SIDOXIA FORM ADV PART 2A

2901 W. Coast Highway, Suite 200 Newport Beach, California 92663 949.258.4322 – Office 949.258.4323 – Fax info@Sidoxia.com – E-mail www.Sidoxia.com October 22, 2026 This ADV Part II document (“brochure”) provides information about the qualifications and business practices of Sidoxia Capital Management, LLC (“Sidoxia”), but this document is not intended to be a marketing brochure. If you have any questions about the contents of this brochure, please contact Wade Slome, Managing Member of Sidoxia, at 949.258.4322. 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 Sidoxia is also available on the SEC’s website at www.adviserinfo.sec.gov. Sidoxia’s Central Registration Depository (CRD) number is 145969.  Item 2: Material Changes Sidoxia offers existing and prospective clients a copy of the firm’s brochure. On an annual basis, existing clients are offered the right to receive an updated copy of the brochure within 90 days of Sidoxia’s December 31st fiscal year-end. Sidoxia reviews and updates our brochure at least annually to make sure all material changes are current. As it relates to Sidoxia, there have been no material changes since our last annual brochure update on 03/26/2026.  Item 3: Table of Contents Item 2: Material Changes ........................................................................................................................................... 2 Item 3: Table of Contents ........................................................................................................................................... 3 Item 4: Advisory Business ......................................................................................................................................... 4 Item 5: Fees and Compensation ................................................................................................................................. 7 Item 6: Performance-Based Fees and Side-By-Side Management .......................................................................... 10 Item 7: Description of Clients .................................................................................................................................. 10 Item 8: Methods of Analysis, Investment Strategies and Risk of Loss ................................................................... 11 Item 9: Disciplinary Information ............................................................................................................................. 26 Item 10: Other Financial Industry Activities and Affiliations ................................................................................. 26 Item 11: Code of Ethics, Personal Trading, and Participation or Interest in Client Transactions ........................... 27 Item 12: Brokerage Practices ................................................................................................................................... 32 Item 13: Account Review Process ........................................................................................................................... 34 Item 14: Client Referrals and Other Compensation ................................................................................................ 36 Item 15: Custody ...................................................................................................................................................... 37 Item 16: Investment Discretion ............................................................................................................................... 38 Item 17: Voting Client Securities ............................................................................................................................. 40 Item 18: Financial Information ................................................................................................................................ 41  Item 4: Advisory Business Description of Advisory Firm Sidoxia Capital Management, LLC (“Sidoxia”) is a privately owned limited liability company headquartered in Newport Beach, California. Sidoxia is registered as an investment adviser with the Securities and Exchange Commission. Wade W. Slome, the firm’s Principal and Managing Member, founded Sidoxia in 2007. Sidoxia offers a combination of advisory services to individuals, corporations, and other business entities. A description of Sidoxia’s advisory services is provided below. Advisory Services Offered Portfolio Management Services: Sidoxia provides continuous investment advice to a client based on their objectives, investment time horizon, liquidity needs, circumstances, risk tolerance, and other factors. Sidoxia relies upon accurate and complete information from the client, and if not provided, Sidoxia may be limited in its ability to make recommendations. It is the client’s responsibility to keep Sidoxia informed of any changes to their investment objectives, constraints, or any other relevant circumstances. Sidoxia reserves the right to not accept and/or terminate management of a client’s account if Sidoxia feels client-imposed restrictions would limit or prevent Sidoxia from meeting or maintaining the client’s investment goals and/or strategy. After collecting information from the client, Sidoxia develops a client investment policy statement (IPS), which serves as an initial blueprint for how the client’s portfolio will be managed. Sidoxia primarily manages advisory accounts on a discretionary basis (described more under Item 16: Investment Discretion). Discretionary portfolio accounts are generally placed in one of four composites: Fusion Conservative, Fusion Moderate, Fusion Aggressive, and Fusion ETF Focus. Accounts are supervised based on the stated objectives of the IPS and client needs. Sidoxia managed portfolios generally consists of exchange-traded funds (ETFs), individual equities, fixed income securities, foreign securities, closed-end funds, other investment vehicles, and no-load or load- waived indexed mutual funds. Sidoxia allocates client assets among various investments, while taking into consideration the appropriate risk-based asset allocation selected by the client. Mutual funds and ETFs will be selected on the basis of any or all of the following criteria: the fund's performance history; the industry sector in which the fund invests; the track record of the fund's manager (if applicable); the fund's investment objectives; the fund's management style and philosophy; and the fund's fee structure. Portfolio weighting decisions between funds and market sectors will be determined by each client's individual needs and circumstances. Clients will have the opportunity to place reasonable restrictions on the types of investments that will be made on the client's behalf, if they notify Sidoxia in writing before investment decisions are made. Clients, not Sidoxia, will retain ownership of all client securities.  Sidoxia monitors Portfolio Management Services client accounts at least quarterly and will generally rebalance annually at a minimum, unless account size or transaction costs make such actions prohibitive. If Sidoxia believes a particular investment is performing inadequately, or if Sidoxia believes that a different investment option is more suitable for the client's investment goals, then Sidoxia will sell (or close) the investment position and decide whether to reinvest the client’s assets according to Sidoxia’s discretionary authority. Sidoxia may act as a sub- advisor for clients of Balboa Wealth Partners ("Balboa"), an investment advisory firm. Under the joint agreement, Sidoxia may provide Portfolio Management Services to Balboa clients based on client data collected by Balboa. As a sub-advisor, Sidoxia will collect a portion of the fees paid by the client to Balboa. The nature of this sub-advisor relationship will be disclosed to Balboa clients. Slome Sidoxia Fund, LP Sidoxia also provides investment management services to the Slome Sidoxia Fund, LP, a limited partnership organized under Delaware law (hereinafter “the Fund”). Sidoxia is the General Partner of the Fund. The Fund has chiefly been formed to make longer-term growth-oriented investments, primarily in the equity securities (including common and preferred stock and convertible securities) of U.S. and foreign publicly traded, large-cap companies (companies with a market capitalization in excess of $15 billion) and mid-cap companies (companies with a market capitalization of between $2 billion and $15 billion). The Fund also intends to opportunistically hold positions in small-cap companies (companies with a market capitalization of less than $2 billion) and/or exchange traded funds (ETFs). Sidoxia manages the Fund on a discretionary basis in accordance with the terms and conditions of the Fund's offering and organizational documents. The Fund’s investment objective is to seek above average market returns by primarily investing in equity investments. Such investments will include, but not limited to, common stocks, preferred stocks and convertible securities of U.S. and foreign issuers. The Fund will employ limited use of leverage, short selling, options, exchange traded funds and securities lending. The Fund will be opportunistic in the equity investments it makes in smaller issuers and less liquid equity positions. In order to minimize tax liabilities for the Fund’s taxable investors, Sidoxia will seek, where appropriate, to utilize tax efficient strategies such as longer holding periods and tax-loss harvesting for its equity positions when prudent and consistent with the Fund’s objectives. The Fund will require an initial minimum investment of $500,000 and only accredited investors will be allowed to invest in the Fund. The minimum investment requirement may be waived at the sole discretion of the General Partner. Prospective investors in the Fund should be aware of additional restrictions on redemptions, risks and other important information associated with investment as outlined in the Fund's offering and subscription documents. Prospective investors should refer to the offering and subscription documents for these important additional considerations. Consulting Clients can also receive investment advice on a more limited basis. This may include advice on an isolated project or area(s) of concern, such as asset valuation, estate planning, retirement planning, reviewing a client's existing portfolio, or other requested project. Examples could include providing consulting advice regarding assets outside Sidoxia’s management or a detailed performance review of a private equity investment.  Sidoxia also provides specific consultation and administrative services regarding investment and financial goals of the client. Additionally, Sidoxia provides advice on non-securities matters. Generally, this is in connection with the rendering of business formation, estate planning, insurance, and/or annuity advice. Financial Planning Sidoxia also provides advice in the form of a Financial Plan. Clients purchasing this service will receive a written report, providing the client with a detailed financial plan designed to achieve his or her stated financial goals and objectives. In general, the financial plan will address any or all of the following areas of concern: o PERSONAL: Family records, budgeting, personal liability, estate information and financial goals. o EDUCATION: Education IRAs, financial aid, state savings plans grants and general assistance in preparing to meet dependent’s continuing educational needs through development of an education plan. o TAX & CASH FLOW: Income tax and spending analysis and planning for past, current and future years. Sidoxia will illustrate the impact of various investments on a client's current income tax and future tax liability. o DEATH & DISABILITY: Cash needs at death, income needs of surviving dependents, estate planning and o disability income analysis. INSURANCE: Analysis of client’s needs regarding various insurance types, e.g. life, health, disability, and long term care insurance, among others. o RETIREMENT: Analysis of current strategies and investment plans to help the client achieve his or her o retirement goals. INVESTMENTS: Analysis of investment alternatives and their effect on a client's portfolio. o EMPLOYEE BENEFIT PLANNING: Reviewing benefits to ensure client is optimizing benefit options available. Sidoxia gathers required information through in-depth personal interviews. Information gathered includes a client's current financial status, future goals and attitudes towards risk. Related documents supplied by the client are carefully reviewed, including a questionnaire completed by the client (optional), and a written report is prepared. Should a client choose to implement the recommendations contained in the plan, Sidoxia suggests the client work closely with his/her attorney, accountant, insurance agent, and/or stockbroker. Implementation of financial plan recommendations is entirely at the client's discretion. Financial Planning recommendations are not limited to any specific product or service offered by a broker dealer or insurance company. All recommendations are generic in nature. Wrap Fee Programs: Sidoxia does not manage accounts as part of a wrap or bundled fee program. Sidoxia Asset Total: As of 12/31/2025, total assets serviced by Sidoxia was $149,045,501 made up of the following: Assets Under Management: As of 12/31/2025, Sidoxia’s discretionary assets under management totalled $149,045,501. Sidoxia did not have any non-discretionary assets under management.  Item 5: Fees and Compensation Fee Schedule for Portfolio Management Services The annual fee for portfolio management services will be charged as a percentage of assets under management, according to the following schedule: Assets Under Management $500,000 - $2,000,000 $2,000,001 - $3,000,000 Above $3,000,000 Annual Fee (%) 1.25% 1.00% 0.75% A minimum of $500,000 of assets under management is required for this service. The minimum account size may be negotiable under certain circumstances. Sidoxia may combine related client accounts for purposes of calculating the minimum account size and advisory fees applicable to the client. Sidoxia also generally requires a minimum annual fee of $5,000. This minimum annual fee requirement may compel Sidoxia to refuse offering services to clients not meeting Sidoxia’s minimum asset thresholds. The minimum annual fee may also be negotiable under certain circumstances, including accounts invested in the Fusion ETF Focus strategy. Billing Method Portfolio Management Services client accounts are directly deducted one fourth of the annual fee, as authorized, in arrears at the beginning of each calendar quarter based upon the value (market value or fair market value in the absence of market value), of the client's account at the end of the previous quarter. The client authorizes the custodian to pay Sidoxia’s advisory fee from the client’s account(s). If there are intra- quarter cash inflows or outflows, a prorated management fee deduction or credit is applied in order to calculate the appropriate time-weighted fee. For new clients, the first pro-rata payment is determined based upon the first day assets are deposited or transferred into the client account. At our discretion, we may make pro-rated adjustments to the quarterly billing for significant withdrawals from the client’s account during a quarter. The client’s quarterly fee calculation would reflect any pro-rated adjustments for the quarter. The custodian provides the client with access to account statements, which indicate all amounts paid out of the account, including the amount of advisory fees paid to Sidoxia. The client is responsible for verifying the accuracy of the fee calculation and should contact Sidoxia if they have questions about the invoice. In rare circumstances, if approved by Sidoxia, a client account may pay an invoice out of a non-managed account. Sub-advisor fees relating to Balboa clients will be charged in arrears and collected by Balboa, and subsequently delivered to Sidoxia.  Other Fees and Expense Overall fees received by Sidoxia do not include fees and expenses charged by custodians or imposed by broker dealers. Such fees may include, but are not limited to, any transaction charges, fees for duplicate statements and transaction confirmations, and fees for electronic data feeds and reports. Any brokerage commissions, stock transfer fees, and other similar charges that are incurred in connection with transactions for a client’s account will be paid out of the assets in the client’s account and are in addition to the fees the client pays to Sidoxia. In addition, any mutual fund shares or exchange traded funds (ETFs) held in a client’s account may be subject to deferred sales charges, 12b-1 fees, and other fund-related expenses. Each fund’s prospectus fully describes the fees and expenses. All fees paid to Sidoxia for portfolio management services are separate and distinct from the fees and expenses charged by mutual funds. Mutual funds pay advisory fees to their managers, which are indirectly charged to all holders of the mutual fund shares. Consequently, clients with mutual funds in their portfolios are effectively paying both Sidoxia and the mutual fund manager for the management of their assets. Accordingly, the client should review both the fees charged by the funds and the fees charged by Sidoxia to fully understand the total amount of fees to be paid by the client and to thereby evaluate the advisory services being provided. A client could invest in a mutual fund directly, without the services of Sidoxia. In that case, the client would not receive the services provided by Sidoxia which are designed, among other things, to assist the client in determining which mutual fund or funds are most appropriate to each client's financial condition and objectives. Sidoxia does not accept compensation for the sale of securities or other investment products, including asset- based sales charges or service fees from the sale of mutual funds. This practice presents a conflict of interest and provides advisors an incentive to recommend investment products based on the compensation received, rather than on a client’s needs. Sidoxia as a Fee-Only Advisor Sidoxia Capital Management, LLC operates as a ―fee-only investment advisor, and therefore Sidoxia receives no commissions or sells no commissioned products. Sidoxia currently receives no fees for client referrals to other entities. Sidoxia Capital Management, LLC has the ability to pay referral fees to introducing brokers for new Slome Sidoxia Fund, LP client introductions, and to other marketing partners that offer Sidoxia’s investment management services. To the extent any future conflicts of interest arise, the relevant issues will be disclosed in this brochure that will be made available to existing and prospective clients. Sidoxia has the ability to pay referral fees to third-party entities, which may assist Sidoxia in securing new clients. Fees for Consulting Services Sidoxia’s consulting fees will be calculated based on a charge of $300.00 per hour. The length of time it will take to complete the consulting service will depend on the nature and complexity of the individual client's  personal circumstances. An estimate of the total hours to complete the services is provided to the client at the start of the advisory relationship. Fees are due and payable upon completion of the consulting service. A retainer may be requested upon completion of Sidoxia's fact-finding session with the client, however, advance payment will never exceed $500 for work that will not be completed within six months. There is no minimum fee for consulting services. For retirement plan and 401(k) consulting services, Sidoxia may charge reduced rates depending on total assets within the plan. Fees for Financial Planning Financial planning fees will be charged as a fixed fee of $1,000. 50% of this fee may be due upon signing the financial planning agreement, with the balance due upon presentation of the financial plan to the client. Advance payment will never exceed $500 for work that will not be completed within six months. Offsetting Financial Planning/Consulting Fees If a financial planning or consulting services client implements investment recommendations made by Sidoxia by subsequently engaging Sidoxia for portfolio management services, or through investment in the Slome Sidoxia Fund, Sidoxia may, at its discretion, waive, discount, or adjust financial planning or consulting services fees for portfolio management services, or Slome Sidoxia Fund fees, as appropriate. Fees for Slome Sidoxia Fund, LP Sidoxia will receive a management fee calculated at an annual rate of 1.25% of the value (market value or fair market value in the absence of market value) of each limited partner’s capital account paid quarterly in arrears. The management fee will be prorated for any period that is less than a full quarter and will be adjusted for contributions made during the quarter. There is a minimum investment of $500,000 required by the Slome Sidoxia Fund, LP (“Fund”). This minimum investment may be negotiable at the sole discretion of the General Partner. The General Partner also reserves the right to negotiate a different fee arrangement or more favorable terms for certain investors. Prospective investors in the Fund should refer to the offering and subscription documents for important additional considerations. Investors in the fund are subject only to management fees of the fund and are not charged an additional adviser fee for portfolio management. Termination of Portfolio Management, Financial Planning or Consulting Services Termination as it Relates to All Services A client agreement may be canceled at any time, by either party, for any reason upon receipt of 30 days written notice. Upon termination of any account, any prepaid, unearned fees will be promptly refunded, and any earned, unpaid fees will be due and payable. The client has the right to terminate an agreement without penalty within five business days after entering into the agreement.  Slome Sidoxia Fund, LP Termination & Withdrawal Information An investor in the Fund may not withdraw capital until 12 months after that investor was first admitted to the Fund; thereafter, the investor may make withdrawals quarterly. Sidoxia may waive this initial 12 month lock- up period in its sole and absolute discretion. If Sidoxia permits early withdrawals, any withdrawal within this 12-month period may be paid in stages depending on the Fund’s liquidity and will be subject to a 3% withdrawal fee, which will accrue to the benefit of the other investors in the Fund. Investors must give at least 60 days’ written notice of any intention to withdraw, and at least 90 days’ written notice for withdrawals constituting 20% to 40% of the Fund’s aggregate Capital Accounts (as defined in the Private Placement Memorandum). Sidoxia, in its discretion, may waive any of the foregoing notice requirements. Withdrawals will be paid from an investor’s Capital Account on a “first-in, first-out” basis. Prospective investors in the Fund should refer to the offering and subscription documents for important additional considerations regarding termination and withdrawal information. Item 6: Performance-Based Fees and Side-By-Side Management Sidoxia does not charge performance-based fees or other fees based on a share of capital gains on or capital appreciation of the assets of a client. Item 7: Description of Clients Sidoxia provides investment advisory services primarily to individuals (including high net worth individuals, accredited investors and clients’ related trusts and estates). In addition, Sidoxia offers investment advisory services to corporate retirement plans, pensions, and endowments. Account Requirements Generally, Sidoxia requires a minimum account size of $500,000 to establish a portfolio management advisory relationship across Sidoxia’s various investment management strategies. Sidoxia may combine related accounts to meet the account size minimum. Sidoxia may also reduce or waive the account minimum requirements at our discretion. For clients who do not meet this minimum, Sidoxia can provide investment consulting services for a minimum annual fee (described more under Item 5: Fees and Compensation).  Item 8: Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis, Investment Strategies and Risk of Loss Portfolio Management Services (Methods of Analysis & Investment Strategies) As mentioned in the description of Sidoxia’s Advisory business (described more under Item 4: Advisory Business) Sidoxia provides continuous investment advice to portfolio management services clients based on their objectives, investment time horizon, liquidity needs, circumstances, and risk tolerance. After collecting relevant information from the client, Sidoxia generally places Portfolio Management Service client accounts in one of three composites: Fusion Conservative, Fusion Moderate, Fusion Aggressive and Fusion ETF Focus. A similar Fusion investment strategy is used with Sidoxia’s Portfolio Management Services clients. Differences may exist for each client based on variances in each client’s customized investment policy statement (IPS). Taxes, timing of initial investment, and other factors, including the size of the client account can explain some of the variations between clients.  Fusion Product Philosophy Sidoxia Capital Management’s Fusion is a diversified balanced investment strategy that is customized for each client’s investor’s unique risk tolerance level (conservative, moderate, and aggressive). The Fusion strategy utilizes a global mixture of low-cost investment vehicles and tax-efficient investment strategies across a diverse set of asset classes. More specifically, the Fusion strategy integrates an extensive combination of fixed income securities, equity securities, mutual funds, index funds, exchange traded funds (ETFs) and select equity securities employed in the Slome Sidoxia Fund, LP, a limited partnership fund also managed by Sidoxia Capital Management (see description below about Slome Sidoxia Fund, LP - Methods of Analysis & Investment Strategies). Leveraged closed-end funds and derivative securities may also be used to a lesser extent. The aim of the Fusion product is to provide a customized, one-stop shop product with the objective of maximizing risk-adjusted returns in the context of a broadly diversified balanced portfolio. Generally, the Fusion ETF Focus (“FEF”) strategy is less actively managed than Sidoxia’s other investment strategies, and FEF is comprised primarily of exchange traded funds (ETFs), and not individual equity securities (stocks). The asset allocation percentages of the Fusion portfolio will fluctuate based on market and interest rate volatility, and also based on the categorization of alternative or hybrid securities, such as convertible bonds or other investments like closed-end funds and derivative securities. A cash position of less than 15% will be targeted in the Sidoxia portfolio under most circumstances because Sidoxia does not believe it has a market timing advantage versus other investors. Expected returns and asset mixes will fluctuate over time due to changing client circumstances along with changes in the investment and economic climate.   Fusion Process A one-on-one interview is conducted with each client to determine the objectives and constraints associated with the account. Subsequently, a customized Investment Policy Statement (IPS) is created for each client, effectively creating a blueprint for how the account will be managed. Based on the appropriately selected risk tolerance (conservative, moderate, or aggressive), a range of equity exposure will be chosen for the investor. The balance of the portfolio will be invested in fixed-income, cash/liquid assets, and hybrid securities – including convertible bonds. Individual security selection is derived from fundamental analysis, financial modeling, quantitative screening tools, technical analysis, and other proprietary algorithms, all of which leverage the investment experience of the investment manager. For equity securities, an internally developed cash flow-based ranking system is a key contributing factor integrated into investment decision process. Lower ranked equity securities are generally used as funding sources for purchases of higher ranked investment opportunities. As mentioned in the Fusion product Philosophy above, the Fusion ETF Focus (“FEF”) strategy generally is less actively managed than Sidoxia’s other investment strategies. FEF is comprised primarily of exchange traded funds (ETFs), and not individual equity securities (stocks). In conducting the fundamental analysis component of the investment process, Sidoxia carefully considers numerous aspects of a potential investment, including the following: a company’s financial statements; a qualitative assessment of a company’s financial health; a review of management’s strength, experience, and track record; and evidence of any inherent, sustainable competitive advantage held by the underlying company. In addition to performing field research and organizing live interviews with corporate management teams, Sidoxia analyzes numerous information sources to carry out its fundamental research. Fundamental analysis resources include, but are not limited to, newspapers, periodicals, online research, databases, annual reports, public resources, SEC filings, analyst reports, corporate rating services, and company press releases. Based on our assessment of a company’s value and outlook, Sidoxia looks to identify securities that the investment manager feels are attractively priced with favorable appreciation and/or income potential.  Fusion Buy Discipline A systematic, disciplined process is performed before a security is included into a Fusion account. With respect to the selected equity securities, particular emphasis is placed on valuation metrics, including cash flows, earnings growth, dividend yields, price-earnings ratios, and other important statistics. In regards to equity-related ETFs and mutual funds, some of the previously mentioned factors will be considered, in addition to a top-down view of a fund’s underlying long-term growth potential, fund holdings, experience and track record of the management team, style consistency, expense and fee structure, assets under management, and liquidity, among other factors. In addition to some of the aforementioned factors, Fusion’s buy discipline for the fixed income allocation of the portfolio (ETFs and individual bonds) also carefully considers dynamics such as yield, duration, maturity, income, inflation-protection, currency risk, and other relevant factors. Compared to some other competing strategies, Fusion has the differentiated ability and willingness to invest globally across multiple asset classes and geographic regions. Sidoxia believes this mandate provides the Fusion strategy with the flexibility to explore a broader set of attractive risk-reward investment opportunities that possess desirable diversification benefits.  • Fusion Portfolio Construction Within the parameters of the Fusion strategy, each portfolio is constructed with flexibility in meeting the unique objectives and constraints of each client. In creating portfolios for clients, Sidoxia uses various asset allocation and diversification techniques in an effort to optimize the risk and potential return of a portfolio. More specifically, Sidoxia may utilize multiple asset classes, investment styles, market capitalizations, sectors, and/or geographic regions to provide diversification to the different Fusion portfolios. The categorization and allocation of hybrid/other securities (e.g., convertible bonds) as it relates to asset allocation percentages, relies upon the judgment of Sidoxia’s management. Fusion portfolios are constructed from a similar menu of underlying investment options, with the goal of limiting conflicts of interest across accounts. In addition, size, liquidity, transaction costs, IPS considerations, and other factors may lead to differences in each client portfolio. Should a client institute unique portfolio limitations or constraints on an account, the associated portfolio will be classified as a non-discretionary account. Sidoxia primarily seeks to hold securities for longer-term time horizon under normal market conditions, especially in taxable accounts. In some circumstances, Sidoxia may use other strategies such as short sales, options strategies, or margin leverage. These other strategies can involve additional risks, such as increased risk of loss, transaction costs, and tax considerations and may not be suitable for all clients. Sidoxia will only use these strategies when they are appropriate for a particular account or given market condition. • Fusion Trading Strategies Under normal economic and financial market conditions, Fusion invests with a long-term time horizon target of three to five years for its equity positions. Regarding fixed income portfolios, the underlying yield, duration, fund holdings, experience and track record of the management team, expense and fee structure, assets under management, and liquidity, among other factors, will determine the holding period. Fusion is capable to purchasing individual bonds, however, due to liquidity and diversification benefits, fixed income exchange traded funds (ETFs) are widely used in the Fusion strategies. Changes in the financial and economic environment may lead to opportunistic and/or defensive investment strategies, which have the potential of significantly lengthening or shortening the holding period of both equity and fixed income holdings. Investment adjustments may occur over various periods, depending on financial market and client- specific circumstances, but Sidoxia’s goal is to handle a significant amount of the account rebalancing on a quarterly basis. Fusion Sell Discipline The sell discipline used by Sidoxia’s Fusion strategy aims to be straightforward. If a security reaches a specified price target, provides an inferior risk-adjusted return profile relative to other opportunities, or if the original investment rationale has negatively changed since the purchase date, then the investment can become a sell candidate. If Sidoxia discovers opportunities with superior investment characteristics, the sell candidate positions in the portfolio, in addition to cash in the account, can be used as resources to fund new purchases.  Slome Sidoxia Fund, LP (Methods of Analysis & Investment Strategies) The Slome Sidoxia Fund, LP is designed for accredited investors only. The Fund’s investment objective is to seek above average market returns primarily by investing in companies with market leading franchises that can sustain above average growth rates in large or emerging markets. Because the General Partner (Sidoxia Capital Management, LLC) believes that price appreciation generally follows the direction of long-term earnings and cash flow growth, superior long-term earnings growth is expected to lead to superior long-term price appreciation (the Fund is described further under Item 4: Advisory Business). In many cases, these leadership franchises in the portfolio will exhibit superior market share standings within their respective sector or industry groups; maintain high caliber management teams; and demonstrate sustainable competitive advantages that can help achieve above average financial results. In order to minimize tax liabilities for the Fund’s taxable clients, the General Partner will seek, where appropriate, to utilize tax efficient strategies such as tax-loss harvesting and longer holding periods for its equity positions when prudent and consistent with the Fund’s objectives. Although the Fund will primarily maintain a net long position, the General Partner will also implement alternative trading strategies such as writing options, sell positions short, and periodically use leverage and securities lending, with the common goal of enhancing performance and/or reducing the volatility of returns. Prospective investors in the Fund should be aware of important additional considerations, such as restrictions on redemptions; investment risks; and other information associated with the investment as outlined in the Fund's offering and subscription documents. OVERALL RISKS OF INVESTING IN SIDOXIA STRATEGIES Investing in securities always involves the risk that you will lose money. Before investing in the securities markets, clients should be prepared to bear that risk. Over time, a client’s account value will fluctuate. At any time, client assets may be worth more or less than the amount originally invested. Sidoxia makes no guarantees or promises that its market analysis will be accurate or the investment strategies employed will be successful. Clients should understand that investing in any security, including individual equity securities, exchange traded funds (ETFs), mutual funds, index funds, closed-end funds, REITs, and other investments, involves a risk of loss of both income and principal. Sidoxia feels there are three main significant risks to clients: Market Risk: Market risk is the risk that the value of an investment will decrease due to moves in market factors. Securitly prices can fluctuate for a broad range of reasons—such as the overall strength of the economy or demand for particular products or services. Liquidity Risk: There may be little trading in the secondary market for particular securities. This creates the risk that investors may have difficulty finding a buyer when they want to sell and may be forced to sell at a significant discount to market value. Liquidity risk is greater for thinly traded securities.  Company Risk: Company-specific risk comes from a company’s operations and business environment. For example, companies can become temporarily or permanently impaired due to events specific to that company, changes in consumer preferences, or legislative changes that affect the company’s business. All of these factors can affect the price of the company’s stock. Specific Security Risks Different types of securities involve different levels of exposure to risk. Below, we describe the key types of securities risks Sidoxia may recommend: General Risks of Owning Securities: The prices of securities held in client accounts and the income they generate may decline in response to certain events taking place around the world. These include events directly involving the issuers of securities held as underlying assets of mutual funds in a client’s account, conditions affecting the general economy, and overall market changes. Other contributing factors include local, regional, or global political, social, or economic instability and governmental or governmental agency responses to economic conditions. Finally, currency, interest rate, and commodity price fluctuations may also affect security prices and income. Investing Outside the U.S.: Investing outside the United States may involve additional risks. These risks may include currency controls and fluctuating currency values, and different accounting, auditing, financial reporting, disclosure, and regulatory and legal standards and practices. Additional factors may include changing local, regional, and global economic, political, and social conditions. Further, expropriation, changes in tax policy, greater market volatility, different securities market structures, and higher transaction costs can be contributors. Finally, various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of dividends can also lead to additional risk. Historically, the markets of developing countries have been more volatile than the markets of developed countries. Developing countries may have less developed legal and accounting systems. The governments of these countries may be more unstable and more likely to impose capital controls, nationalize a company or industry, place restrictions on foreign ownership and on withdrawing sale proceeds of securities from the country, and/or impose punitive taxes that could adversely affect security prices. In addition, the economies of these countries may be dependent on relatively few industries that are more susceptible to local and global changes. Securities markets in these countries are also relatively small and have substantially lower trading volumes. As a result, securities issued in these countries may be more volatile and less liquid than securities issued in countries with more developed economies or markets. Equity Securities: Equity securities represent an ownership position in a company. Equity securities typically consist of common stocks. The prices of stocks and the income they generate (including associated dividends) fluctuate based on, among other things, events specific to the company that issued the shares, conditions affecting the general economy and overall market changes, changes or weakness in the business sector the company does business in, and other factors.  There may be little trading in the secondary market for particular equity securities, which may adversely affect the ability to value accurately or dispose of those equity securities. Adverse publicity and investor perceptions, whether or not based on fundamental analysis, may decrease the value and/or liquidity of equity securities. Small Capitalization Equity Securities: Investing in smaller companies may pose additional risks as it is often more difficult to value or dispose of small company stocks, more difficult to obtain information about smaller companies, and the prices of their stocks may be more volatile than stocks of larger, more established companies. Clients should have a long-term perspective and, for example, be able to tolerate potentially sharp declines in value. General Investment and Market Risks: There can be no guarantee that Sidoxia’s strategies will be successful - Sidoxia’s activities may be adversely affected by general economic and market conditions, such as interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws, and national and international political circumstances. Unexpected volatility or illiquidity could impair client accounts and result in losses. In addition, Sidoxia may invest in a concentrated number of securities in a particular industry or issuer. Accordingly, there can be no assurance that Sidoxia’s rate of return objective will be realized or that there will be any return of capital. Growth Stocks: Growth stocks are typically priced higher than other stocks, in relation to earnings and other measures, because investors believe they have more growth potential. This potential may or may not be realized and growth stock prices tend to fluctuate more dramatically than the overall stock market. Sidoxia may buy a large amount of a company’s stock quickly, and may dispose of it quickly if the company’s earnings or revenue growth rates decline or slow down. While Sidoxia believes this strategy provides substantial appreciation potential over the long term, in the short term it can create a significant amount of share price volatility. This volatility can be greater than that of the average equity security. American Depository Receipts (ADRs): An ADR is a stock that trades in the United States but represents a specified number of shares in a foreign corporation. Investors buy and sell ADRs on American markets just like regular stocks. Banks and brokerage firms issue/sponsor ADRs. ADRs are subject to additional risks of investing in foreign securities, including, but not limited to, less complete financial information available about foreign issuers, less market liquidity, more market volatility, and political instability. In addition, currency exchange-rate fluctuations affect the U.S. dollar-value of foreign holdings. Some ADRs and ordinary shares of foreign securities pay dividends, and many foreign countries impose dividend withholding taxes up to 30%. Depending on a custodian’s ability to reclaim any withheld foreign taxes on dividends, taxable accounts may be able to recoup a portion of these taxes by use of the foreign tax credit. However, tax-exempt accounts, to the extent they pay any foreign withholding taxes, may not be able to utilize the foreign tax credit. Therefore, investors may be unable to recover any foreign taxes withheld on dividends of foreign securities or ADRs. Debt Securities (Bonds): Issuers use debt securities to borrow money. Generally, issuers pay investors periodic interest and repay the amount borrowed either periodically during the life of the security and/or at maturity. Alternatively, investors can purchase other debt securities, such as zero coupon bonds, which do not  pay current interest, but rather are priced at a discount from their face values and their values accrete over time to face value at maturity. The market prices of debt securities fluctuate depending on such factors as interest rates, credit quality, and maturity. In general, market prices of debt securities decline when interest rates rise and increase when interest rates fall. The longer the time to a bond’s maturity, the greater its interest rate risk. Certain additional risk factors relating to debt securities include: Reinvestment Risk: When interest rates are declining, investors have to reinvest their interest income and any return of principal, whether scheduled or unscheduled, at lower prevailing rates. Inflation Risk: Inflation causes tomorrow’s dollar to be worth less than today’s; in other words, it reduces the purchasing power of a bond investor’s future interest payments and principal, collectively known as ―cash flows.‖ Inflation also leads to higher interest rates, which in turn leads to lower bond prices. Interest Rate and Market Risk: Debt securities may be sensitive to economic changes, political and corporate developments, and interest rate changes. Investors can also expect periods of economic change and uncertainty, which can result in increased volatility of market prices and yields of certain debt securities. For example, prices of these securities can be affected by financial contracts held by the issuer or third parties (such as derivatives) relating to the security or other assets or indices. Call Risk: Debt securities may contain redemption or call provisions entitling their issuers to redeem them at a specified price on a date prior to maturity. If an issuer exercises these provisions in a lower interest rate market, the account would have to replace the security with a lower yielding security, resulting in decreased income to investors. Usually, a bond is called at or close to par value. This subjects investors that paid a premium for their bond risk of lost principal. In reality, prices of callable bonds are unlikely to move much above the call price if lower interest rates make the bond likely to be called. Credit Risk: If the issuer of a debt security defaults on its obligations to pay interest or principal or is the subject of bankruptcy proceedings, the account may incur losses or expenses in seeking recovery of amounts owed to it. Liquidity and Valuation Risk: There may be little trading in the secondary market for particular debt securities, which may affect adversely the account's ability to value accurately or dispose of such debt securities. Adverse publicity and investor perceptions, whether or not based on fundamental analysis, may decrease the value and/or liquidity of debt securities. It may be possible to reduce the risks described above through diversification of the client’s portfolio and by credit analysis of each issuer, as well as by monitoring broad economic trends and corporate and legislative developments, but there can be no assurance that Sidoxia will be successful in doing so. Credit ratings for debt securities provided by rating agencies reflect an evaluation of the safety of principal and  interest payments, not market value risk. The rating of an issuer is a rating agency’s view of past and future potential developments related to the issuer and may not necessarily reflect actual outcomes. There can be a lag between the time of developments relating to an issuer and the time a rating is assigned and updated. High-Yield Debt: Lower rated debt securities generally have higher rates of interest and involve greater risk of default or price changes due to changes in the issuer’s creditworthiness than higher rated debt securities. The market prices of these securities may fluctuate more than higher quality securities and may decline significantly in periods of general economic difficulty. U.S. Treasury Securities: U.S. Treasury securities include direct obligations of the U.S. Treasury, such as Treasury bills, notes, and bonds. For these securities, the U.S. government unconditionally guarantees the payment of principal and interest, resulting in the highest possible credit quality. Fluctuations in interest rates subject U.S. Treasury securities to variations in market value. However, they are paid in full when held to maturity. Municipal Bonds: Municipal bonds are debt obligations generally issued to obtain funds for various public purposes, including the construction of public facilities. Municipal bonds pay a lower rate of return than most other types of bonds. However, because of a municipal bond’s tax-favored status, investors should compare the relative after-tax return to the after-tax return of other bonds, depending on the investor’s tax bracket. Investing in municipal bonds carries the same general risks as investing in bonds in general. Those risks include interest rate risk, reinvestment risk, inflation risk, market risk, call or redemption risk, credit risk, and liquidity and valuation risk. Investing in municipal bonds carries risk unique to these types of bonds, which may include: Legislative Risk: Legislative risk includes the risk that a change in the tax code could affect the value of taxable or tax-exempt interest income. Tax-Bracket Changes: Municipal bonds generate tax-free income, and therefore pay lower interest rates than taxable bonds. Investors who anticipate a significant drop in their marginal income-tax rate may benefit from the higher yield available from taxable bonds. Liquidity Risk: The risk that investors may have difficulty finding a buyer when they want to sell and may be forced to sell at a significant discount to market value. Liquidity risk is greater for thinly traded securities such as lower-rated bonds, bonds that were part of a small issue, bonds that have recently had their credit rating downgraded or bonds sold by an infrequent issuer. Municipal bonds may be less liquid than other bonds. Credit Risk: Credit risk includes the risk that a borrower will be unable to make interest or principal payments when they are due and therefore default. To reduce investor concern, insurance policies that guarantee repayment in the event of default back many municipal bonds. General Obligation vs. Revenue Bonds: Typically, investors consider General Obligation bonds to be safer than Revenue bonds since the full faith and credit of the issuer backs the interest and principal payments.  With revenue bonds, the interest and principal are dependent upon the revenues paid by users of the facility or service. Frequently the issuers of revenue bonds are either private sector corporations (e.g. hospitals) or entities that exist, often in local monopoly form, to provide a public service (e.g. power utilities or public transportation authorities). Thus, the thought is that the consumer spending that provides the funding or income stream for revenue bond issuers may be more vulnerable to changes in consumer tastes or a general economic downturn compared to a state or city’s ability to raise taxes to pay for its General Obligation commitments. Mortgage-Backed Securities: In limited circumstances, Sidoxia may invest client’s accounts in various debt obligations backed by pools of mortgages. U.S. government agencies and government-sponsored entities, such as Ginnie Mae, Fannie Mae, and Freddie Mac, and other private entities issue mortgage-backed securities. The payment of interest and principal on mortgage-backed obligations issued by U.S. government agencies may be guaranteed by the full faith and credit of the U.S. government (in the case of Ginnie Mae), or may be guaranteed by the issuer (in the case of Fannie Mae and Freddie Mac). However, these guarantees do not apply to the market prices and yields of these securities, which vary with changes in interest rates. Private entities that issue mortgage-backed securities structure them similarly to those issued by U.S. government agencies. However, U.S. government agencies do not guarantee securities and the underlying mortgages issued by private entities. Mortgage-backed securities are subject to the risk that the borrower may not be able to pay back the loan, and may go into default. Structuring of these securities generally includes one or more types of credit enhancements such as insurance or letters of credit issued by private companies. Mortgage-backed securities generally permit borrowers to prepay their underlying mortgages. Prepayments can alter the effective maturity of these instruments. Securities with Equity and Debt Characteristics: Some securities have a combination of equity and debt characteristics. These securities may at times behave more like an equity security than a debt instrument, or vice versa. Some types of convertible bonds, preferred stocks or other preferred securities automatically convert into common stocks or other securities at a stated conversion ratio, and some may be subject to redemption at the option of the issuer at a predetermined price. These securities, prior to conversion, may pay a fixed rate of interest or a dividend. Because convertible securities have both debt and equity characteristics, their values vary in response to many factors, including the values of the securities into which they are convertible, general market and economic conditions, and convertible market valuations, as well as changes in interest rates, credit spreads and the credit quality of the issuer. Generally, the conversion value of a convertible bond decreases as the convertible security approaches maturity. A convertible security may be subject to redemption at the option of the issuer at a price established in the convertible security’s governing instrument. If a convertible security held by a client account is called for redemption, Sidoxia will be required to permit the issuer to redeem the security, convert it into the underlying common stock or sell it to a third party. Any of these actions could have an adverse effect on the Sidoxia’s ability to achieve its investment objective. These securities with debt and equity characteristics may include hybrid securities, which also have equity and debt characteristics. Such securities are normally at the bottom of an issuer's debt capital structure. As such, they may be more sensitive to economic changes than more senior debt securities. Mutual Funds (Open-end Investment Company): A mutual fund is a company that pools money from many investors and invests the money in stocks, bonds, short-term money-market instruments, other securities or  assets, or some combination of these investments. The portfolio of the fund consists of the combined holdings it owns. Each share represents an investor’s proportionate ownership of the fund’s holdings and the income those holdings generate. The price that investors pay for mutual fund shares is the fund’s per share net asset value (NAV) plus any shareholder fees that the fund imposes at the time of purchase (such as sales loads). Mutual funds also have features that some investors might view as disadvantages: Costs Despite Negative Returns: Investors must pay sales charges, annual fees, and other expenses regardless of how the fund performs. Depending on the timing of their investment, investors may also have to pay taxes on any capital gains distribution they receive. This includes instances where the fund went on to perform poorly after purchasing shares. Lack of Control: Investors typically cannot ascertain the exact make-up of a fund’s portfolio at any given time, nor can they directly influence which securities the fund manager buys and sells or the timing of those trades. Price Uncertainty: With an individual stock, investors can obtain real-time (or close to real-time) pricing information with relative ease by checking financial websites or by calling a broker or your investment adviser. By contrast, with a mutual fund, the price at which an investor purchases or redeems shares will typically depend on the fund’s NAV, which the fund might not calculate until many hours after the investor placed the order. In general, mutual funds must calculate their NAV at least once every business day, typically after the major U.S. exchanges close. Different Types of Funds: When it comes to investing in mutual funds, investors have literally thousands of choices. Most mutual funds fall into one of three main categories; money market funds, bond funds (also called “fixed income” funds), and stock funds (also called “equity” funds). Each type has different features and different risks and rewards. Generally, the higher the potential return, the higher the risk of loss. Money Market Funds: Money market funds have relatively low risks, compared to other mutual funds (and most other investments). By law, they can invest in only certain high quality, short-term investments issued by the U.S. Government, U.S. corporations, and state and local governments. Money market funds try to keep their net asset value (NAV), which represents the value of one share in a fund, at a stable $1.00 per share. Investor losses have been rare, but they are possible. Money market funds pay dividends that generally reflect short-term interest rates, and historically the returns for money market funds have been lower than for either bond or stock funds. That is why “inflation risk,” the risk that inflation will outpace and erode investment returns over time, can be a potential concern for investors in money market funds. Bond Funds: Bond funds generally have higher risks than money market funds, largely because they typically pursue strategies aimed at producing higher yields. Unlike money market funds, the SEC’s rules do not restrict bond funds to high quality or short-term investments. Because there are many different types of bonds, bond funds can vary dramatically in their risks and rewards.  Some of the risks associated with bond funds include: Credit Risk: There is a possibility that companies or other issuers may fail to pay their debts (including the debt owed to holders of their bonds). Consequently, this affects mutual funds that hold these bonds. Credit risk is less of a factor for bond funds that invest in insured bonds or U.S. Treasury Bonds. By contrast, those that invest in the bonds of companies with poor credit ratings generally will be subject to higher risk. Interest Rate Risk: There is a risk that the market value of the bonds will go down when interest rates go up. Because of this, investors can lose money in any bond fund, including those that invest only in insured bonds or U.S. Treasury Bonds. Funds that invest in longer-term bonds tend to have higher interest rate risk. Prepayment Risk: Issuers may choose to pay off debt earlier than the stated maturity date on a bond. For example, if interest rates fall, a bond issuer may decide to “retire its debt and issue new bonds that pay a lower rate. When this happens, the fund may not be able to reinvest the proceeds in an investment with as high a return or yield. Stock Funds: Although a stock fund’s value can rise and fall quickly (and dramatically) over the short term, historically stocks have performed better over the long term than other types of investments. This is true for corporate bonds, government bonds, and treasury securities. Overall “market risk” poses the greatest potential danger for investors in stocks funds. Stock prices can fluctuate for a broad range of reasons—such as the overall strength of the economy or demand for particular products or services. Not all stock funds are the same. For example: International Funds: International investments are subject to additional risks, including currency fluctuation, political instability and potential illiquid markets. Emerging Market Funds: Funds that invest in foreign securities involve special additional risks. These risks include, but are not limited to currency risk, political risk and risk associated with varying accounting standards. Investing in emerging markets may accentuate these risks. Small Cap Funds: Funds that invest in stocks of small companies involve additional risks. Smaller companies typically have higher risk of failure, and are not as established as larger blue-chip companies are. Historically, smaller-company stocks gave experienced a greater degree of market volatility than the overall market average. Mid Cap Funds: Funds that invest in companies with smaller market capitalizations involve additional risks. The securities of these companies may be more volatile and less liquid than the securities of larger companies. Sector Funds: Sector funds may specialize in a particular industry segment, such as technology or consumer products stocks. Funds that invest exclusively in one sector or industry involve additional risks. The lack of industry diversification subjects the investor to increased industry-specific risk. Products of companies in which technology funds invest may be subject to sever competition and rapid obsolescence.  Real Estate Funds: Investments in real estate funds are subject to the risks related to direct investment in real estate, such as real estate risk, regulatory risks, concentration risk, and diversification risk. Managed Futures Funds: A Managed Futures Mutual Fund invests in other funds. These underlying funds will typically employ various actively managed futures strategies that will trade various derivative instruments including options, futures, forwards, or spot contracts. Further, each of these derivative instruments may be tied to commodities, financial indices and instruments, foreign currencies, or equity indices. Managed futures strategies involve substantial risks that differ from traditional mutual funds. Each underlying fund is subject to specific risks, depending on the nature of the fund. These risks could include liquidity risk, sector risk, and foreign currency risk, as well as risks associated with fixed income securities, commodities and other derivatives. Each underlying fund is subject to investment advisory and other expenses, including potential performance fees, which the Managed Futures Fund indirectly pays. Your cost of investing in a Managed Futures Fund will be higher than the cost of investing directly in underlying funds and may be higher than other mutual funds that invest directly in stocks and bonds. Tax Consequences of Mutual Funds: When investors buy and hold an individual stock or bond, the investor must pay income tax each year on the dividends or interest the investor receives. However, the investor will not have to pay any capital gains tax until the investor actually sells and makes a profit. Mutual funds are different. When an investor buys and holds mutual fund shares, the investor will owe income tax on any ordinary dividends in the year the investor receives or reinvests them. Moreover, in addition to owing taxes on any personal capital gains when the investor sells shares, the investor may have to pay taxes each year on the fund’s capital gains. That is because the law requires mutual funds to distribute capital gains to shareholders if they sell securities for a profit, and cannot use losses to offset these gains. Exchange-Traded Funds (ETFs): An ETF is a type of Investment Company (usually, an open-end fund or unit investment trust) containing a basket of stocks that usually tracks a specific index or sector. An ETF is similar to an index fund in that it will primarily invest in securities of companies that are included in a selected market index or that fall into a particular sector. Unlike traditional mutual funds, which can only be redeemed at the end of a trading day, ETFs trade throughout the day on an exchange. Like stock mutual funds, the prices of the underlying securities and the overall market may affect ETF prices. Similarly, factors affecting a particular industry segment may affect ETF prices that track that particular sector. Closed-end Fund: Closed-end funds generally do not continually offer their shares for sale. Rather, they sell a fixed number of shares at one time, after which the shares typically trade on a secondary market, such as the New York Stock Exchange or the NASDAQ Stock Market. Risk factors pertaining to closed-end funds vary from fund to fund. The following list of risk factors provides a review of those associated with generalized closed-end fund investing. Not every risk factor in this list will pertain to each closed-end fund. Market Risk: Securities may decline in value due to factors affecting securities markets generally or particular industries. The value of a trust/fund may be worth less than the original investment.  Valuation Risk: Common shares may trade above (a premium) or below (a discount) the net asset value (NAV) of the trust/fund’s portfolio. At times, discounts could widen or premiums could shrink, which could either dilute positive performance or compound negative performance. There is no assurance that discounted funds will appreciate to their NAV. Interest Rate Risk: Generally, when market interest rates rise, bond prices fall, and vice versa. Interest rate risk is the risk that the bonds and/or other income-related instruments in a fund’s portfolio will decline in value because of increases in market interest rates. The prices of longer-maturity securities tend to fluctuate more than shorter-term security prices. Credit Risk: One or more securities in a trust/fund’s portfolio could decline or fail to pay interest or principal when due. Income-related securities of below investment grade quality are predominately speculative with respect to the issuer’s capacity to pay interest and repay principal when due and, therefore, involve a greater risk of default. Concentration Risk: A trust/fund that invests a substantial portion of its assets in securities within a single industry or sector of the economy may be subject to greater price volatility or adversely affected by the performance of securities in that particular sector or industry. Reinvestment Risk: Income from a trust/fund’s bond portfolio will decline when the trust/fund invests the proceeds from matured, traded, or called bonds at market interest rates that are below the portfolio's current earnings rate. A decline in income could affect the common shares' market price or their overall returns. Leverage Risk: The use of leverage may lead to increased volatility of a trust/fund’s NAV and market price relative to its common shares. Leverage is likely to magnify any losses in the trust/fund’s portfolio, which may lead to increased market price declines. Fluctuations in interest rates on borrowings or the dividend rates on preferred shares that take place from changes in short-term interest rates may reduce the return to common shareholders or result in fluctuations in the dividends paid on common shares. There is no assurance that a leveraging strategy will be successful. Foreign Investment Risk: Investment in foreign securities (both governmental and corporate) may involve a high degree of risk. Trusts/funds invested in foreign securities are subject to additional risks such as, but not limited to, currency risk and exchange-rate risk, political instability, and economic instability of the countries from where the securities originate. In regards to debt securities, such risks may impair the timely payment of principal and/or interest. Alternative Minimum Tax (AMT): A trust/fund may invest in securities subject to the alternative minimum tax. Fluctuating Dividends in Actively Managed Portfolios: The composition of the trust/fund’s portfolio could change, which, all else being equal, could cause a reduction in dividends paid to common shares. Certain closed-end funds invest in common stocks. There is no guarantee of dividends from these common stocks. Fluctuations in dividend levels over time, up and down, are to be expected.  Cash and Cash Equivalents: Client accounts may hold cash or invest in cash equivalents, which are the most liquid of investments. Cash and cash equivalents are considered very low-risk investments meaning, there is little risk of losing the principal investment. Typically, low risk also means low return and the interest an investor can earn on this type of investment is low relative to other types of investing vehicles. Real Estate Investment Trusts: Securities issued by real estate investment trusts (REITs) primarily invest in real estate or real estate-related loans. Equity REITs own real estate properties, while mortgage REITs hold construction, development and/or long-term mortgage loans. Changes in the value of the underlying property of the trusts, the creditworthiness of the issuer, property taxes, interest rates, tax laws, and regulatory requirements, such as those relating to the environment all can affect the values of REITs. Both types of REITs are dependent upon management skill, the cash flows generated by their holdings, the real estate market in general, and the possibility of failing to qualify for any applicable pass-through tax treatment or failing to maintain any applicable exemptive status afforded under relevant laws. Master Limited Partnerships (MLPs): MLPs are publicly traded partnerships that trade mainly on the New York Stock Exchange and/or the NASDAQ, the same as stocks. With a few exceptions, MLPs hold and operate assets related to the transportation and storage of energy (certain MLPs may have commodity risk). Most publicly traded companies are corporations. Corporate earnings are usually taxed twice. The business entity is taxed on any money it makes and then shareholders are taxed on the earnings the company distributes to them. In the 1980s, Congress allowed public trading of certain types of companies as partnerships instead of corporations. The main advantage a partnership has over a corporation is that partnerships are ―pass through‖ entities for tax purposes. This means that the company does not pay any tax on its earnings. Distributions are still taxed, but this avoids the problem of double taxation that most publicly traded companies face. Congress requires that any company designated as an MLP has to produce 90% of its earnings from “qualified resources” (natural resources and real estate). Most MLPs are involved in energy infrastructure, i.e. things like pipelines. MLPs are required to pay minimum quarterly distributions to limited partners. A contract establishes the payments, so distributions are predictable. Otherwise, the shareholders could find the company in breach of contract. MLPs bear three primary risks: Risk of Regulation or Change: The government could step in and change the rules of the game. That can always happen. Since one of the main advantages of these securities is their tax advantages, this poses a considerable risk for an investor. Interest Rate Risk: It is commonly thought that these types of investments do better when interest rates are low, making their yield higher in relation to the safest investments, such as Treasury bills and securities that are guaranteed by the U.S. government. Consequently, MLPs may perform better during periods of declining or relative low interest rates and more poorly during periods of rising or high interest rates.  Tax Risk: MLPs are pass-through entities, passing earnings through to the limited partners. Investors must be aware that there are potentially significant tax implications of investing in MLPs and they should consult with their tax advisor before investing in these securities. Warrants, Rights, and Options: Warrants generally entitle the holder to buy a proportionate amount of common stock at a specified price, usually higher than the current market price. Warrants carry an expiration date or exist in perpetuity. Rights are similar to warrants except that they normally entitle the holder to purchase common stock at a lower price than the current market price. Sidoxia may buy and sell put and call options or warrants on securities and securities indices. Although successful trading in options contracts and warrants requires many of the same skills required for successful securities trading, the risks involved are somewhat different. The purchase of an option or warrant runs the risk of losing the entire investment, thereby causing significant losses to the account in a relatively short period of time. The trading of options is highly speculative and may entail more risk than those present when investing in other securities. Prices of options are generally more volatile than prices of other securities. Purchasing options would allow the Sidoxia to speculate on market fluctuations of securities and securities exchange indices while investing only a small percentage of the value of the securities underlying the option. If Sidoxia sells options and must deliver the underlying securities at the exercise price, the client account has a theoretically unlimited risk of loss if the price of the underlying securities increases. If Sidoxia is forced to buy the underlying securities, the client account may lose the difference between the market price of the underlying securities and the exercise price. Any gain or loss derived from the sale or exercise of an option will be reduced or increased, respectively, by the amount of the premium paid. Availability and Accuracy of Information: Sidoxia will select investments for the client on the basis of information and data derived from multiple sources of firsthand research. Although Sidoxia intends to evaluate all such information and data and to seek independent corroboration when appropriate and available, Sidoxia will not in many cases be in a position to confirm the completeness, genuineness or accuracy of such information and data. Bankruptcy Risk: Many of the events within a bankruptcy case are adversarial and often beyond the control of the creditors and equity holders. Bankruptcy can result in a total loss of the investment in a security. Litigation: Sidoxia may invest in companies involved in litigation where the outcome of a lawsuit may have a significant impact on a company in the very short term. Typically, these situations create significant uncertainty about the future of an enterprise and, consequently, allow for mispricing of the underlying securities. High Portfolio Turnover and Recognition of Gains: Sidoxia’s investment strategy may result in a short holding period before investments are rolled over into new investments or sold. This will cause the recognition of any investment gains on a more frequent basis than other investment strategies. Many of those gains will not likely qualify for the holding period needed for capital gains tax treatment. Therefore, taxable investors may have a greater need to pay regular taxes (out of their own resources or by requesting withdrawals) than compared to other investment strategies that hold investments longer.  Tax Risks: The tax aspects of a client account investment is complicated and each prospective investor should have them reviewed by professional advisers familiar with such investor’s personal tax situation and with the tax laws and regulations applicable to the investor. RISKS OF INVESTING IN SLOME SIDOXIA FUND, LP (“FUND”) The investment program of the Fund is speculative and may entail substantial risks. There can be no assurance that the investment objective of the Fund will be achieved or that substantial losses will not be incurred. Certain investment practices employed by the Fund are high risk activities that could result in substantial losses under certain circumstances. The General Partner (Sidoxia Capital Management, LLC or “Sidoxia”) hopes to moderate this risk of loss through a careful selection of investments. However, no guarantee or representation is made that the Fund’s investment strategy will be successful, or that the Fund will achieve its investment objective. The Fund’s portfolio may be subject to wide swings in value. Although Sidoxia has the flexibility to react to changing market conditions, changes in market conditions or an issuer’s situation could involve substantial losses. Sidoxia makes no guarantee, either oral or written, that the Fund’s investment objective will be achieved. Prospective investors in the Fund should be aware of these risks (and others), additional restrictions on redemptions, and other important information associated with investment as outlined in the Fund's offering and subscription documents. Prospective investors should refer to the offering and subscription documents for these important additional considerations. Additional information about the Fund can be found in the description of Sidoxia’s Advisory Business under Item 4. Item 9: Disciplinary Information Sidoxia and our personnel seek to maintain the highest level of business professionalism, integrity, and ethics. Neither Sidoxia nor our personnel have any disciplinary information to disclose. Item 10: Other Financial Industry Activities and Affiliations Sidoxia Capital Management, LLC (“Sidoxia”) is the General Partner of the Slome Sidoxia Fund, LP (“Fund”). Sidoxia was instrumental in the formation of the Fund, which is offered to accredited investors. Wade Slome, Managing Member of Sidoxia, has invested a portion of his personal net worth in the Fund.  Prospective investors in the Fund should be aware of these risks (and others), additional restrictions on redemptions, and other important information associated with investment as outlined in the Fund's offering and subscription documents. Prospective investors should refer to the offering and subscription documents for these important additional considerations. Further information about the Fund can be found in the following sections: In the Advisory Business section under Item 4; in the Methods of Analysis, Investment Strategies and Risk of Loss section under Item 8, and in the Code of Ethics, Participation or Interest in Client Transactions and Personal Trading section under Item 11. Keith C. Bong: In addition to being an advisor for Sidoxia, Keith C. Bong, CFA, CPA also provides professional accounting and tax services to individuals and businesses. Although Sidoxia may refer clients to Mr. Bong, and Mr. Bong may refer clients to Sidoxia, there are no direct referral fees exchanged between Sidoxia and Mr. Bong. The number of hours Mr. Bong devotes to his clients may be significant, but often the time commitment is seasonal or temporary. Portola Capital Group LLC: Mr. Bong is also a non- managing member of Portola Capital Group LLC (“Portola”), an investment fund, which is unaffiliated with Sidoxia. He is involved in investment policies and administrative operations. Portola principally invests in index based derivative products, including options. Portola may opportunistically invest in other securities from time to time. Keith is not involved in day-to-day trading or operation of this organization, nor the specific security selection of the portfolio. In March 2016, Sidoxia established a sub-advisor relationship with Balboa Wealth Partners ("Balboa"), an investment advisory firm. Under the joint agreement, Sidoxia may invest Balboa client assets. As a sub- advisor, Sidoxia will collect a portion of the fees paid by the client to Balboa. The nature of this sub-advisor relationship will be disclosed to Balboa clients. Item 11: Code of Ethics, Personal Trading, and Participation or Interest in Client Transactions Sidoxia believes that it owes clients the highest level of trust and fair dealing. As a registered investment adviser, Sidoxia is a fiduciary to clients. As a fiduciary, our duties to clients include: 1. Providing advice that is suitable; 2. Providing full disclosure of material facts and potential conflicts of interest (so that clients have complete and honest disclosure in order to make an informed decision about our services and investment recommendations); 3. Acting with the utmost and exclusive loyalty and good faith; 4. Taking reasonable care to avoid ever misleading clients; and  5. Acting in the best interests of clients. It is our policy to protect the interests of each of our clients and to place the clients’ interests first in every situation. Sidoxia abides by honest and ethical business practices. Personal Trading Practices Sidoxia employees may transact in the same securities as Sidoxia clients, if the transaction is approved by the Sidoxia Compliance Officer prior to trade execution. These employee transactions may include related securities (e.g., warrants, options, or futures). In addition, duplicate employee trade confirmations and statements shall be delivered to Sidoxia. The Compliance Officer will review personal trading statements to ensure that personnel of Sidoxia are not impeding the company’s strict fiduciary duty towards its clients. Any unusual activity will be documented and properly addressed with Sidoxia personnel. It is the expressed policy of Sidoxia that no person employed by Sidoxia may intentionally purchase or sell any security prior to a transaction(s) being implemented for an advisory account during a predetermined, prohibited trading window. This policy is designed to prevent Sidoxia employees from benefiting from transactions placed on behalf of advisory accounts. If market conditions or client circumstances change or accelerate the timing of client trading activity – which may overlap with the Sidoxia employee trading period window – a trading log will retain a rationale explaining the timing of trades. For example, if an advisory account deposits money into their Sidoxia account one day after Sidoxia personnel coincidentally and unknowingly make a transaction, Sidoxia may immediately invest the advisory account money in the same securities transacted on by Sidoxia personnel. Any overlapping activity will be documented and reviewed for potential improper transactions. As employee personal trading may present conflicts of interest, Sidoxia has established the following restrictions in order to ensure the firm’s fiduciary responsibilities: 1) No member or employee of Sidoxia shall buy or sell securities for their personal portfolio(s) where their decision is substantially derived, in whole or in part, by reason of his or her employment unless the information is also available to the investing public on reasonable inquiry. No person of Sidoxia shall prefer his or her own interest to that of the advisory client. 2) Sidoxia maintains documentation of all securities holdings for itself, and anyone associated with this advisory practice with access to advisory recommendations. Holdings will be reviewed on a regular basis by an appropriate officer/individual of Sidoxia to ensure there is no improper trading activity occurring. 3) Sidoxia emphasizes the unrestricted right of the client to decline to implement any advice rendered, except in situations where Sidoxia is granted discretionary authority of the client's account. 4) Sidoxia requires that all personnel act in accordance with all applicable Federal and State regulations governing registered investment advisory practices.  5) Any Sidoxia employee not in observance of the above may be subject to disciplinary action up to and including termination. For mutual funds, if Sidoxia personnel trade on the same day as clients, we would receive the same price, since mutual funds trade only once per day at a single price (the fund’s Net Asset Value - NAV). For stocks or other securities available for intraday trading, Sidoxia personnel might trade in an aggregated block with clients (see our policies under Aggregation with Client Orders in this Item below) so that we get the same price as all participating client accounts. If Sidoxia personnel cannot combine personal trades with clients, we will place our own transactions after we place client trades. Since prices fluctuate, this does not guarantee that clients will get better prices than our personnel. Sidoxia maintains adequate records in order to track personal securities transaction. Inside Information Access of material non-public information shall not be disseminated to any individual other than the Compliance Officer of Sidoxia Capital Management. The material non-public information should not be misused (including trading securities) or disseminated by Sidoxia Capital Management or by any personnel for trading or any other purpose. Aggregation with Client Orders Sidoxia may aggregate trades for itself or for its associated persons with client trades, provided that Sidoxia's procedures generally applicable to aggregated trades are met. Aggregating orders can help Sidoxia seek best execution and negotiate more favorable commission rates. In addition, through block trading, Sidoxia attempts to allocate differences in prices, commissions, and other transaction costs equitably among our clients. Sidoxia believes that by combining orders in this way it will be advantageous to all participants. However, the average price could be less advantageous to a particular client than if that client had been the only account effecting the transaction or had completed the transaction before the other participants. Whether Sidoxia aggregates a particular trade depends on the circumstances and the security being traded. For example, Sidoxia might choose to combine client orders when there is ample liquidity in the market; on the other hand, if Sidoxia is trading illiquid, micro-cap stocks, block trading may not be in clients’ best interests. On occasion, we may include accounts of Sidoxia and our personnel in aggregated trades with client accounts. This presents a potential conflict of interest, as Sidoxia may have an incentive to allocate more favorable executions to our own accounts or the accounts of our personnel.  The following procedures apply to Sidoxia's aggregation of trades: 1) Sidoxia’s policies for the aggregation of transactions shall be fully disclosed in this brochure and separately offered to Sidoxia's existing clients. Sidoxia’s aggregation policies are also made available to broker-dealer(s), at their request, if they are interested in reviewing Sidoxia’s trade aggregation and allocation policies. 2) Sidoxia will not aggregate transactions unless it believes that aggregation is consistent with its duty to seek best execution (which includes the duty to seek best price under the circumstances) for its clients and is consistent with the terms of Sidoxia's investment advisory agreement with each client for which trades are being aggregated. Currently, Sidoxia trades securities across multiple custodians for its various strategies (including Client Separate Accounts, which are custodied at Charles Schwab Advisor Services, and Slome Sidoxia Fund, LP custodied at Fidelity), therefore fully synchronous execution across strategies and platforms generally is not possible at this time. In order to minimize the potential of favoritism or conflicts of interest, if a common security is traded across multiple strategies or and/or custodians, typically a pre-determined trading rotation order will take place according to a fixed schedule. The historical and future rotation and trading order can be found on Sidoxia’s “Alternating Trade Sheet.” For example, if XYZ security were to be traded in multiple strategies (e.g., multiple custodians for Client Separate Accounts and the Slome Sidoxia Fund, LP), in period #1, XYZ would be traded in Custodian A first, Custodian B second, and Custodian C third for the Slome Sidoxia Fund, LP. In subsequent periods, the priority of the common security trading rotation will be changed according to a fixed schedule in order to prevent favoritism. If a strategy (or strategies) is (are) excluded from trading in a common client security, the trading rotation of the remaining orders will stay in the same relative order. For example, if in period #1 XYZ security was traded in the Custodian A, and Custodian B (but not Custodian C for the Slome Sidoxia Fund, LP), then Custodian A would trade first, and Custodian B would trade second. In the following period, the trading rotation order would adjust again according to the fixed trading schedule, which would dictate the priority of trading for the common client security. Currently, Sidoxia’s Client Separate Accounts are custodied at Charles Schwab Adviser Services. In order to limit conflicts of interest, Sidoxia implements the previously described trading rotation across all three custodians. There are occasions that liquidity driven client requests can disrupt the order of trade execution, and in those instances Sidoxia aims to keep a list of these executions in a trading log. As long as the Slome Sidoxia Fund, LP does not manage investments for outside investors, the Slome Sidoxia Fund, LP will generally transact last in any trading rotation, whether buying or selling a security.  3) No advisory client will be intentionally favored over any other client pursuant to aggregated trade allocation policies. Each client who participates in an aggregated order, under a common custodian, will typically participate at the average share price of the Sidoxia transaction. Transaction costs will be based on the terms of the client’s agreement with the applicable custodian/broker (typically depending on the number of shares traded for the client). 4) Sidoxia will prepare, before entering an aggregated order, a written statement ('Allocation Statement') specifying the participating client accounts and how it intends to allocate the order among those clients. Custodian trading confirmation statements can also serve as Allocation Statements. 5) If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the Allocation Statement; if the order is partially filled, it will be allocated pro-rata based on the Allocation Statement. 6) If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the Allocation Statement; if the order is partially filled, it will be allocated pro-rata based on the Allocation Statement. 7) Notwithstanding the foregoing, the order may be allocated on a basis different from that specified in the Allocation Statement if all client accounts receive fair and equitable treatment and the reason for different allocation is explained in writing and is approved by Sidoxia's compliance officer on the trading day following the day the order was executed. 8) Sidoxia’s books and records will separately reflect, for each client account, the orders of which are aggregated, the securities held by, and bought and sold for that account. The custodian maintains records for all client accounts, and Sidoxia maintains quarterly summaries for each client account. 9) Sidoxia’s books and records will separately reflect, for each client account, the orders of which are aggregated, the securities held by, and bought and sold for that account. The custodian maintains records for all client accounts, and Sidoxia maintains quarterly summaries for each client account. 10) Funds and securities of clients whose orders are aggregated will be deposited with one or more banks or broker-dealers, and neither the clients' cash nor their securities will be held collectively any longer than is necessary to settle the purchase or sale in question on a delivery versus payment basis; cash or securities held collectively for clients will be delivered out to the custodian bank or broker-dealer as soon as practicable following the settlement. 11) Sidoxia will receive no additional compensation or remuneration of any kind as a result of the proposed aggregation. 12) Individual advice and treatment will be accorded to each advisory client.  Initial Public Offerings (IPOs): Initial Public Offerings will be allocated proportionally to each client account with the goal of minimizing client conflicts. Since each separate account portfolio is customized for each client, if a particular IPO security does not meet the risk tolerance profile and objectives of a particular client, then that client will not be forced to participate in the offering. In the case of a special allocation, all such special cases will be documented with explanation. Potential Conflicts of Interest between Various Sidoxia Clients A potential conflict of interest may exist currently, or in the future, between Portfolio Management Services clients and other Sidoxia clients (including Slome Sidoxia Fund, LP (“Fund”) clients and Balboa Wealth Partners ("Balboa") clients). Sidoxia may receive differing investment management fee relative to other Sidoxia investment funds and strategies. Differing price structures (described in more detail under Item 5: Fees and Compensation) could create the appearance of a conflict of interest. Sidoxia has created disclosures and trading policies in detailed Written Supervisory Policies & Procedures (WSP) to minimize or alleviate any potential conflict of interest. Sidoxia has attempted to minimize the conflict in several ways. Firstly, Sidoxia has chosen to currently not collect performance based fees as it relates to the Slome Sidoxia Fund – the existence of performance based fees might create an incentive to favor the Slome Sidoxia Fund clients over Portfolio Management Services. Secondly, at certain asset levels, the Slome Sidoxia Fund management fee is comparable to the Portfolio Management Services fee schedule. By having similar fee structures for these two different advisory services, the potential conflicts of interest can be mitigated. Item 12: Brokerage Practices In order to ensure fair treatment across all clients, Sidoxia has detailed Written Supervisory Policies & Procedures (WSP) that are available to existing and prospective clients. The remaining portion of this section describes Sidoxia’s brokerage practices. Sidoxia Portfolio Management Services (PMS) clients open one or more accounts in their own name at an independent qualified custodian (generally a broker-dealer, bank, trust company, or other financial institution). Sidoxia currently requires PMS clients to open an account through Charles Schwab & Co., Inc. Advisor Services,and Sidoxia places client transactions through Charles Schwab’s broker-dealer. The Sidoxia PMS client will enter into a separate agreement with Charles Schwab to custody the assets. For the accounts in which Sidoxia acts as an investment subadvisor for Balboa Wealth Partners (“Balboa”), Charles Schwab Institutional may act as a custodian based on the discretion of Balboa. Sidoxia is independently owned and operated and is not affiliated with Charles Schwab.  By directing PMS clients to use Charles Schwab, Sidoxia believes we may be able to more effectively manage the client’s portfolio, achieve favorable execution of client transactions, and overall lower long- term costs to the portfolio. Clients may not direct Sidoxia to place trades through any outside brokers. Not all investment advisers require their clients to trade through specific brokerage firms. Factors Considered in Selecting Broker-Dealers for Portfolio Management Services Client Transactions Sidoxia considers several factors in recommending Charles Schwab (or other broker-dealers) to clients, including execution, pricing, reasonableness of fees, reputation and financial strength, ease of use, and services available to the client. Sidoxia may also take into consideration the availability of the products and services we receive or benefits that assist us in managing and administering clients’ accounts. As part of our fiduciary duty to clients, Sidoxia endeavors at all times to put the interests of our clients first. Clients should be aware, however, that the receipt of economic benefits by Sidoxia or our personnel in and of itself creates a potential conflict of interest and may indirectly influence Sidoxia’s recommendation of Charles Schwab for custody and brokerage services. Aggregation and Allocation of Transactions In some cases, Sidoxia will recommend the purchase or sale of the same security for multiple clients at the same time. In those cases, Sidoxia may combine purchase and sale orders for multiple clients as a blocked order. Sidoxia may also include our personal accounts in an aggregated order. Sidoxia discuss its policies for aggregating trades under Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Based on our management process and the securities Sidoxia recommends, there may be times when we cannot aggregate client trades or when a trading opportunity for a particular security is limited. In these circumstances, Sidoxia attempts in good faith to allocate trades and investment opportunities among clients in a manner that, over time, is equitable to all our clients. Potential Slome Sidoxia Fund, LP (“Fund”) Investor Referrals Sidoxia may compensate certain brokers or dealers for referrals of potential investors in the Fund. Typically this compensation would be an agreed percentage of the management fee charged by Sidoxia to the investor’s capital account. Although, theoretically, a potential conflict of interest may arise between the Fund's interest in obtaining best price and execution and Sidoxia's interest in receiving future referrals, Sidoxia will not make commitments to any broker or dealer to compensate that broker or dealer through transactions for investor referrals. Additional Compensation Soft Dollar Arrangements Sidoxia may receive some services or products from broker dealers through "soft dollars." Sidoxia's use of soft dollars is intended to comply with the requirements of Section 28(e) of the Securities Exchange Act of  1934. Section 28(e) provides a "safeharbor" for investment managers who use commissions or transaction fees paid by their advised accounts to obtain investment research services that provide lawful and appropriate assistance to the manager in performing investment decision-making responsibilities. As required by Section 28(e), Sidoxia will make a good faith determination that the amount of commissions or other fees paid is reasonable in relation to the value of the brokerage and research services provided. That is, before placing orders with a particular broker, Sidoxia generally determines, considering all the factors described below, that the compensation paid to the broker dealer is reasonable in relation to the value of all the brokerage and research products and services provided. In making this determination, the firm typically considers not only the particular transaction or transactions, and not only the value of brokerage and research services and products to the Fund, but also the value of those services and products in Sidoxia's performance of its overall responsibilities to all of its clients. In some cases, the commissions or other transaction fees charged by the selected broker for a particular transaction or set of transactions may be greater than the amounts another broker-dealer who did not provide research services or products might charge. Research and Brokerage Products and Services "Research" products and services Sidoxia may receive include economic surveys, data and analysis; financial publications; recommendations or other information about particular companies and industries (through research reports and otherwise); and other products or services (e.g., computer services and equipment, including hardware, software, and data bases) that provide lawful and appropriate assistance to the firm in the performance of its investment decision-making responsibilities. Consistent with Section 28(e), brokerage products and services (beyond traditional execution services) consist primarily of computer services and software that permit Sidoxia to effect securities transactions and perform functions incidental to transaction execution. Other Uses and Products: Sidoxia may use some products or services not only as "research" and as brokerage (i.e., to assist in making investment decisions for clients or to perform functions incidental to transaction execution), but also for our administrative and other purposes as well. In these instances, Sidoxia makes reasonable allocation of the cost of the products and services so that only the portion of the cost that is attributable to making investment decision and executing transactions is paid with commission dollars and the firm bear the cost of the balance. A conflict of interest arises in making this allocation determination as Sidoxia has an incentive to designate as much as possible of the cost to research and brokerage in order to minimize the portion that Sidoxia must pay directly. Item 13: Account Review Process Portfolio Management Services Account Reviews As part of our Portfolio Management Services, Sidoxia manages portfolios on a continuous basis. As Sidoxia monitors client accounts, we periodically look at the allocations and securities held in the account, rebalancing to ensure that the asset allocation is consistent with the guidelines in the client’s Investment  Policy Statement (IPS). More actively managed Fusion client accounts (i.e., Fusion Conservation, Fusion moderate, and Fusion Aggressive) are generally reviewed quarterly, although smaller accounts may be reviewed less often due to the limited number of holdings. Since Fusion Focus ETF accounts are managed less actively, these accounts may be reviewed less frequently. Triggering factors that prompt additional reviews of client accounts may include: 1. Change in the client’s investment objectives, guidelines and/or financial situation; 2. Material cash deposits or withdrawals in a client account; 3. Change in an investment thesis, industry and/or company outlook; or 4. Economic environment or outlook for the securities markets. Portfolio Management Services Reports In addition to the monthly statements and confirmations of transactions that Portfolio Management Services clients receive from their broker dealer or custodian, Sidoxia may also provide quarterly reports summarizing account performance, balances and holdings. Slome Sidoxia Fund, LP Account Review While Fund holdings are continuously monitored, the Fund’s portfolio positions and allocation are reviewed at least weekly by Wade Slome, Principal of Sidoxia. Positions are reviewed in the overall context of the Fund’s stated investment objectives and guidelines. Additional reviews may be triggered by material changes in variables such as each Fund’s specific circumstances, or the market, political or economic environment. Slome Sidoxia Fund, LP Reports The General Partner (Sidoxia Capital Management, LLC) will provide each Limited Partner, within at least 120 days after the close of each fiscal year, financial statements and any other information necessary to enable each Limited Partner to prepare its income tax returns. The General Partner may also prepare and deliver to each Limited Partner, a quarterly unaudited report of the Limited Partner's Capital Account, plus any additional information the General Partner deems pertinent. Financial Planning/Consulting Services Account Reviews These client accounts will be reviewed as contracted for at the inception of the advisory relationship. Financial Planning/Consulting Services Reports: Financial Planning clients will receive a completed financial plan. Additional reports will not typically be provided unless otherwise contracted for. Consulting Services clients will not typically receive reports due to the nature of the service, unless written reports are requested as part of the consulting project.  Item 14: Client Referrals and Other Compensation Charles Schwab & Co., Inc. Advisor Services provides Sidoxia with access to Charles Schwab & Co., Inc. Advisor Services’ institutional trading and custody services, which are typically not available to Charles Schwab & Co., Inc. Advisor Services retail investors. These services generally are available to independent investment advisers on an unsolicited basis, at no charge to them so long as a total of at least $10 million of the adviser’s clients’ assets are maintained in accounts at Charles Schwab & Co., Inc. Advisor Services. Charles Schwab & Co., Inc. Advisor Services includes brokerage services that are related to the execution of securities transactions, custody, research, including that in the form of advice, analyses and reports, and access to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial investment. For Sidoxia client accounts maintained in its custody, Charles Schwab & Co., Inc. Advisor Services generally does not charge separately for custody services but is compensated by account holders through commissions or other transaction-related or asset-based fees for securities trades that are executed through Charles Schwab & Co., Inc. Advisor Services or that settle into Charles Schwab & Co., Inc. Advisor Services accounts. Charles Schwab & Co., Inc. Advisor Services also makes available to Sidoxia other products and services that benefit Sidoxia but may not benefit its clients’ accounts. These benefits may include national, regional or Sidoxia specific educational events organized and/or sponsored by Charles Schwab & Co., Inc. Advisor Services. Other potential benefits may include occasional business entertainment of personnel of Sidoxia by Charles Schwab & Co., Inc. Advisor Services personnel, including meals, invitations to sporting events, including golf tournaments, and other forms of entertainment, some of which may accompany educational opportunities. Other of these products and services assist Sidoxia in managing and administering clients’ accounts. These include software and other technology (and related technological training) that provide access to client account data (such as trade confirmations and account statements), facilitate trade execution (and allocation of aggregated trade orders for multiple client accounts, if applicable), provide research, pricing information and other market data, facilitate payment of Sidoxia’s fees from its clients’ accounts (if applicable), and assist with back-office training and support functions, recordkeeping and client reporting. Many of these services generally may be used to service all or some substantial number of Sidoxia’s accounts. Charles Schwab & Co., Inc. Advisor Services also makes available to Sidoxia other services intended to help Sidoxia manage and further develop its business enterprise. These services may include professional compliance, legal and business consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance, employee benefits providers, and human capital consultants, insurance and marketing. In addition, Charles Schwab & Co., Inc. Advisor Services may make available, arrange and/or pay vendors for these types of services rendered to Sidoxia by independent third parties. Charles Schwab & Co., Inc. Advisor Services 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 Sidoxia. Sidoxia is independently owned and operated and not affiliated with Charles Schwab & Co., Inc. Advisor Services. Portfolio Management Services Client Referrals Sidoxia does not currently receive compensation from any third parties for providing Portfolio Management Services to clients or pay any third parties for client referrals to Sidoxia.  Balboa Wealth Partner Client Referrals In March 2016, Sidoxia established a sub-advisor relationship with Balboa Wealth Partners ("Balboa"), an investment advisory firm. Under the joint agreement, Sidoxia may invest Balboa client assets. As a sub- advisor, Sidoxia will collect a portion of the fees paid by the client to Balboa. In instances when an advisor or professional affiliated with Balboa refers a client to Sidoxia, Sidoxia may pay a referral fee to the advisor and/or professional. The nature of these sub-advisor and/or referral relationships will be disclosed to clients during the establishment of the relationship. Potential Slome Sidoxia Fund, LP (“Fund”) Investor Referrals Sidoxia may compensate certain brokers or dealers for referrals of potential investors in the Slome Sidoxia Fund, LP, but has not made or received any payment since the Fund was launched. Typically this compensation would be an agreed percentage of the management fee charged by Sidoxia to the investor’s capital account. Although, theoretically, a potential conflict of interest may arise between the Fund's interest in obtaining best price and execution and Sidoxia's interest in receiving future referrals, Sidoxia will not make a commitment to any broker or dealer for compensation through transactions for investor referrals. Potential Referrals Between Sidoxia / Keith C. Bong In addition to being an advisor for Sidoxia, Keith C. Bong, CFA, CPA also provides professional accounting and tax services to individuals and businesses. Although Sidoxia may refer clients to Mr. Bong, and Mr. Bong may refer clients to Sidoxia, there are no direct referral fees exchanged between Sidoxia and Mr. Bong. The number of hours Mr. Bong devotes to his clients may be significant, but often the time commitment is seasonal or temporary. Item 15: Custody Sidoxia does not take physical custody of client funds or securities. For the convenience of the client, Sidoxia will set up quarterly fee withdrawals from the client’s account, when authorized by the client. Sidoxia will not have custody of our clients’ funds or securities when the clients authorize us to deduct our management fees directly from the client’s account, if all of the following requirements are met: 1. Clients’ accounts are held by a qualified custodian (generally a broker-dealer, bank, trust company, or other financial institution). 2. Clients receive statements directly from their qualified custodian at least quarterly. The statements will reflect the client’s funds and securities held with the qualified custodian as well as any transactions that occurred in the account, including the deduction of Sidoxia’s fee.  3. Each billing period, Sidoxia sends clients a statement showing the value of the client’s assets upon which we based the fee. 4. Sidoxia only sends the amount of our fee request to the custodian. 5. It is the client’s responsibility to verify the accuracy of the fee calculation. The custodian will not determine whether the fee is properly calculated. Custody is also disclosed in Form ADV because Sidoxia has authority to transfer money from client account(s), which constitutes a standing letter of authorization (SLOA). Accordingly, Sidoxia will follow the safeguards specified by the SEC rather than undergo an annual audit. Item 16: Investment Discretion Investment Discretion for Portfolio Management Services Sidoxia has full discretion to decide the specific security to trade, the quantity, and the timing of transactions for client accounts. Sidoxia will not contact clients before placing trades in their account, but clients will receive confirmations directly from the broker dealer or custodian. Clients grant us discretionary authority in the contracts they sign with us. Clients also give us trading authority over their accounts when they sign the custodian paperwork. Should the client wish to impose reasonable limitations on this discretionary authority, such limitations shall be included in the Sidoxia Investment Management Agreement. Clients may change/amend these limitations as desired. Such amendments shall be submitted in writing. However, certain client-imposed conditions may limit Sidoxia’s discretionary authority, such as when the client prohibits tax-related transactions in specific security types or directs Sidoxia to execute transactions through specific broker-dealers. See also Item 4 – Tailored Services and Client Imposed Restrictions and Item 12 – Brokerage Practices, above. Investment Discretion for Balboa Wealth Partners Sidoxia has full discretion to decide the specific security to trade, the quantity, and the timing of transactions for all Balboa accounts, unless the Balboa client agreement states otherwise. Investment Discretion for Slome Sidoxia Fund, LP (“Fund”) Sidoxia is granted the discretionary authority, in the relevant organizational and offering documents of the Fund, to determine which securities and the amounts of securities that are to be bought or sold for the Fund. Each Limited Partner agrees to this grant of discretionary authority through a Subscription Agreement with the General Partner (Sidoxia Capital Management, LLC).  Brokerage Discretion for Slome Sidoxia Fund, LP (“Fund”) Sidoxia is granted the discretionary authority in the relevant organizational and offering documents of the Fund to determine the broker dealer to be used and the commission rates to be paid by the Fund. With respect to trades placed on behalf of the Fund, Sidoxia will endeavor to select those broker dealers that will provide the best services at the lowest commission rates possible. The reasonableness of commissions is based on the broker's ability to provide professional services, competitive commission rates, and other services that will help Sidoxia provide investment management services to the Fund. Sidoxia may also consider the value of "research" or other brokerage products and services that a broker dealer has provided or may be willing to provide. This is known as paying for such services or products with "soft dollars." Because many of the products or services received on a soft dollar basis provide a benefit to Sidoxia and, because the commissions used to acquire them are the Fund’s assets, Sidoxia has a conflict of interest in allocating the Funds' brokerage business to certain broker dealers. This is because Sidoxia could receive valuable benefits by selecting certain broker dealers to execute the Fund’s transactions and the commissions charged by the selected broker dealer for such transactions might not be the lowest Sidoxia might otherwise be able to negotiate. In addition, Sidoxia theoretically could have an incentive to cause the Fund to engage in more securities transactions than would otherwise be optimal in order to generate brokerage compensation with which to acquire products or services. Although Sidoxia may also receive referrals of potential investors from certain broker dealers, Sidoxia will not make commitments to any broker dealer to compensate that broker dealer through brokerage or dealer transactions for client referrals. However, a potential conflict of interest may arise between the Fund's interest in obtaining best price and execution and Sidoxia's interest in receiving future referrals. Accordingly, the rate-of-return experienced by investors who participate fully in the profits and losses from new issues may differ materially from that of investors who are Restricted Persons. Investors should review the Fund's offering document for complete information on new issues restrictions. Fidelity Investments acts as the current custodian of the Fund assets. Shoreline Trading Group, LLC will serve as introducing broker of the Fund and Goldman Sachs Execution & Clearing, L.P. will act as the Fund’s clearing broker and custodian, once sufficient assets are raised in the Fund. Sidoxia reserves the right, as applicable, in its sole discretion, to change or add introducing or prime brokers and/or custodians without prior notice to the Fund's investors. Brokerage Discretion for Trade Error Disclosure Consistent with its fiduciary duties, it is Sidoxia’s policy and practice to seek to identify and correct trade errors in client accounts without ultimately disadvantaging the client in any way. Should Sidoxia discover a trade error attributable to the action or inaction of Sidoxia or its staff, it is Sidoxia’s policy to correct the error so as to place the client in as good a position as he/she/it would have been in had the error not occurred.  Directed Brokerage Discretion - Brokerage Recommendations Portfolio Management Services: As Sidoxia does not have the discretionary authority to determine the broker dealer to be used or the commission rates to be paid for Portfolio Management Services clients, these clients must direct Sidoxia as to the broker dealer to be used. Sidoxia requires that Portfolio Management Services clients direct Sidoxia to place trades through Charles Schwab Sidoxia has evaluated Charles Schwab and believes that it will provide Sidoxia clients with a blend of execution services, commission costs and professionalism that will assist Sidoxia in meeting its fiduciary obligations to clients. Clients should note that Sidoxia participates in Charles Schwab Advisor Services offering to independent investment advisers. As part of the Program, Sidoxia receives certain benefits that it would not receive if it did not offer investment advice to clients (See Item 14 for more disclosure). Sidoxia reserves the right to decline acceptance of any Portfolio Management Services client account for which the client directs the use of a broker dealer other than Charles Schwab, if Sidoxia believes that this choice would hinder its fiduciary duty to the client and/or its ability to service the account. In directing the use of Charles Schwab it should be understood that Sidoxia will not have authority to negotiate commissions or to necessarily obtain volume discounts, and best execution may not be achieved. In addition, a disparity in commission charges may exist between the commissions charged to the client and those charged to other clients (who may direct the use of another broker dealer). Clients should note, while Sidoxia has a reasonable belief that Charles Schwab is able to obtain best execution and competitive prices, Sidoxia will not be independently seeking best execution price capability through other broker dealers. Not all advisers require clients to direct it to use a particular broker dealer. Financial Planning/Consulting Services: Sidoxia's financial planning and consulting practice, due to the nature of its business and client needs, does not include blocking trades, negotiating commissions with broker dealers or obtaining volume discounts, nor necessarily obtaining the best price. Clients will be required to select their own broker dealers and insurance companies for the implementation of financial planning and/or consulting recommendations. Sidoxia may recommend any one of several brokers including, but not necessarily limited to, Charles Schwab. Sidoxia clients must independently evaluate these brokers before opening an account. The factors considered by Sidoxia when making this recommendation are the broker's ability to provide professional services, Sidoxia's experience with the broker, the broker's reputation, and the broker's financial strength, among other factors. Sidoxia's financial planning and consulting clients may use any broker or dealer of their choice. Item 17: Voting Client Securities Proxy Voting If desired by clients, Sidoxia will vote client securities (proxies) on behalf of the client. When Sidoxia accepts this authority, we will cast proxy votes in a manner consistent with the best interest of our clients. Sidoxia makes voting decisions on a case-by-case basis for each company’s proxy that we vote. Alternatively, clients may, at their election, choose to receive proxies related to their own accounts, in which case Sidoxia may consult with clients as  requested. At any time, clients may contact Sidoxia in writing to request information about how we voted proxies for that client’s securities. With respect to ERISA accounts, Sidoxia will vote proxies unless the plan documents specifically reserve the plan sponsor’s right to vote proxies. If a situation arose where there was a conflict of interest in voting a proxy due to Sidoxia’s business or personal relationships, Sidoxia would take appropriate steps to ensure that our proxy voting decisions are made in the best interest of clients and are not swayed by the conflicting relationship. Class Actions Sidoxia does not instruct or give advice to clients on whether or not to participate as a member of class action lawsuits and will not automatically file claims on the client’s behalf. However, if a client notifies Sidoxia that they wish to participate in a class action, Sidoxia will provide the client with any transaction information pertaining to the client’s account needed for the client to file a proof of claim in a class action. Item 18: Financial Information Registered investment advisers are required in this item to provide clients with certain financial information or disclosures about the firm’s financial condition. Sidoxia does not require the prepayment of more than $1200 in fees per client, six months or more in advance, and does not foresee any financial condition that is reasonably likely to impair our ability to meet contractual commitments to clients. As a Registered Investment Advisor (RIA), Sidoxia adheres to a reserve account requirement, which provides some financial flexibility and protection to the firm.