. The Crystal Partners Fund is offered in the United States to accredited investors as defined under Regulation D under the Securities Act. The Crystal Partners Fund requires a minimum subscription of $100,000, and the BFS Equity Fund requires a minimum initial investment of $1,000. We have the discretion to waive or reduce the minimum account requirements for both our individual accounts and our pooled investment vehicles. Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss Each of our clients has a unique set of investment goals and objectives. Asset allocation is, therefore, the first step in determining how the client’s portfolio or portfolios are structured to take into account a client’s goals regarding capital preservation, growth, income, taxes, and risk. We seek to design a portfolio that is tailored to the individual needs of each client. Our portfolio managers strive to make wise and well thought out investment selections that meet our client’s goals and risk profiles. In so doing, we strive to manage the inherent risks in investing in stocks and bonds at the level that our clients understand and are prepared to accept. However, it is important to emphasize that investment performance can never be guaranteed. Investing in securities involves the  Form ADV: Part 2A Page | 13 risk of loss that clients should be prepared to bear. Investment Philosophy We generally invest for the long term. Our first priority is always capital preservation. We utilize fundamental analysis to invest in sound companies with identifiable prospects for earnings growth when the stocks of these companies can be purchased at what we believe to be reasonable valuations. We believe in broad diversification within portfolios. Our investment philosophy may be summarized by the following five tenets: capital preservation, commitment to equities, reasonable prices, and diversification. Capital Preservation To preserve wealth, we begin by setting asset allocation guidelines among equities, fixed-income instruments, and cash. Each portfolio is structured to consider a client’s approach to risk and reward, investment time horizons, market volatility for different asset classes, income needs, and tax considerations. These benchmarks are reviewed on an ongoing basis and adjusted as necessary. Generally, the greater a client’s desire to emphasize capital preservation, the larger the percentage of the portfolio that is allocated to fixed-income instruments and cash reserves; the greater a client’s desire for capital appreciation, the greater the proportion of the portfolio that is allocated to equities. Commitment to Equities Common stocks remain the most effective means of significantly outpacing inflation and are the best vehicle for maintaining purchasing power over time. Accordingly, we believe that a portion. – however modest –most clients’ assets should be dedicated to sound common stocks. Reasonable Prices To moderate risk and achieve the potential of capital appreciation in our equity portfolios, we adhere to pricing disciplines. We seek to buy quality growth companies at what we perceive to be reasonable prices, providing a “margin of safety.” In some circles, this investment approach is called – Growth at a Reasonable Price (GARP). Diversification Prudent diversification to moderate risk is reflected in our portfolios. For portfolios of $1 million or more, we generally hold 25 or more stock positions diversified among attractive industries, depending on the size of the portfolio. Investment Process One of the central elements of our investment process is what we refer to as the “Guidance List.” Our Ethics Policy and Standards of Professional Conduct (the “Ethics Policy”) states that portfolio managers can only purchase securities for client accounts that are on the Guidance List (unless the client directs the purchase of security not on the Guidance List).  Form ADV: Part 2A Page | 14 We have an investment committee comprised of portfolio managers, research analysts, and traders (the “Investment Committee”), which approves each security’s inclusion on the Guidance List. The Guidance List generally contains 500 or more securities, with new securities added and others deleted regularly. The Investment Committee identifies securities for the Guidance List utilizing both quantitative screening and qualitative techniques. Members of the Investment Committee use a combination of technical analysis, including charting and cyclical methods, and fundamental analysis to analyze stocks. Before approving any security for the Guidance List, the Investment Committee analyzes the company for fundamental characteristics. Companies that merit inclusion on the Guidance List must show certain fundamental characteristics that we believe enable their business to perform well even in times of adversity. We also use event-driven purchasing and selling as a component of the investment process. When events negatively impact the price of security, industry, or the market as a whole, valuation can be driven down unreasonably. Such events may present an opportunity to buy quality security on our Guidance List at a favorable price. A particular event may also cause a decision to sell a holding. When taking investment action for a specific portfolio or client, our portfolio managers seek to consider the investment objectives of the client, the characteristics of the investment involved, and the basic characteristics of the total portfolio. Our portfolio managers strive to use reasonable judgment to determine the relevant factors. Our portfolio managers seek to exercise diligence and thoroughness in the purchase and sale of all securities for the portfolio of clients. This means that there will be a reasonable and adequate basis for taking investment action, supported by appropriate research and investigation. We rely on several main sources of information, including financial newspapers and magazines, corporate rating services, annual reports, prospectuses, and filings with the SEC, and company press releases. In addition to the daily efforts of the research department, our investment professionals also perform original research, which includes on-site company visits and personal meetings with management. Our investment professionals also attend investment conferences and receive research reports from many major investment houses and regional brokerage firms. In implementing our investment strategies, we generally purchase for clients’ portfolios a preponderance of large-capitalization U.S. stocks for the equity portion of their portfolios. However, depending on each client’s circumstances and objectives, we may utilize small and mid-capitalization stocks, as well as international stocks (ADRs as well as emerging market ETFs). As part of the fixed income strategy, we often recommend government, tax-exempt, and corporate bonds, real estate investment trusts, master limited partnerships, open-end mutual funds investing primarily in bonds, and closed-end funds investing primarily as bonds. These securities are considered for the dividends and paid interest. Many of these securities are traded on national exchanges and may experience price volatility similar to pure equity securities.  Form ADV: Part 2A Page | 15 Our portfolio managers generally invest for the long term in a client’s portfolio, typically seeking to sell securities that are held at a profit in taxable accounts after they have been held for at least a year. However, in various appropriate circumstances, and especially in portfolios that are tax-free or tax- deferred, we will sell securities that are held for less than a year. While we do not let tax considerations dominate our investment decisions, we strive to work with our clients to minimize taxes. We rarely use short selling, buying on margin, and option writing. When we do, it is only at the client’s request. Very few clients utilized these investment management tactics. Material Risks Regardless of the thoroughness of our investment analysis, investing in securities always involves an estimation of what will happen in the future, and, as with any forward-looking analysis, it can be proved wrong by future events. When our purchase or ownership of securities is proved wrong by future events, we seek to make wise decisions about whether to sell a security or hold onto it in the belief that circumstances will improve. Each decision involves the risk of being wrong and the risk of losing money on that decision. Stock markets can be volatile. In other words, stock prices can rise or fall rapidly in response to developments affecting a specific company or industry, or to changing economic, political, or market conditions. Common stocks tend to be more volatile than other investment alternatives. The value of an individual company can be more volatile than the market as a whole. Risks related to fixed-income securities include credit risk and interest rate risk. Credit risk is the chance that an issuer will fail to pay interest or principal promptly or that negative perceptions of the issuer’s ability to make such payments will cause the price of that security to decline. Interest rate risk is the chance that security prices will decline because of rising interest rates. A. Risk of Loss Investing in securities involves certain investment risks. Securities may fluctuate in value or lose value. Clients should be prepared to bear the potential risk of loss. BFS will assist Clients in determining an appropriate strategy based on their tolerance for risk and other factors noted above. However, there is no guarantee that a client will meet their investment goals. While the methods of analysis help the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in these methods of analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. Each Client engagement will entail a review of the Client’s investment goals, financial situation, time horizon, tolerance for risk, and other factors to develop an appropriate strategy for managing a client’s account. Client participation in this process, including full and accurate disclosure of  Form ADV: Part 2A Page | 16 requested information, is essential for the analysis of a client’s account[s]. The Advisor shall rely on the financial and other information provided by the Client or their designees without the duty or obligation to validate the accuracy and completeness of the provided information. It is the responsibility of the Client to inform the Advisor of any changes in financial condition, goals, or other factors that may affect this analysis. The risks associated with a particular strategy are provided to each Client in advance of investing Client accounts. The Advisor will work with each Client to determine their tolerance for risk as part of the portfolio construction process. The following are some of the risks associated with the Advisor’s investment approach: Market Risks The value of a client’s holdings may fluctuate in response to events specific to companies or markets, as well as economic, political, or social events in the U.S. and abroad. This risk is linked to the performance of the overall financial markets. ETF Risks The performance of ETFs is subject to market risk, including the possible loss of principal. The price of the ETFs will fluctuate with the price of the underlying securities that make up the funds. In addition, ETFs have a trading risk based on the loss of cost efficiency if the ETFs are traded actively and a liquidity risk if the ETFs have a large bid-ask spread and low trading volume. The price of an ETF fluctuates based upon the market movements and may dissociate from the index being tracked by the ETF or the price of the underlying investments. An ETF purchased or sold at one point in the day may have a different price than the same ETF purchased or sold a short time later. There is also a risk that Authorized Participants are unable to fulfill their responsibilities. Authorized Participants are one of the major parties involved with ETF creation/redemption mechanism in the markets. The Authorized Participants play a critical role in the liquidity of ETFs and essentially have the exclusive right to change the supply of ETF shares in the market. If the Authorized Participants does not fulfill this expected role, there could be an adverse impact on liquidity and the valuation of an ETF. Equity Risks Equity securities are subject to changes in value, and their values can be more volatile than other asset classes. The value of equity securities varies in response to many factors. These factors include, without limitation, factors specific to an issuer and the industry in which the issuer's securities are subject to stock risk. The values of equity securities also fluctuate in response to political, market, and economic developments. Historically, U.S. and non-U.S. stock markets have experienced periods of substantial price volatility and will do so again in the future. Mutual Fund Risks The performance of mutual funds is subject to market risk, including the possible loss of principal. The price of the mutual funds will fluctuate with the value of the underlying securities that make up the funds. The price of a mutual fund is typically set daily; therefore, a mutual fund purchased at one point in the day will typically have the same price as a mutual fund purchased later that same day.  Form ADV: Part 2A Page | 17 Bond Risks Bonds are subject to specific risks, including the following: (1) interest rate risks, i.e., the risk that bond prices will fall if interest rates rise, and vice versa, the risk depends on two things, the bond’s time to maturity, and the coupon rate of the bond. (2) reinvestment risk, i.e., the risk that any profit gained must be reinvested at a lower rate than was previously being earned, (3) inflation risk, i.e., the risk that the cost of living and inflation increase at a rate that exceeds the income investment thereby decreasing the investor’s rate of return, (4) credit default risk, i.e., the risk associated with purchasing a debt instrument which includes the possibility of the company defaulting on its repayment obligation, (5) rating downgrades, i.e., the risk associated with a rating agency’s downgrade of the company’s rating which impacts the investor’s confidence in the company’s ability to repay its debt and (6) Liquidity Risks, i.e., the risk that a bond may not be sold as quickly as there is no readily available market for the bond. Options Contracts Investments in options contracts have the risk of losing value in a relatively short period of time. Options contracts are leveraged instruments that allow the holder of a single contract to control many shares of an underlying stock. This leverage can compound gains or losses. Alternative Investments (Limited Partnerships) The performance of alternative investments (limited partnerships) can be volatile and may have limited liquidity. An investor could lose all or a portion of their investment. Such investments often have concentrated positions and investments that may carry higher risks. A Client should only have a portion of their assets in these investments. Real Estate Investment Trusts (“REITs”) Investing in Real Estate Investment Trusts (“REITs”) involves certain distinct risks in addition to those risks associated with investing in the real estate industry in general. For Example, equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of credit extended. REITs are subject to heavy cash flow dependency, default by borrowers, and self-liquidation. REITs, especially mortgage REITs, are also subject to interest rate risk (i.e., as interest rates rise, the value of REITs may decline). Past performance is not a guarantee of future returns. Investing in securities and other investments involves a risk of loss that each Client should understand and be willing to bear. Clients are reminded to discuss these risks with the Advisor. Item 9: Disciplinary Information On September 27, 2021, the Office of Financial Regulation (Office) entered a Final Order adopting the Stipulation and Consent Agreement for one of our Portfolio Managers. The PM neither admitted nor denied the allegations but consented to the entry of findings by the Office. The Office found that the Portfolio Manager violated section 517.12(4), Florida Statutes, by rendering investment advice from a location within Florida, without being registered by the Office. The PM agreed to cease and desist from violations of Chapter 517, Florida Statutes, and the Administrative Rules adopted thereto, and to pay  Form ADV: Part 2A Page | 18 an administrative fine. The Office agreed to approve the PM’s application as an associated person (RA) with Bradley Foster & Sargent Inc., effective September 27, 2021. The backgrounds of the Advisor and its Advisory Persons are available on the Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD # 106928. Item 10: Other Financial Industry Activities and Affiliations In our capacity as the general partner of the Crystal Partners Fund, we provide investment advice and investment management services to that fund. Thomas D. Sargent, a principal, manages the investment portfolio of the Crystal Partners Fund. The objective of the Crystal Partners Fund is to seek long-term capital appreciation through investing in small and mid-capitalization stocks. We manage the investment portfolio following the same standards and priorities as each client portfolio. We provide investment advice and investment management services to the BFS Equity Fund. Robert H. Bradley, a principal, is the lead portfolio manager of the fund. Keith G. LaRose and Thomas D. Sargent are the co-portfolio managers of the BFS Equity Fund. The investment objective of the BFS Equity Fund is to seek long-term appreciation through the growth of principal and income through investing in mid and large-capitalization stocks. We manage the BFS Equity Fund’s investment portfolio in accordance with the same standards and priorities as each client portfolio. We allocate securities in accordance with the procedures we have adopted. We treat all client accounts fairly and equitably so that no one client account receives preferential treatment over another. We do not allocate or reallocate any order to enhance the performance of one account over another account or favor any account in which a portfolio manager, principal, or other related person has any vested interest. Item 11: Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading We are dedicated to serving each client professionally, courteously, confidentially, and ethically. All of our employees are expected to act ethically in all dealings with our clients, the public, the media, prospective clients, suppliers, other employees, and other members of the investment community, consistent with our Ethics Policy. Our Ethics Policy covers, among other things, personal securities transactions by all our employees for their own account, a personal account of a member of the employee’s household as well as a personal account of a minor child not residing with him or her, and accounts in which an employee has a material (i.e., 5% or greater) direct or indirect beneficial interest and can influence investment decisions, whether or not the employee or accountholder pays a fee. Our Ethics Policy is designed to ensure that our clients are not disadvantaged by our own personal trading or that of our employees. Our employees are permitted to purchase and sell the same securities that are bought and sold for client accounts. Our management has established procedures to ensure that transactions for clients have clear priority over transactions in securities for those accounts in which employees have beneficial ownership. Our Ethics Policy stipulates the following in this regard: “As investment managers, we have  Form ADV: Part 2A Page | 19 a fiduciary relationship with our clients and, as such, we shall place our interests – individually and collectively – subordinate to those of our clients. This applies to both individual and institutional clients, as well as to the shareholders of [the BFS Equity Fund] and to the limited partners of [the Crystal Partners Fund]. As further detailed below, this requires that all Employees will execute their personal securities transactions in a manner consistent with this Ethics Policy and in such a manner as to avoid any actual or potential conflict of interest or any abuse of an individual’s position of trust and responsibility.” Our Chief Compliance Officer is responsible for the administration of the Ethics Policy. Our President is responsible for the enforcement of the Ethics Policy. The Chief Compliance Officer reviews and receives all documentation about securities trading and holdings required by the Ethics Policy. All employees are required to report possible violations of the Ethics Policy. The Chief Compliance Officer reviews and investigates any reported or suspected violations of the Ethics Policy and reports the events and any findings to the President. If an investigation confirms that there has been a violation, the President will take appropriate action. Because all situations cannot be contemplated or provided for in advance, the President has the authority to permit exceptions to the policies and procedures in the Ethics Policy when an exception is not harmful to the best interests of our clients or does not give the appearance of a conflict of interest. We place the following restrictions on employees when executing securities transactions for accounts in which they have a beneficial interest: Portfolio managers are only permitted to purchase for clients’ accounts securities that are on the Guidance List (unless the client directs the purchase of a non-Guidance List security). All employees must generally pre-clear trades of Guidance List security for personal accounts with the Chief Compliance Officer, to ensure that these trades avoid potential conflicts of interest with a client’s trade. In addition, purchases of shares of the BFS Equity Fund by employees require pre-clearance. Pre- clearance requirements apply also to the Bradley, Foster & Sargent, Inc. 401(k) Plan equity portfolio that we manage, and our corporate accounts. Pre-clearance requirements do not apply to limited partnerships or limited liability companies such as the Crystal Partners Fund, as long as the total ownership by our officers and staff does not exceed 15% of the total ownership of the entity. Pre-clearance is not necessary for “de minimis” transactions, including: • all equities, and puts and calls of equities, which are not on the Guidance List. • shares of open-end investment companies (mutual funds), including those an employee held in a 401(k) account administered/managed by his or her former employer or in a section 529 college fund (this does not include the BFS Equity Fund, where pre-clearance is required). • exchange-traded funds. • direct obligations of the U.S. Government, including its agencies and instrumentalities. • CDs and other money market instruments. • corporate (non-convertible) and municipal bonds which are not on the Guidance List. • equities acquired by a spouse through his or her employer’s stock option plan or stock purchase plan. • equities acquired as a result of dividend reinvestment, the exercise of rights issued by a company, participation in mergers and reorganizations, and the expiration of forfeiture provisions (restricted stock awarded by a former employer) and  Form ADV: Part 2A Page | 20 • securities created as the result of spin-offs of Guidance List securities if sold within 60 days of the initial trading of the security. Employees are prohibited from purchasing any security in an initial public offering for a personal account. Employees are prohibited from purchasing private placement security without the prior approval of the President. Employees are also prohibited from participating in cross-trades in which clients are participating. The Investment Committee may not place a security on the Guidance List within seven days of an employee purchasing the same security for a personal account. Employees are prohibited from engaging in short-term trading of securities on the Guidance List. Short- term trading is the purchase and sale of the same security within 30 days. However, should a short-term trade occur, any profits realized on buys and sells within 30 days are required to be disgorged. Employees, with the pre-approval of the Chief Compliance Officer, may sell securities within 30 days of purchase. This prohibition on short-term trading does not apply to Crystal Partners Fund or the Bradley, Foster & Sargent, Inc. 401(k) Plan equity fund because they are treated as client accounts. Employees are prohibited from engaging in opposite-way trading. Opposite-way trading is the purchase of a security for all or substantially all clients and the sale of the same security from a personal account, or the sale of a security for all or substantially all clients and the purchase of the same security for a personal account, within a 30-day period. After obtaining pre-clearance, a portfolio manager may buy for his or her personal account any large or mid-capitalization security on the Guidance List on the day preceding or following the day on which he or she buys or sells the same security for his or her client’s portfolio. Additionally, after obtaining pre-clearance, a portfolio manager may buy or sell for his or her personal account any large or mid-capitalization security on the Guidance List on the same day he or she buys or sells the same security for a client, as long as one of the following procedures is utilized: • The portfolio manager includes his or her personal trade with other trades for our clients in a block trade (or aggregated trade), which is executed with a broker through our master account. The broker must execute all the trades in that particular block at the average price which the broker calculates at the end of the day. Partially filled orders will go first to clients and then pro- rata to personal accounts. • The portfolio manager executes his or her personal trades using an account-by-account method through our master account, while also using the same method to execute trades of the same security during the day for clients, also through our master account. At the end of the day, the broker must calculate an average price for all of the trades of the same security. The trades are then allocated to their respective individual accounts. A Research Analyst may not trade in a security, or any derivative thereon, if the Research Analyst intends to recommend that security for Guidance List inclusion or deletion within seven calendar days. Likewise, a Research Analyst may not trade in a security, or any derivative thereon, if the Research Analyst intends to change an existing recommendation, or change the rating of a Guidance List security, within seven calendar days. Recommendations may take the form of written memoranda, group  Form ADV: Part 2A Page | 21 presentations, or individual conversations. After paying due regard to the seven calendar day personal trading requirements, a Research Analyst may obtain pre-clearance to purchase or sell for their personal accounts any large capitalization security at any time. After obtaining pre-clearance, all other employees may purchase or sell for their personal accounts any large or mid-capitalization security at any time. We have a different policy for securities transactions in small capitalization stocks. A small capitalization stock is a security having a market capitalization of $2 billion or less, which is not in the S&P 500 or the Russell 1000 indices. After obtaining pre-clearance, an employee may purchase or sell for his or her personal account any stocks on the small capitalization Guidance List, as long as the employee includes his or her personal trade with other trades for our clients in a block trade (or aggregated trade), which is executed with a broker through our master account. The personal trades cannot be more than 15% of the total trade. The broker must execute all the trades in that particular block at the average price, which the broker calculates at the end of the day. Partially completed orders will go first to clients and then pro-rata to personal accounts. If personal trades are not included in a block or aggregated trade, the personal trades are subject to a seven calendar day blackout period. For example, if a portfolio manager purchases or sells a security for his client on a Tuesday, the soonest an employee can purchase or sell the same security for his personal account is the next Tuesday. If the same security is subsequently purchased or sold for a client’s portfolio within the seven calendar day blackout period and the price differential is favorable to the employee, all realized and unrealized gain is required to be disgorged so that the employee ends up with the same average price as the client. Once a seven calendar day blackout period has commenced, an employee may purchase or sell a security for his or her personal account within the seven calendar days following a trade in the same security for any of our clients if all three of the following conditions are met: 1) the employee’s personal securities transaction is included in a block or aggregated trade with a client. 2) the personal portion of the block or aggregated trade is limited to 15% of the total transaction; and 3) the employee is other than the employee whose personal trade was responsible for commencing the blackout period. In addition, an employee may sell a security for his or her personal account within the seven calendar days following the sale of the same security for any client, if both of the following conditions are met: 1) no client holds the security as of the trade date, the employee sells it; and 2) the employee obtains a price that is equal to or less than that obtained in the last client transaction involving that security. Notwithstanding the foregoing, if an employee trades for his or her personal account and a portfolio manager trade for his or her clients’ accounts within the seven calendar day blackout period, the  Form ADV: Part 2A Page | 22 employee’s personal trade will not be subject to disgorgement if the trade meets the requirements of one of the following tests: 1) the number of shares in the personal trade is equal to or less than 1% of the last 10 days average trading volume; or 2) the dollar amount of personal trading is equal to or less than $25,000. If the trade does not meet the requirements of either test, the amount above the higher of the two requirements will be subject to disgorgement. While requiring pre-clearance, trades for the Bradley, Foster & Sargent, Inc. 401(k) Plan equity fund, which we manage for our employees, are treated as client trades. Therefore, portfolio managers, other than the portfolio manager managing the Bradley, Foster & Sargent, Inc. 401(k) Plan equity fund, do not need to observe the seven calendar day blackout period when trading in the same securities for their clients. However, the portfolio manager managing the Bradley, Foster & Sargent, Inc. 401(k) Plan equity fund must observe the seven calendar day blackout period regarding personal trades in securities for his or her personal accounts, or disgorge the profits, if any. Also, if a portfolio manager executes a de minimis trade for a single client account, thereby starting a blackout period, followed by an employee trade that would otherwise be subject to the disgorgement rule, the disgorgement of profits policy will not apply unless the employee who traded for his or her personal account and the portfolio manager who traded for this client account is the same person. No employee may knowingly buy, sell, or dispose of in any manner, including by gift, a personal security investment which would cause, or appear to cause, conflict with the interests of any of our clients. All new hires must submit a statement of all publicly traded securities for all accounts in which they have a beneficial interest. All employees’ accounts are required to be tracked on the firm's accounting system or have their custodial statements provided to Compliance quarterly. In addition, we recommend that our centralized trading function be utilized to execute all trades. Each employee must report all trades every quarter and submit a statement of all publicly traded securities on an annual basis for all accounts in which they have a beneficial interest. These reports are reviewed by the Chief Compliance Officer and any exceptions or irregularities are brought to the attention of the President for action. We require all employees to comply with all laws and regulations relating to the use and communication of all nonpublic information. Specifically, no employee should trade in a security while in possession of material nonpublic information. Our employees are allowed to serve on the board of directors of publicly traded companies, with the prior approval of our President, but in such a case, the publicly traded company would not be allowed on our Guidance List. We are the general partner of the Crystal Partners Fund. On occasion, we will recommend to our clients that they invest in the Crystal Partners Fund, subject to our clients meeting the eligibility requirements. Also, we are the investment adviser of the BFS Equity Fund. We will recommend to our clients that they invest in the BFS Equity Fund if we believe it is an appropriate investment for them. (See Item 7:  Form ADV: Part 2A Page | 23 Types of Clients and Item 10: Other Financial Industry Activities and Affiliations.) We will provide a copy of our Ethics Policy to any client or prospective client upon request. To obtain this information, contact our Chief Compliance Officer. Item 12: Brokerage Practices We consider several factors before selecting a broker-dealer for any client transaction. These factors include custodian, size of the trade, commission schedule, written agreements or verbal understandings, quality of execution, size of account (impacts prime broker eligibility), client restrictions, and unusual circumstances. Concerning custodians, we consider the quality and breadth of the services provided to the client when choosing which broker-dealer to recommend to the client as its custodian. We have agreements with Charles Schwab (“Schwab”) and Fidelity Investments (“Fidelity”) as our preferred custodians. As of December 31, 2024, approximately 91% of our clients’ accounts were held in custody at either Schwab or Fidelity. Under the terms of these agreements, Schwab and Fidelity do not charge any of our client’s fees for custody. However, Schwab and Fidelity may receive compensation from our clients in the form of commissions on securities trades executed through their brokerage services. If a client is recommended to us through the Fidelity WAS Program, the client’s account is likely to remain with the brokerage firm that recommended the client to us. As a participant in the Fidelity WAS Program, we may have the incentive to recommend a broker-dealer based on our interest in receiving client referrals. We may recommend that clients establish brokerage accounts with Schwab or Fidelity to maintain custody of the client’s assets and effect trades for their accounts. (See Item 14: Client Referrals and Other Compensation.) Schwab. We participated in the Schwab Service through which Schwab provided us with client referrals. The Schwab Service is designed to help investors find an independent investment adviser. Schwab is entitled to compensation from us under this agreement (See Item 14: Client Referrals and Other Compensation for a full description of the fees paid to Schwab). Schwab does not charge our clients fees for holding their accounts in custody at Schwab. However, Schwab has in the past charged our clients commissions and other transaction-related or asset-based fees for securities trades (i.e., individual equity and debt securities transactions) that are executed through Schwab. Although Schwab has eliminated commission costs for online U.S. equity trades, these fees may be reinstated. Schwab charges commissions for telephone orders (i.e., same-day settle trades, foreign securities, and transaction fee mutual funds). Schwab provides access to many no-load mutual funds without, or with nominal, transaction charges. We may execute trades for client accounts held in custody at Schwab through a different broker-dealer than Schwab. Fidelity. We participate in the Fidelity (Wealth Advisor Solutions( WAS) Program, which is designed to introduce high net worth investors to independent registered investment advisers. Fidelity is entitled to compensation from us in connection with the Fidelity WAS Program (See Item 14: Client Referrals and Other Compensation for a full description of the fees paid to Fidelity). Clients referred by Fidelity  Form ADV: Part 2A Page | 24 maintain custody of their assets at Fidelity. Fidelity has in the past charged our clients commissions and other transaction-related or asset-based fees for securities trades (i.e., individual equity and debt securities transactions) that are executed electronically through Fidelity. Although Fidelity has eliminated commission costs for online U.S. equity trades for clients with electronic delivery or more than $1 million in household assets, these fees may be reinstated. Fidelity charges commissions for telephone orders (i.e., same day settle trades, foreign securities, and transaction fee mutual funds). Fidelity provides access to many no-load mutual funds without or with nominal transaction charges. We may execute trades for client accounts held in custody at Fidelity through a different broker-dealer than Fidelity. Huntington National Bank. The assets of the BFS Equity Fund are held in custody by Huntington National Bank (HNB), which is a qualified custodian. HNB is not affiliated with any broker-dealer and, therefore, there are no custodian/broker-dealer imposed restrictions on our trading options for the BFS Equity Fund. For all accounts held at bank trust departments and for many accounts held at discount brokers, we will routinely direct transactions to specific brokerage firms to compensate those firms for the benefit of research. In the past, we have also received computer research tools and online market quotations from certain brokerage firms. The rates charged for these transactions, which have been negotiated, are generally greater than those charged by a discount broker. (A discount broker executes buy and sell orders at a reduced commission compared to a full-service broker, but provides little, if any, other services.) The commissions these broker-dealers receive for executing trades for our clients in compensation for research are for the benefit of all accounts. We receive political, economic, industry, and company- specific analytical research from a variety of research and brokerage firms including, but not limited to, Evercore ISI, Fidelity Investments; JP Morgan Securities; Keefe, Bruyette & Woods; Needham; Piper Jaffray; Sanford C. Bernstein & Co.; Schwab Institutional; and William Blair. In addition, we have an arrangement with a broker-dealer that permits us to direct the broker-dealer to pay the fees of third-party research service providers with brokerage commissions. Currently, we are not utilizing this arrangement, but we may again utilize it in the future. In the past, third-party research service providers have furnished us with the following services: • Identifying emerging global economic trends and assisting with the identification of new investment opportunities. • Assist our portfolio managers and the Investment Committee with asset allocations and weighting of sectors. • Providing research and a database of information on both public and private global capital markets. • Offering applications for desktop research, screening, back-testing, financial modeling, quantitative analysis, and other analytics; and • Providing integrated financial investment software and investment research services, real-time pricing and historical database of financial information, portfolio analytics for a broad range of equities, and estimates of future earnings and cash flows.  Form ADV: Part 2A Page | 25 As with arrangements with other broker-dealers, clients may pay commissions higher than those charged by other broker-dealers in return for the research services we obtain from the third-party research service providers. The benefits of the research services are not allocated proportionately to the client accounts that generated the brokerage commissions. While the research services benefit our clients, they also benefit us, and, accordingly, we may have the incentive to select or recommend a broker-dealer based on our interest in receiving the research or other products and services. We acknowledge our duty to seek the best execution of trades for client accounts. We try to minimize commissions paid in consideration for research including the frequent use of executing trades electronically. Electronic trades now constitute greater than 90% of all trades we execute. In considering commission rates offered by brokers, we take into consideration the quality and consistency of the research provided as well as the quality and speed of the execution of the trade. Commission rates may not be the lowest available. Annually, we establish a commission budget for the purpose of projecting the dollar amount of commissions to be directed to specific investment houses. This allocation process is based on the quality and consistency of services provided including, but not limited to, web-based and paper- based research, execution of trades, access to the management of companies, access to research analysts, and access to investment conferences. During the year, we monitor the performance of the investment houses and modify the budget, if necessary, to redirect trades to those investment houses providing the highest level of service. Clients may direct their brokerage to particular broker-dealers. However, we may not be able to obtain the best execution for those clients that direct their brokerage to particular entities. These clients may pay different commissions, greater spreads, or other transaction costs, or receive less favorable net prices on transactions for the account than would otherwise be the case. For client accounts held by master custodians, such as bank trust departments or prime brokers, we may place aggregate trade orders for specific securities. The master custodian distributes the predetermined allocations of the aggregate trades to the individual client accounts at an average and equal cost per share. Occasionally, when we trade, trading errors will occur. Whenever a trading error occurs, the gains are contributed to a charity of our choosing. Losses that result from our trading errors are borne by us. We are required to reimburse the broker-dealer for losses. In all instances, the client for whom the trade is executed does not suffer a loss and is always made whole. A. Recommendation of Custodian BFS does not have discretionary authority to select the broker-dealer/custodian for custody and execution services. The Client will engage the broker-dealer or custodian (herein the "Custodian") to safeguard Client assets and authorize BFS to direct trades to the Custodian as agreed upon in the investment advisory agreement. Further, BFS does not have the discretionary authority to negotiate commissions on behalf of Clients on a trade-by-trade basis. Where BFS does not exercise discretion over the selection of the Custodian, it may recommend the Custodian to Clients for custody and execution services. Clients are not obligated to use the  Form ADV: Part 2A Page | 26 Custodian recommended by the Advisor and will not incur any extra fee or cost associated with using a custodian/broker- dealer not recommended by BFS. However, if the recommended Custodian is not engaged, the Advisor may be limited in the services it can provide. BFS may recommend the Custodian based on criteria such as, but not limited to, the reasonableness of commissions charged to the Client, services made available to the Client, its reputation, and/or the location of the Custodian’s offices. BFS will generally recommend that Clients establish their account[s] at Charles Schwab & Co., Inc. (“Schwab”), a FINRA-registered broker-dealer and member SIPC. Schwab will serve as the Client’s “qualified custodian.” BFS maintains an institutional relationship with Schwab whereby the Advisor receives certain economic benefits from Schwab. Please see Item 14 below. Following are additional details regarding the brokerage practices of the Advisor: 1. Soft Dollars – Soft dollars are revenue programs offered by broker-dealers/custodians whereby an advisor enters into an agreement to place security trades with a broker- dealer/custodian in exchange for research and other services. BFS does not participate in soft dollar programs sponsored or offered by any broker-dealer/custodian. However, the Advisor receives certain economic benefits from the Custodian. Please see Item 14 below. 2. Brokerage Referrals – BFS does not receive any compensation from any third party in connection with the recommendation for establishing an account. 3. Directed Brokerage – All Clients are serviced on a “directed brokerage basis,” where BFS will place trades within the established account[s] at the Custodian designated by the Client. Further, all Client accounts are traded within their respective account[s]. The Advisor will not engage in any principal transactions (i.e., trade of any security from or to the Advisor’s own account) or cross transactions with other Client accounts (i.e., purchase of security into one Client account from another Client’s account[s]). BFS will not be obligated to select competitive bids on securities transactions and does not have an obligation to seek the lowest available transaction costs. These costs are determined by Custodian. B. Aggregating and Allocating Trades The primary objective in placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results, taking into account such factors as 1) price, 2) size the of order, 3) difficulty of execution, 4) confidentiality and 5) skill required of the Custodian. BFS will execute its transactions through the Custodian as authorized by the Client. BFS may aggregate orders in a block trade or trades when securities are purchased or sold through the same Custodian for multiple (discretionary) accounts in the same trading day. If a block trade cannot be executed in full at the same price or time, the securities purchased or sold by the close of each business day must be allocated in a manner that is consistent with the initial pre-allocation or other written statement. This must be done in a way that does not consistently advantage or disadvantage any particular Clients’ accounts.  Form ADV: Part 2A Page | 27 Item 13: Review of Accounts Bradley, Foster and Sargent Senior Management and Portfolio Managers will periodically review client accounts and financial plans to identify situations that may warrant either a more detailed review or a specific action on behalf of an advisory client. Each portfolio manager is assisted by one, or in some instances two or more, employees in the execution of their responsibilities. Additionally, some portfolio managers act as backup portfolio managers for certain client relationships. We provide portfolio appraisals to each client every quarter. Portfolio appraisals contain a list of holdings by asset type and industry diversification, as well as various other important details, such as the projected annual income, current yield, number of shares, cost basis, and market value. We also offer periodic client meetings and general communications. Clients may request a verbal or written review of their accounts at any time. Additionally, we may use other surveillance methods such as reviewing exception reports and transaction summaries to identify exceptions. We provide a semi-annual and annual report to all shareholders in the BFS Equity Fund. The information provided in these reports conforms to the requirements of the Securities and Exchange Commission. Please refer to the prospectus for the BFS Equity Fund for more information about the reports provided to shareholders. Limited partners in the Crystal Partners Fund receive quarterly performance reports, as well as annual audited financial reports. Please refer to the governing documents of the Crystal Partners Fund for more information. Item 14: Client Referrals and Other Compensation Prospective clients are referred to us by several firms with which we do business. Some of those firms are compensated for referrals that result in new business for us. In addition, we may receive an economic benefit as a result of our relationship with certain of those firms. Schwab. As of May 21, 2021, we no longer participate in Schwab's client referral program. However, our previous participation in the Schwab Service may have raised potential conflicts of interest. We pay Schwab a fee on all referred clients’ accounts that are maintained in custody at Schwab (a “Participation Fee”). The Participation Fee is a percentage of the value of the assets in the client’s account. We pay Schwab the Participation Fee for as long as the referred client’s account remains in custody at Schwab. The Participation Fee is billed to us quarterly and may be increased, decreased, or waived by Schwab from time to time. The Participation Fee is borne by us; clients referred through the Schwab Service do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred through the Schwab Service. We pay Schwab a different fee if Schwab does not maintain custody of a referred client account or the assets in the account are transferred from Schwab (the “Non-Schwab Custody Fee”). The Non-Schwab Custody Fee does not apply if the client was solely responsible for the decision not to maintain custody  Form ADV: Part 2A Page | 28 at Schwab. The Non-Schwab Custody Fee is a one-time payment equal to a percentage of the value of the client’s assets placed with a custodian other than Schwab. The Non-Schwab Custody Fee represents a higher percentage of a client’s assets than the annualized Participation Fee. Therefore, we have an incentive to recommend that the accounts of Schwab-referred clients be held in custody at Schwab. For accounts of our clients referred by and in custody at Schwab, Schwab does not charge our clients fees for holding their accounts in custody at Schwab. Schwab has in the past charged our clients’ commissions and other transaction-related or asset-based fees for securities trades (i.e., individual equity and debt securities transactions) that are executed through Schwab. Although Schwab has eliminated commission costs for online U.S. equity trades, these fees may be reinstated. Even so, we acknowledge our duty to seek the best execution of trades for client accounts. We may execute trades for client accounts held in custody at Schwab through a different broker-dealer than Schwab. Trades for accounts held in custody at Schwab may be executed at different times and at different prices than trades for other accounts that are executed at other broker-dealers. Schwab also makes available to us other products and services that benefit us but may not benefit our clients’ accounts. Some of these other products and services assist our firm in managing and administering clients’ accounts. These include software and other technology that provide access to client account data (such as trade confirmations and account statements), provide research, pricing information, and other market data, facilitate payment of our fees from client accounts, and assist with back-office functions, recordkeeping, and client reporting. Many of these services may generally be used to service all or a substantial number of our accounts, including accounts not maintained at Schwab. Schwab also makes available to us other services intended to help us manage and further develop our business enterprise. These services may include consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance, and marketing. In addition, Schwab may make available, arrange, and/or pay for these types of services rendered to us by independent third parties. Schwab may discount or waive fees it would otherwise charge for some of these services or pay all or a part of the fees of a third party providing these services to us. While as fiduciary we are obligated to act in our client’s best interests, our recommendation that clients establish brokerage accounts with Schwab to maintain custody of the client’s assets and effect trades for their accounts, including for clients that have not been referred to us by Schwab, may be based in part on the benefit to us of the availability of some of Schwab’s products and services and not solely on the nature, cost, or quality of custody and brokerage services Schwab provides, which may create a potential conflict of interest. Fidelity Wealth Advisor Solutions® BFS participates in the Fidelity Wealth Advisor Solutions® Program (the “WAS Program”), through which BFS receives referrals from Fidelity Personal and Workplace Advisors LLC (FPWA), a registered investment adviser and Fidelity Investments company. BFS is independent and not affiliated with FPWA or any Fidelity Investments company. FPWA does not supervise or control BFS, and FPWA has no responsibility or oversight for BFS’s provision of investment management or other advisory services. Under the WAS Program, FPWA acts as a solicitor for Advisor, and BFS pays referral fees to FPWA for each referral received based on BFS’s assets under management attributable to each client referred by FPWA or members of each client’s household. The WAS Program is designed to help investors find an  Form ADV: Part 2A Page | 29 independent investment BFS, and any referral from FPWA to BFS does not constitute a recommendation by FPWA of BFS’s particular investment management services or strategies. More specifically, BFS pays the following amounts to FPWA for referrals: the sum of (i) an annual percentage of 0.10% of all assets in client accounts where such assets are identified as “fixed income” assets by FPWA and (ii) an annual percentage of 0.25% of all other assets held in client accounts. In addition, BFS has agreed to pay FPWA an annual program fee of $50,000 to participate in the WAS Program. These referral fees are paid by Bradley Foster and Sargent and not the client. To receive referrals from the WAS Program, BFS must meet certain minimum participation criteria, but BFS has been selected for participation in the WAS Program as a result of its other business relationships with FPWA and its affiliates, including Fidelity Brokerage Services, LLC (“FBS”). As a result of its participation in the WAS Program, BFS has a conflict of interest concerning its decision to use certain affiliates of FPWA, including FBS, for execution, custody, and clearing for certain client accounts, and BFS could have the incentive to suggest the use of FBS and its affiliates to its advisory clients, whether or not those clients were referred to BFS as part of the WAS Program. Under an agreement with FPWA, BFS has agreed that BFS will not charge clients more than the standard range of advisory fees disclosed in its Form ADV 2A Brochure to cover solicitation fees paid to FPWA as part of the WAS Program. According to these arrangements, BFS has agreed not to solicit clients to transfer their brokerage accounts from affiliates of FPWA or establish brokerage accounts at other custodians for referred clients other than when BFS’ fiduciary duties would so require, and BFS has agreed to pay FPWA a one-time fee equal to 0.75% of the assets in a client account that is transferred from FPWA’s affiliates to another custodian; therefore, BFS has the incentive to suggest that referred clients and their household members maintain custody of their accounts with affiliates of FPWA. However, participation in the WAS Program does not limit BFS’s duty to select brokers based on best execution. If Fidelity does not maintain custody of a referred client’s account or the assets in the account are transferred from Fidelity (other than pursuant to the client’s decision) we are required to make a one- time payment to FPWA equal to a percentage of the value of the client’s assets placed with a custodian other than Fidelity. This fee represents a higher percentage of a client’s assets than the annualized Fidelity Referral Fee. Therefore, we will have an incentive to recommend that accounts of Fidelity- referred clients be held in custody at Fidelity. The Fidelity Referral Fee is borne by us; clients referred through the Fidelity WAS Program do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred through the Fidelity WAS Program. For accounts of our clients referred by and in custody at Fidelity, Fidelity does not charge the client fees for holding their accounts in custody at Fidelity. Fidelity has in the past charged our clients commissions and other transaction related or asset based fees for securities trades (i.e., individual equity and debt securities transactions) that are executed electronically through Fidelity. Although Fidelity has eliminated commission costs for online U.S. equity trades for clients with electronic delivery or more than $1 million in household assets, it is possible that these fees will be reinstated in the future. Fidelity provides access to many no-load mutual funds without, or with nominal, transaction charges. Even so, we acknowledge our duty to seek the best execution of trades for client accounts. We may execute trades for client accounts held in custody at Fidelity through a different broker-dealer than Fidelity. Trades for accounts held in custody at Fidelity may be executed at different times and prices than trades for other  Form ADV: Part 2A Page | 30 accounts executed at other broker- dealers. Fidelity provides us with “institutional platform services.” The institutional platform services include, among others, brokerage, custody, and other related services that assist us in managing and administering clients’ accounts. These include software and other technology that: facilitate payment of fees from our clients’ accounts; and • provide access to client account data (such as trade confirmations and account statements); • facilitate trade execution and allocate aggregated trade orders for multiple client accounts; • provide research, pricing, and other market data; • • assist with back-office functions, recordkeeping, and client reporting. Fidelity also offers other services intended to help us manage and further develop our advisory practice. Such services include but are not limited to, performance reporting, financial planning, contact management systems, third-party research, publications, access to educational conferences, roundtables, and webinars, practice management resources, access to consultants and third-party service providers who provide a wide array of business related services and technology and whom we may contract directly. While as a fiduciary we are obligated to act in our client’s best interests, our recommendation is that clients establish brokerage accounts with Fidelity to maintain custody of the client’s assets and effect trades for their accounts, including for clients that have not been referred to us by Fidelity, may be based in part on the benefit to us of the availability of some of Fidelity’s products and services and not solely on the nature, cost or quality of custody and brokerage services Fidelity provides, which may create a potential conflict of interest. CapVisor Associates, Inc. We have an agreement with CapVisor Associates, Inc. (“CapVisor”), an investment adviser specifically serving insurance companies. CapVisor provides its clients with a network of independent investment advisers. On occasion, CapVisor will provide us with client referrals. We share a portion of our management fees from CapVisor-referred clients with CapVisor. Clients referred by CapVisor do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred by CapVisor. Sigma Planning Corporation. We have an agreement with Sigma Planning Corporation (“SPC”). From time to time, we receive client referrals through our participation in SPC’s Referral Services Program (the “SPC Referral Program”), which is designed to help investors find an independent investment adviser. We share a portion of our management fees from SPC-referred clients with SPC. Clients referred through the SPC Referral Program do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred through the SPC Referral Program. Adams Samartino & Co., P.C. We have an agreement with Adams Samartino & Co., P.C. (“ASC”). ASC is a certified public accounting firm. From time to time, we receive client referrals from ASC. We share a portion of our management fees from ASC-referred clients with ASC. Clients referred by ASC do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred by ASC.  Form ADV: Part 2A Page | 31 Charles J. Herbert. We have an agreement with Charles J. Herbert, a Bradley Foster and Sargent employee. On occasion, Charles will provide us with client referrals. We share a one-time portion of our management fees from Charles' referred clients with Charles Herbert. Clients referred by Charles do not pay fees or costs greater than the fees or costs we charge our clients with similar portfolios who were not referred by Charles. Participation in the Institutional Advisor Platform BFS through the Napatree acquisition has established an institutional relationship with Schwab through its “Schwab Advisor Services” (SAS) unit, a division of Schwab dedicated to serving independent advisory firms like BFS. As a registered investment advisor participating on the Schwab Advisor Services platform, BFS receives access to software and related support without cost because the Advisor renders investment management services to clients that maintain assets at SAS. Services provided by SAS benefit the Advisor, and many, but not all, services provided by Schwab will benefit the clients. In fulfilling its duties to its Clients, the Advisor endeavors at all times to put the interests of its clients first. Clients should be aware, however, that the receipt of economic benefits from a custodian creates a conflict of interest since these benefits may influence the Advisor's recommendation of this custodian over one that does not furnish similar software, systems support, or services. BFS received economic benefits from Schwab, which covered the cost of Orion in 2024. Services that Benefit the Client – Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of the Client’s funds and securities. Through Schwab, the Advisor may be able to access certain investments and asset classes that the Client would not be able to obtain directly or through other sources. Further, the Advisor may be able to invest in certain mutual funds and other investments without having to adhere to investment minimums that might be required if the Client were to directly access the investments. Services that May Indirectly Benefit the Client – Schwab provides participating advisors with access to technology, research, discounts, and other services. In addition, the Advisor receives duplicate statements for Client accounts the ability to deduct advisory fees, trading tools, and back-office support services as part of its relationship with Schwab. These services are intended to assist the Advisor in effectively managing accounts for its Clients but may not directly benefit all Clients. Services that May Only Benefit the Advisor – Schwab also offers other services to BFS that may not benefit the Client, including educational conferences and events, financial start-up support, consulting services, and discounts for various service providers. Access to these services creates a financial incentive for the Advisor to recommend Schwab, which results in a conflict of interest. Item 15: Custody Our clients’ accounts are held in custody by qualified custodians. The custodians will send written account statements directly to our clients monthly. Clients should carefully review the account  Form ADV: Part 2A Page | 32 statements they receive from the custodian. We send to each of our clients a portfolio appraisal quarterly. We urge clients to compare the custodian account statements and the portfolio appraisals for both completeness and accuracy. Although we do not, in our normal course of business, act as a custodian, we managed approximately 32 accounts for which one of our principals had been appointed as sole or co-trustee. For a majority of these accounts, the principal had been appointed to serve as sole or co-trustee as a result of a family or personal relationship (and not as a result of employment with us). We also have a small number of accounts where the principal has been appointed to serve as sole or co-trustee as a result of the principal’s employment with us. In each case, each current beneficiary or independent representative of the beneficiary of each such trust is sent a monthly detailed account statement by a qualified custodian. In those instances where there is a co-trustee who is independent of us, that co-trustee is sent a monthly detailed account statement by a qualified custodian. We are deemed to have custody of the assets of these eight accounts and, therefore, are subject to an annual surprise examination to confirm our compliance with certain provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Also, as the general partner of the Crystal Partners Fund, we are deemed to have custody of the assets of the Crystal Partners Fund. The financial statements of the Crystal Partners Fund are subject to an annual audit by an independent public accountant registered with the Public Company Accounting Oversight Board (PCAOB) and subject to regular inspection by the PCAOB per its rules. The financial statements are prepared per accounting principles generally accepted in the United States of America. The financial statements audited are distributed to the investors in the Crystal Partners Fund in conformity with certain provisions of the Advisers Act. BFS generally has discretion over the selection and number of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client. However, these purchases or sales may be subject to specified investment objectives, guidelines, or limitations previously set forth by the Client and agreed to by BFS. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such authority will be evidenced by the Client's execution of an investment advisory agreement containing all applicable limitations to such authority. All discretionary trades made by BFS will be in accordance with each Client's investment objectives and goals. Item 16: Investment Discretion We offer discretionary account management services to our clients. (Discretion is defined as complete authority over the timing of purchases and sales, the selection of securities being purchased and sold, and the number of shares being purchased and sold.) While on occasion we will accept investment management assignments that are non-discretionary, they represent less than 1% of our total assets under management. All restrictions are documented in writing. When starting an investment management relationship with us, clients are required to sign an Investment Management Agreement, which includes a provision granting us full investment discretion for their assets. Agreements are in effect until terminated by written notice of either party to the other.  Form ADV: Part 2A Page | 33 Item 17: Voting Client Securities We will accept the authority to vote for clients’ securities. We strive to vote proxies in a manner that is in the best interests of our clients. In general, this means that we review the proxy material carefully and vote according to our judgment of what will be most beneficial to the company’s shareholders. While this often means voting with management, there are instances when it is in our client’s best interest to vote against management. Generally, the Chief Compliance Officer, with the advice and consent of the President, decides on how to vote. There is a risk that we may not receive all proxies for whom we have the authority to vote, or we may receive proxies for whom we have the authority to vote after the voting deadline has passed. For those clients for whom we have accepted authority to vote their securities, we will vote for all proxies that are timely received. We have a Proxy Voting Committee, which consists of the President, Chief Compliance Officer, and Chief Investment Officer. In cases where it is difficult to decide or where possible conflicts of interest occur, the Chief Compliance Officer will bring the matter to the attention of the Proxy Voting Committee. BFS’s policy is to review each proxy proposal on its individual merits. BFS has adopted guidelines for certain types of matters to assist the Chief Compliance Officer and Proxy Committee in the review and voting of proxies. Examples of such matters might include potential conflicts, such as where our employees have a close, personal relationship with management, or where we manage pension fund assets for the company in question. Upon thorough review of a proxy in question, the Proxy Voting Committee will decide whether to vote for or against management. If clients who have given us the authority to vote proxies on their behalf wish to change their approach and vote on all proxies themselves, we will send, upon the client’s request, the appropriate documentation so they can vote proxies themselves. Clients may contact us to give us directions on how to vote their proxies for a particular solicitation. At this time, unless a client’s direction is consistent with how we had planned to vote all clients’ proxies for that particular solicitation, we may not be able to accommodate their request. We maintain proxy voting records at our office. We are obliged to disclose how we have voted on any particular proxy to any client upon written request. Clients may also obtain at any time a copy of our Proxy Voting Policy and Procedures. To obtain any of this information, contact our Chief Compliance Officer. Item 18: Financial Information We do not meet any of the conditions that would require us to provide a balance sheet. We have no financial condition that impairs our ability to meet contractual and fiduciary commitments to clients. We have not been the subject of bankruptcy during the past 10 years. Item 19: Requirements for State-Registered Advisers  Form ADV: Part 2A Page | 34 We are not registered with any state securities authorities. Therefore, we do not have any information to disclose under this Item.