BROADWAY WEALTH SOLUTIONS

Broadway Wealth Solutions, Inc. This brochure provides information about the qualifications and business practices of Broadway Wealth Solutions, Inc. If you have any questions about the contents of this brochure, please contact us at (210) 283-6600.This brochure has not been approved by the United States Securities and Exchange Commission or by any state securities authority. Registration does not imply a certain level of skill or training. Additional information about Broadway Wealth Solutions, Inc. is available at https://broadwayws.com and on the SEC's website at http://www.adviserinfo.sec.gov. The firm's CRD# is 291753. 1177 NE Loop 410, 5th Floor San Antonio, Texas 78209 (210) 283-6600 Broadwayws.com Version date: March 2026  Item 2: Material Changes The material changes in this brochure from the last annual updating amendment of Broadway Wealth Solutions, Inc. in March of 2025 are described below. Material changes relate to Broadway Wealth Solutions, lnc.'s policies, practices, or conflicts of interests. • Item 10 - Sub-Advisor for Direct Indexing Strategy: We have engaged First Trust Advisors L.P. as a sub-advisor to manage our Direct Indexing Strategy for clients who elect this investment approach. First Trust will provide portfolio management services for direct indexing accounts while Broadway Wealth Solutions maintains the client relationship and overall advisory responsibilities Item 17, delegation of proxy voting for clients participating in our First Trust Direct Indexing Strategy • 1  Item 3: Table of Contents Contents Item 2: Material Changes ....................................................................................................................................... 1 Item 3: Table of Contents ...................................................................................................................................... 2 Item 4: Advisory Business .................................................................................................................................... 3 Item 5: Fees and Compensation ............................................................................................................................... 6 Item 6: Performance Based Side by Side Management ........................................................................................ 9 Item 7: Types of Clients ........................................................................................................................................... 9 Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss ............................................................. 9 Item 9: Disciplinary Information ............................................................................................................................... 10 Item 10: Other Financial Industry Activities and Affiliations .................................................................................... 11 Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ......................... 13 Item 12: Brokerage Practices ................................................................................................................................ 13 Item 13: Review of Accounts ............................................................................................................................... 15 Item 14: Client Referrals and Other Compensation .......................................................................................... 15 Item 15: Custody ................................................................................................................................................. 17 Item 16: Investment Discretion .......................................................................................................................... 18 Item 17: Voting Client Securities (Proxy Voting) ................................................................................................ 18 Item 18: Financial Information ............................................................................................................................. 19 2  Item 4: Advisory Business Broadway Wealth Solutions, Inc. is a registered investment advisor firm registered with the United States Securities and Exchange Commission. Broadway Wealth Solutions, Inc. is a wholly owned subsidiary of Broadway National Bank. Broadway Wealth Solutions, lnc.'s ("BWSI" or "Advisor" or “Firm”) principal service is providing fee-based investment advisory services on a discretionary basis and related financial planning services (which are included in the fee for investment advisory services). The Advisor manages custom investment portfolios, on a discretionary or non-discretionary basis, according to the Client's risk profile and investment objectives. Asset allocation models are customized asset models built and managed by BWSl's affiliated Partners, Broadway National Bank's Investment Management Group ("IMG"). Broadway Wealth Solutions, Inc., offers services to both retirement and non-retirement investors. The general steps involved in the Financial Planning process are: • Establishing and defining the Client-advisor relationship; • Gathering Client data, including goals; • Analyzing and evaluating the Client’s financial status; • Developing and presenting financial planning recommendations and alternatives; Implementing the financial planning recommendations; and • • Monitoring the financial planning recommendations. The Advisor's primary approach is to use strategic asset allocation, make tactical adjustments when indicated, and pursue a reasonable potential return for the level of risk assumed. For example, the Advisor may use any of the following: exchange-listed securities, over-the-counter securities, corporate debt securities, direct indexing strategies, CDs, life insurance, fixed annuities, municipal securities, mutual funds, and United States government securities to accomplish this objective. IMG assesses and selects mutual funds using various criteria such as the fund's investment strategy, the fund manager's tenure, overall career performance, expense ratio, risk/return profile, and the selections fit for the intended purpose as a component of the overall portfolio. The Advisor may recommend, and on occasion, make changes in investment allocations to reduce risk or increase potential return or otherwise achieve more significant benefit for the Client. The Advisor or IMG may recommend specific stocks to adjust sector weightings, anticipated dividend yield, or other characteristics better aligned with Client's objectives. The Advisor may recommend employing cash positions as a hedge against a possible market movement that adversely affects the portfolio. The Advisor may recommend selling positions for reasons that include, but are not limited to, the pursuit of tax efficiency, a perceived change in risk due to mispricing, new information related to a specific issuer, 3  sector, or asset class, identification of opportunities the Advisor believes to be relatively more attractive, change in risk tolerance of the Client, or to maintain a level of cash the Advisor deems appropriate. Clients receive our ADV Part 2A brochure before or when entering into an advisory agreement. The agreement specifies whether we will manage the account on a discretionary or non-discretionary basis. Clients may impose reasonable restrictions on investing in certain securities or types of securities, which we will discuss and document to ensure we understand the client’s requirements. Sub-advisory Arrangements- First Trust Direct Indexing BWSI has entered into a sub-advisory agreement with First Trust Advisors LP ("First Trust") to provide direct indexing strategies for our clients. Under this arrangement, we maintain our relationship as the primary investment advisor to our clients while delegating certain portfolio management responsibilities to First Trust for accounts enrolled in our direct indexing offering. First Trust's direct indexing strategy provides personalized index-based portfolios designed to track selected market benchmarks while allowing for customization based on individual client preferences, tax considerations, and existing holdings. Through this sub-advisory relationship: • BWSI remains responsible for the overall client relationship, including determining investment objectives, risk tolerance, and suitability of the direct indexing strategy for each client • BWSI maintains the discretionary authority to hire and terminate First Trust as a sub- advisor • First Trust is responsible for the direct indexing strategy's day-to-day portfolio management, including security selection, tax-loss harvesting, and portfolio rebalancing. • Client assets are held by Charles Schwab, not directly by First Trust. • BWSI monitors First Trust's performance and continues to supervise all accounts Clients enrolled in the direct indexing program grant BWSI the authority to select First Trust as a sub-advisor. Clients receive a copy of First Trust's Form ADV Part 2A disclosure brochure in addition to our own disclosure documents. We review First Trust's performance, approach, and service on an ongoing basis to ensure they continue to meet our standards for sub-advisory relationships. 4  Retirement Specific Services BWSI may recommend that a retirement investor rollover or transfer some or all their funds from a 401k plan, qualified retirement plan or IRA (directly or indirectly) from another firm to BWSI. Prior to recommending or executing this type of transaction and in addition to the financial planning process above, the Advisor will provide the following services: • Meet directly with the Client to understand personal retirement goals and needs; • Coordinate the management of the IRA in the context of all the Client’s assets and investments; • Provide the same ongoing management of the Client’s accounts using consistent methodologies for analysis, investment strategies and products as explained in Section 8 below; • Maintain records for the individual retirement account according to Internal Revenue Service rules. BWSI does not maintain physical custody of client funds or securities. However, as a wholly owned subsidiary of Broadway National Bank, BWSI is deemed to have indirect custody of client assets held at the bank under Rule 206(4)-2 of the Advisers Act. With client authorization, BWSI deducts advisory fees directly from client accounts. Clients receive quarterly statements from their qualified custodian. Clients should carefully review these statements and report any discrepancies to the firm immediately. See Item 15 for additional custody information. Clients are not obliged to execute recommendations made by BWSI for rollover or use of services. However, if executed, the advisory fees apply as described in item 5. Written Acknowledgment of Fiduciary Status BWSI is a registered investment adviser and acts as a fiduciary to all advisory clients under the Investment Advisers Act of 1940. As a fiduciary, we have a duty to act in your best interest and to place your interests ahead of our own. When we provide investment advice regarding your retirement plan account or individual retirement account (IRA), we are also fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act (ERISA) and/or the Internal Revenue Code, as applicable. These laws create additional obligations and require us to: • Meet a professional standard of care when making investment recommendations. • Never put our financial interests ahead of yours when making recommendations; • Avoid misleading statements about conflicts of interest, fees, and investments. • Follow policies and procedures designed to ensure our advice is in your best interest; • Charge no more than reasonable fees; and 5  • Provide basic information about conflicts of interest BWSI does not provide portfolio management services to wrap fee programs for retirement and non-retirement investors. As of December 31, 2025, BWSI had $273,875,757 in discretionary and $34,958,458 in non-discretionary Client assets under management. Item 5: Fees and Compensation Under an investment advisory contract signed by each Client, the Client will pay BWSI an annual management fee, payable quarterly in arrears based on the fair market value of portfolio assets under management on the last business day of the quarter, including assets held away. The rates are tiered based on the asset value, as shown in the table below. New Client fees will be prorated from the inception of the agreement to the end of the first quarter and Clients closing accounts will have fees prorated from the first day of the quarter to the date the closing request is processed. Account Value Annual Fee Asset Level first $1 million next $1 million next $3 million over $5 million Annual Fee 1.00% 0.80% 0.60% 0.50% Under certain circumstances, at the sole discretion of the Advisor, advisory fees may be negotiated. Minimum Account Size Broadway's preferred minimum account size is $60,000, which may be waived by the Advisor based on the individual needs and circumstances of the Client. Financial Planning Fees Financial planning services described in Item 4 are included in the asset-based advisory fee and are not charged separately Direct Indexing Fee Structure For clients utilizing our First Trust Direct Indexing Strategy, the fee structure consists of two separate components: 1. BWSI Advisory Fee: Our firm charges its standard advisory fee as described in the "Advisory Fees" section above. The same fee schedule, billing methods, and terms apply to accounts utilizing the First Trust Direct Indexing Strategy. 2. First Trust Sub-Advisory Fee: In addition to our advisory fee, clients will be charged a separate sub-advisory fee by First Trust Advisors LP ("First Trust"). This fee is billed directly by First Trust and covers their direct indexing portfolio management services. 6  First Trust's current fee schedule is: The advisory fee rate will be 0.30% of account value per year, with a minimum fee of $1,500 per account per year. By default, advisory fees will be directly deducted from the End Client account by the qualified custodian. Total Fee Considerations: • The combined fee for this strategy will be the sum of our standard advisory fee plus First Trust's sub-advisory fee, as shown above. • BWSI's fee is calculated and billed payable quarterly in arrears based on the fair market value of portfolio assets under management, including assets held away, at the end of the entire quarter • First Trust's fee is calculated and billed quarterly in advance and will appear as a separate line item on client statements. • Clients should be aware that the total fees for this strategy will be higher than our standard advisory fee alone. • The combined annual fee for a client using the First Trust Direct Indexing Strategy will range from approximately .80% -1.30%, depending on asset levels. • The minimum account size for this strategy is $500,000 Additional Fee Considerations: • All additional costs described in our general fee section also apply to this strategy. • BWSI does not receive any portion of First Trust's fee, nor do we receive compensation for referring clients to First Trust's direct indexing program • Clients should review First Trust's Form ADV Part 2A, which we provide to all clients considering this strategy, for complete details on their fee structure and billing practices. • Clients may also incur separate custodial fees, brokerage commissions, and transaction costs. • While direct indexing aims to reduce embedded capital gains exposure, tax-loss harvesting services may result in increased trading activity and associated transaction costs. Fee Payment and Deduction Asset management fees will be directly deducted from Client assets quarterly in arrears by the qualified custodian. The Client will give written authorization permitting the Advisor to be paid directly from their account held by the custodian. Clients will receive account statements from the custodian at least quarterly showing all fees deducted and the fee calculation. 7  Deduction of Account Fees All fees incurred by the Account will be paid from the cash balance or by selling shares of a money market mutual fund. If the Account does not have a sufficient cash balance or enough money market mutual fund shares to cover the fees, securities may be liquidated as necessary pursuant to the client's authorization in the advisory agreement. Clients will be notified when securities are liquidated to pay fees. Selling securities to pay fees may incur transaction costs and could create tax consequences for the Client. Alternatively, BWSI may send a billing invoice to the client requesting payment for services rendered. Retirement Account Fees The Advisor's annual investment advisory fee for retirement investor Clients follows the same tiered fee schedule shown above. Termination and Refund Policy For the Advisor's services described in Item 4 – Advisory Business, the Client may terminate these services within five business days of the effective date of an Agreement signed with the Advisor without any payment of the Advisor's fee. After the five-day period, either party may terminate the advisory agreement at any time by providing written notice to the other party. Upon termination, clients will be charged only for services provided through the termination date, calculated on a prorated basis. Any fees for services not yet rendered will not be charged. All fees paid to BWSI for completed investment advisory services rendered prior to the effective date of termination are not subject to refund. Other Fees and Expenses In addition to our advisory fees, clients will incur additional fees and expenses including: • Brokerage commissions and transaction fees charged by the custodian • Custodial fees and account maintenance fees • Internal expenses of mutual funds, ETFs, and other investment products (expense ratios), as disclosed in each fund's prospectus • Charges imposed directly by mutual funds, including 12b-1 fees, redemption fees, and short-term trading fees • For clients investing in mutual funds, fees for investment advisory services are separate and distinct from the expenses charged by mutual funds to their shareholders and the plan sponsor. The mutual fund product's prospectus describes these fees and expenses which will generally include a management fee and other fund expenses. BWSI does not receive any portion of these fees and expenses. Such fees are separate from and in addition to our advisory fees. Compensation from Insurance Product Sales Where acting in the capacity of an insurance agent, Investment Advisor Representatives of BWSI may act as an agent and effect insurance transactions for typical and customary compensation (see Item 10). However, Clients are not obligated to use Investment Advisory Representatives of BWSI to execute such insurance transactions. 8  This practice presents a conflict of interest by creating an incentive to recommend investment products based on the compensation received rather than on a Client's needs. BWSI discloses all compensation received from insurance products to clients when making recommendations. Item 6: Performance Based Side by Side Management BWSI does not accept performance-based fees or other fees based on a share of capital gains or capital appreciation of a Client's assets. Item 7: Types of Clients BWSI generally provides investment advice and investment supervisory services to the following types of Clients: Individuals • • Conservatorships and guardianships • Charitable organizations, trusts, and estates • Corporations and other businesses • Retirement Investors Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss The Advisor may utilize fundamental, technical, or cyclical analysis techniques to formulate investment advice or manage Clients' assets. Fundamental analysis of businesses involves analyzing financial statements and health, management and competitive advantages, and competitors and markets. Fundamental analysis is performed on historical and present data to make financial forecasts. There are several possible objectives; to conduct a company stock valuation and predict its probable price evolution; to make a projection on its business performance; to evaluate its management, make internal business decisions, and calculate its credit risk. Technical analysis is a method of evaluating securities by relying on the assumption that market data, such as charts of price, volume, and open interest, can help predict future (usually short-term) market trends. Technical analysis assumes that market psychology influences trading in a way that enables predicting when a stock will rise or fall. Cyclical analysis of economic cycles is used to determine how these cycles affect the returns of an investment, an asset class, or an individual company's profits. Cyclical risks exist because the broad economy has been shown to move in cycles, from periods of peak performance followed by a downturn, then a trough of low activity. Between the peak and trough of a business or other economic cycle, investments may fall in value to reflect the uncertainty surrounding future returns compared with the recent past. The investment strategies the Advisor will implement may include long-term purchases of securities held longer than one year and short-term purchases for securities sold within one year or less. Clients need to be aware that investing in securities involves a risk of loss that Clients need to be prepared to bear. The methods of analysis and investment strategies followed by the Advisor are utilized across all the Advisor’s Clients, as applicable. One analysis or investment strategy 9  Client’s portfolio may change, method is not more significant than the other as the Advisor considers the Client's portfolio, risk tolerance, time horizon, and individual goals. However, certain Investment strategies may engage in more active and frequent trading than another, leading to increased portfolio turnover, higher transaction and administrative costs, and the possibility of increased capital gains, including short-term capital gains that are generally taxable as ordinary income. Investing includes the risk that the value of an investment can be negatively affected by factors specifically related to the investment, such as the capability of management, competition, new inventions by other companies, lawsuits against the company, labor issues, patent expiration or to factors related to investing and the markets in general (e.g., the economy, wars, civil unrest or terrorism around the world, concern about oil prices, or unemployment. Risks of fundamental analysis may include risks that market actions, natural disasters, government actions, world political events, or other events not directly related to the price or valuation of a specific company's fundamental analysis can adversely impact the stock price of a company causing a portfolio containing that security to lose value. Risks may also include that the historical data and projections on which the fundamental analysis is performed may not continue to be relevant to a company's operations in the future. For that, management changes or the business direction of management of the company may not permit the company to continue to produce metrics consistent with the prior company data utilized in the fundamental analysis, which may negatively affect the Advisor's estimate of the valuation of the company. In cyclical analysis, economic or business cycles may not be predictable and may have many fluctuations between long-term expansions and contractions. Also, the lengths of the economic cycles may be difficult to predict with accuracy. Therefore, the risk of cyclical analysis is the difficulty in predicting economic trends and consequently the changing value of securities that would be affected. The primary risks in technical analysis are that the factors used to analyze the price, trends, and volatility of a security may not be replicated, or the outcomes of such analysis will not be the same as in past periods where similar combinations existed. However, because of the reliance on trends, technical analysis can signal to buy at market peaks and sell at market troughs. The Advisor does not primarily recommend a particular type of security. However, Clients are advised that many unexpected broad environmental factors can negatively impact the value of portfolio securities causing the loss of some or all the investment, including changes in interest rates, political events, natural disasters, and acts of war or terrorism. Furthermore, factors relevant to specific securities may have adverse effects on their value, such as competition or government. Also, the factors for which a company was selected for inclusion in a Client’s portfolio may change, for example, due to changes in management, new product introduction of lawsuits. The factors for which a company was selected for for example, due to changes in management, new product introductions, or lawsuits. Item 9: Disciplinary Information Neither BWSI Investment representatives nor its management has had any current or past legal or disciplinary events. 10  Item 10: Other Financial Industry Activities and Affiliations Neither BWSI Investment representative nor its management personnel are registered or have an application pending to register as a broker- dealer or a registered representative of a broker dealer, futures commission merchant, commodity pool operator, commodity trading advisor or an associated person of the foregoing entities. BWSI does not currently have any relationships or arrangements that are material to its advisory business or clients with either a broker-dealer, municipal securities dealer, government securities dealer or broker, investment company, or other pooled investment vehicle (including a mutual fund, closed-ended investment company, unit investment trust, private investment company or “hedge fund” and offshore account) other investment advisor, financial planner, futures commission merchant, commodity pool operator, commodity trading advisor, accountant or accounting firm, lawyer or law firm, pension consultant, real estate broker or dealer, or sponsor or syndicator of limited partnerships. Broadway National Bank Affiliation: BWSI is a wholly owned subsidiary of Broadway National Bank. BWSI utilizes asset allocation model portfolios created and managed by Broadway National Bank’s Investment Management Group (IMG), a department within the bank staffed by portfolio managers holding professional designations such as CFA and CFP. IMG is not a registered investment adviser. While BWSI maintains full discretionary authority and responsibility for all client investment decisions, the use of affiliated model portfolios creates a potential conflict of interest as BWSI may be incentivized to use IMG models due to the affiliation rather than solely based on client needs. BWSI addresses this conflict by maintaining its fiduciary duty to act in clients’ best interests when selecting investment strategies. BWSI Advisors engage in providing recommendations to retirement investors and plan participants, Therefore, when recommendations are made to rollover or transfer (directly or indirectly) any 401k plan, qualified retirement plan, and IRAs from another firm or plan to BWSI, the advisor will open an account(s) for retirement investors in need of such services. This service results in the firm receiving a level fee, which is typical compensation, as other non-retirement accounts opened by BWSI. This creates a conflict of interest because of the receipt of compensation by BWSI. Clients are not obligated to use BWSI for rollover recommendations or services; however, in such instances, there is an advisory fee associated with these types of accounts. BWSI will only receive compensation if the Client opens an account with us and transfers assets into that account. BWSI is also licensed with the State of Texas as an Insurance agency. Certain Investment Advisor Representatives of BWSI are licensed and registered as insurance agents to sell life, accident, and other lines of insurance for various insurance companies. Therefore, they will be able to purchase insurance products for any Client in need of such services and will receive separate yet typical compensation in the form of commissions for purchasing insurance products. This creates a conflict of interest because of the receipt of additional compensation by BWSI. 11  Clients are not obligated to use BWSI for insurance products services. Furthermore, there is no advisory fee associated with these insurance products in such instances. BWSI is a wholly owned subsidiary of Broadway National Bank. BWSI provides advisory services to Broadway National Bank customers (as provided for in the Client agreement) and the general public. In addition, Broadway National Bank provides trust services to its clients. In some cases, Trust services Clients of Broadway Bank may be clients of BWSI. Christian R. Escamilla, CEO of BWSI, holds an executive role in the wealth management business of Broadway National Bank and receives compensation from the bank for this activity. These circumstances create conflicts of interest because of the receipt of additional compensation (bank trust fees in addition to investment advisor fees). If a Client utilizes Broadway National Bank's banking arrangements, all other fees and compensation will be disclosed prior to the Client engaging in this type of service, as described in Item 4 – Advisory Business. Sub- Advisory Relationship with First Trust Advisors LP BWSI has established a sub-advisory relationship with First Trust Advisors LP ("First Trust") to provide direct indexing strategies to our clients. While there are no outside business relationships between our firm and First Trust beyond the sub advisory agreement, this relationship creates certain conflicts of interest that clients should be aware of: 1. Selection of Sub-Advisor: While we believe First Trust offers valuable services for our clients, our decision to select and maintain First Trust as a sub-advisor may be influenced by benefits BWSI receives, such as access to research, technology platforms, marketing support, or educational events that may not directly benefit our clients. 2. Revenue Considerations: The fees we pay to First Trust for sub-advisory services may be negotiated based on total assets placed with their direct indexing platform. This creates an incentive for us to recommend First Trust's direct indexing strategies over other investment options that might be more suitable for certain clients but would generate less revenue or offer fewer benefits to our firm. 3. Proprietary Investment Products: First Trust is known for offering proprietary ETFs and other investment products. While the direct indexing strategy primarily utilizes individual securities, First Trust may include its proprietary products in certain model allocations when deemed appropriate, which could result in additional indirect compensation to First Trust. We address these conflicts through: • Regular reviews of First Trust's performance, fees, and services against alternatives • Disclosing these relationships to clients in advance • Maintaining a Code of Ethics that requires us to act in clients' best interests • Conducting periodic assessments of our sub-advisory relationships 12  Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading BWSI is a United States Securities and Exchange Commission registered investment advisor and has adopted a Code of Ethics as an industry best practice that sets forth the basic policies of ethical conduct for all managers, officers, and employees of the advisor. In addition, the Code of Ethics governs personal trading by each employee of BWSI deemed to be an Access Person and is intended to ensure that securities transactions effected by Access Persons of BWSI are conducted in a manner that avoids any conflict of interest between such persons and Clients of the advisor or its affiliates. BWSI collects and maintains records of securities holdings and securities transactions effected by Access Persons. These records are reviewed to identify and resolve conflicts of interest. Investing Personal Money in the Same Securities as Clients From time to time, representatives of BWSI may buy or sell securities for themselves that they also recommend to Clients. This may provide an opportunity for representatives of BWSI to buy or sell the same securities before or after recommending the same securities to Clients resulting in representatives profiting off the recommendations they provide to Clients. Such transactions may create a conflict of interest. BWSI will always document any transactions that could be construed as conflicts of interest and will never engage in trading that operates to the Client's disadvantage when similar securities are being bought or sold. BWSI will never engage in trading that operates to the Client's disadvantage if representatives of BWSI buy or sell securities at or around the same time as Clients. Conflicts of Interest Personal securities transactions of supervised persons present potential conflicts of interest with the price obtained in Client securities transactions or the investment opportunity available to Clients. BWSI requires that its Investment Advisor Representatives follow its basic policies and ethical standards outlined in its Code of Ethics. The Code addresses these potential conflicts by prohibiting securities trades that would breach a fiduciary duty to a Client and requiring, with certain exceptions, supervised persons to report their personal securities holdings and transactions to BWSI for review by the firm's Chief Compliance Officer on a quarterly basis. The Code also requires supervised persons to obtain pre-approval of certain investments, including initial public offerings and limited offerings. All other reportable transactions are reviewed at least quarterly. BWSI will provide a copy of the Code of Ethics to any Client or prospective Client upon request. Item 12: Brokerage Practices BWSI may suggest brokers or dealers be used based on execution and custodial services offered, cost, quality of service, and industry reputation if requested by the 13  Client. BWSI will consider factors such as commission price, speed, (and quality of execution, Client management tools, and convenience of access for both the Advisor and the Client in making its suggestion. The Advisor participates in the Charles Schwab Inc. ("Schwab") institutional program which is a member FINRA/SIPC, Schwab is an independent and unaffiliated SEC- registered broker-dealer that offers independent investment advisor's services to include custody of securities, trade execution, clearance, and settlement of transactions. The Advisor receives some benefits from Schwab through its participation in the program. BWSI does not receive Client referrals from any broker-dealer or a third party due to the firm selecting or recommending that broker-dealer to Clients. BWSI recommends that all Clients use a particular broker-dealer for execution and custodial services. The broker-dealer is recommended based on criteria such as, but not limited to, the reasonableness of commissions charged to the Client, tools and services made available to the Client and the Advisor, and convenience of access to the account trading and reporting. In addition, the Client will provide authority to BWSI to direct all transactions through that broker- dealer in the investment advisory agreement. (Please refer to the disclosure under Item 14 – Client Referrals and Other Compensation). As an investment advisory firm, BWSI has a fiduciary duty to seek the best execution for Client transactions. While best execution is difficult to define and challenging to measure, there is some consensus that it does not solely mean the achievement of the best price on a given transaction. Rather, it appears to be a collective consideration of factors concerning the trade in question. Such factors include the security being traded, the price of the trade, the speed of the execution, apparent conditions in the market, and the Client's specific needs. For example, BWSl's primary objectives when placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results, considering such factors as price, size of the order, difficulty of execution, confidentiality, and skill required of the broker. In addition, BWSI may not necessarily pay the lowest commission or commission equivalent as specific transactions may involve specialized services on the broker's part. BWSI will allow Clients to direct brokerage at the firm's sole discretion. Clients should be aware that if they direct BWSI to a particular broker-dealer for execution, BWSI may not achieve the most favorable execution of Client transactions. Directing brokerage may cost Clients more money than if BWSI were to execute transactions at the broker-dealer with an established relationship. The Client may pay higher brokerage commissions because BWSI may not aggregate orders to reduce transaction costs, or the Client may receive less favorable prices. Trade Aggregation - Order Execution Process 14  BWSI does not aggregate purchase and sale orders for various Client accounts. Instead, individual orders are placed for each Client account. BWSI will generally do so in a fair equitable manner in accordance with applicable rules promulgated under the Advisers Act and guidance provided by the staff of the SEC and consistent with policies and procedures established by the BWSI. At times, an across-the-board trade recommendation is made for model portfolios, or several accounts are triggered for a rebalance at the same time. When this occurs, there is a possible conflict of interest in order of execution since there is the possibility that one client may receive an execution price better or worse than the next client for the same security. To ensure the order process is equitable and fair across Client accounts, BWSI trades in alphabetical order first by model, then client name, alternating both model and Client names A-Z then Z-A, and alternating each quarter. This randomized process ensures that Clients are not systematically advantaged over others. Even so, one Client may receive an execution price better or worse than the next Client for the same security. Item 13: Review of Accounts The firm reviews Client accounts on an annual basis or when conditions would warrant a review based on market conditions or changes in Client circumstances. All Client accounts are reviewed by an Investment Advisor Representative. Triggering factors may include BWSI becoming aware of a change in the Client's investment objective, a change in market conditions, change of employment, or a change in recommended asset allocation weightings in the account that exceed a predefined guideline. The Client is encouraged to notify the Firm if changes in their personal financial situation might materially affect their investment. The Client will receive written statements no less than quarterly from the custodian. In addition, the Client will receive other supporting reports from mutual funds, asset managers, trust companies or other custodians, insurance companies, broker-dealers, and others involved with the Client’s accounts. BWSI does not deliver separate Client statements. Item 14: Client Referrals and Other Compensation As disclosed under Item 12 – Brokerage Practices, the Advisor participates in Charles Schwab, Inc.’s institutional customer program and the Advisor may recommend Schwab to its Clients for custody and brokerage services. There is no direct link between t he Advisor's participation in the program and the investment advice to its Clients. However, t h e Firm receives economic benefits by participating in the program that is typically unavailable to Schwab retail investors. These benefits include the following products and services which may be provided without cost or at a discount: 15  • receipt of duplicate Client statements and confirmations; • research-related products and tools; • consulting services; • access to a trading desk serving Advisor participants; • access to block trading (which provides the ability to aggregate securities transactions for execution and then allocate the appropriate shares to Client accounts; • ability to have advisory fees deducted directly from Client accounts; • access to an electronic communications network for Client order entry and account information; • access to mutual funds with no transaction fees and certain institutional money managers; • discounts on compliance, marketing, research, technology, and practice management products or services provided to the Advisor by third-party vendors. Schwab also provides payments to offset the cost of technology used by the Advisor to manage its practice. Some of the products and services made available by Schwab through the program may benefit the Firm but may not benefit its Clients’ accounts. These products or services may assist the Firm in managing Client accounts, including accounts held away and not maintained at Charles Schwab, Inc. Other services made available by Schwab are intended to help the Advisor manage and further develop its business enterprise. The benefits received by the Advisor or its personnel through participation in the program do not depend on the amount of brokerage transactions directed to Charles Schwab, Inc. As part of its fiduciary duties to Clients, the Advisor endeavors to always put the interests of its Clients first. However, Clients should be aware that the receipt of economic benefits by the Advisor or its related persons in and of itself creates a potential conflict of interest and may indirectly influence the Advisor's choice of Schwab for custody and brokerage services. BWSI does not directly or indirectly compensate any person who is not a supervised person for Client referrals. Economic Benefits from First Trust Advisors LP In addition to our sub-advisory relationship described in Item 10, BWSI may receive certain economic benefits from our relationship with First Trust Advisors LP ("First Trust") that could influence our recommendation of their direct indexing strategies: 16  1. Education and Training: First Trust may provide or subsidize educational events, conferences, or training programs for our personnel, which may include meals, entertainment, and/or reimbursement of attendance costs. While these events may provide legitimate educational benefits, they also represent something of value received by our firm. 2. Technology and Research: First Trust provides our firm with access to their proprietary technology platforms, research materials, and analytical tools at reduced or no cost. This includes (describe specific tools if applicable) which assist us in managing client portfolios and analyzing investment opportunities. 3. Marketing Support: First Trust may provide marketing assistance or resources to help promote their direct indexing strategies to our clients, including (describe any specific marketing support received). 4. Client Appreciation Events: First Trust may sponsor or contribute to client appreciation events or educational seminars that we host. While these benefits do not directly increase the fees paid by clients, they do represent economic incentives that could potentially influence our decision to recommend First Trust over other sub-advisors who may not provide similar benefits. We evaluate these arrangements periodically to ensure they do not compromise our fiduciary duty to clients. We mitigate these potential conflicts by: • Disclosing these arrangements to clients • Conducting regular due diligence on First Trust and alternative providers • Maintaining policies that require all recommendations to be suitable for each client's individual circumstances BWSI does not directly compensate any person or entity for client referrals to our First Trust Direct Indexing Strategy. Item 15: Custody Custody is defined as any legal or actual ability to access Client funds or securities. BWSI does not maintain physical possession of Client assets (all Client funds and securities are maintained with a qualified custodian). However, the firm is deemed to have indirect custody according to Rule 206(4)-2 of the Advisers Act, as it is a wholly owned subsidiary of Broadway National Bank. To mitigate any potential conflicts of interest, all Client assets are maintained at the qualified custodian, Charles Schwab. Clients will receive account statements directly from Schwab for their investment accounts and will from Broadway National Bank for their depository accounts at least quarterly. They will be sent to the postal mailing address or electronic access that was provided to the custodian. Clients are urged to carefully review all custodial statements and compare them to the quarterly statements provided by Schwab and Broadway National Bank statements to confirm whether account transactions, fees, or deductions are accurate. 17  Item 16: Investment Discretion BWSI generally has discretion over the selection and amount of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client for each transaction. 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 BWSI. Discretionary authority will only be provided 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 BWSI will be in accordance with each Client's investment objectives and goals. Item 17: Voting Client Securities (Proxy Voting) BWSI will not vote or advise Clients on proxies for securities held in Client accounts. The Client clearly keeps the authority and responsibility for voting these proxies. Also, BWSI cannot give any advice or take any action concerning the voting of these proxies. The Client and BWSI agree to this by contract. Clients will receive proxy solicitations from their custodian and transfer agent. Voting Client Securities First Trust Direct Indexing 1. Delegation of Proxy Voting Authority: For clients participating in our First Trust Direct Indexing Strategy, BWSI delegates proxy voting authority to First Trust Advisors LP as sub-advisor. While BWSI does not vote proxies for other client accounts, we have determined that delegating this responsibility to First Trust for direct indexing accounts is in our clients' best interest due to their direct management of these securities and their proxy voting infrastructure. 2. First Trust's Proxy Voting Policies "First Trust votes proxies according to their established proxy voting policies and procedures, which are designed to vote in the best interests of clients. Clients can obtain a copy of First Trust's proxy voting policies, as well as information about how their securities were voted, by contacting BWSI or directly contacting First Trust." 3. Client Directives: "Clients utilizing the First Trust Direct Indexing Strategy cannot direct First Trust how to vote specific proxies. Clients who wish to retain proxy voting authority should consider whether this strategy is appropriate for their needs." 4. ESG Considerations (if applicable): "Clients should note that First Trust's proxy voting policies may not specifically incorporate environmental, social, and governance (ESG) considerations. Clients with specific ESG preferences should discuss these with their advisor before enrolling in the Direct Indexing Strategy." 18  Item 18: Financial Information BWSI does not require or solicit prepayment of more than $1200 in fees per Client, six months or more in advance, and is not required to file a balance sheet. BWSI has discretionary authority over Client accounts and is not aware of any financial condition that will likely impair its ability to meet contractual commitments to Clients. If BWSI does become aware of any such financial condition, this Brochure will be updated, and Clients will be notified. BWSI has never been subject to a bankruptcy petition. 19