Brooklyn Fi, LLC

Item 1: Cover Page Item 1: Cover Page Brooklyn FI, LLC 33 Nassau Ave Brooklyn, New York 11222 Form ADV Part 2A – Firm Brochure (332) 296-1660 May 13, 2026 https://www.brooklynfi.com/ This Brochure provides information about the qualifications and business practices of Brooklyn FI, LLC, “Brooklyn FI”. If you have any questions about the contents of this Brochure, please contact us at (332) 296-1660. 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. Brooklyn FI, LLC is registered as a New York-based Investment Adviser registered with the Securities and Exchange Commission. Registration of an Investment Adviser does not imply any level of skill or training. Additional information about Brooklyn FI is available on the SEC’s website at www.adviserinfo.sec.gov which can be found using the firm’s identification number 292115. 1  Item 2: Material Changes Since the previous annual filing of this brochure on March 25, 2025, there have been no material changes made to this version of the Disclosure Brochure. In the future, any material changes made during the year will be reported here. 2  Item 3: Table of Contents Item 1: Cover Page 1 Item 2: Material Changes 2 Item 3: Table of Contents 3 Item 4: Advisory Business 4 Item 5: Fees and Compensation 6 Item 6: Performance-Based Fees and Side-By-Side Management 8 Item 7: Types of Clients 8 Item 8: Methods of Analysis, Investment Strategies and Risk of Loss 9 Item 9: Disciplinary Information 13 Item 10: Other Financial Industry Activities and Affiliations 14 Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 14 Item 12: Brokerage Practices 16 Item 13: Review of Accounts 18 Item 14: Client Referrals and Other Compensation 18 Item 15: Custody 19 Item 16: Investment Discretion 19 Item 17: Voting Client Securities 19 Item 18: Financial Information 20 3  Item 4: Advisory Business Description of Advisory Firm Brooklyn FI, LLC is registered as an Investment Adviser with the SEC (Securities and Exchange Commission). We were founded in November 2017 and became a state-registered investment adviser in 2018. We became SEC- registered in April, 2021. Brooklyn FI, LLC is a wholly owned subsidiary of Brooklyn FI Holding Company, LLC. Shane Mason, Ally-Jane Ayers and JCF AWP Holdco II LLC are indirect owners of Brooklyn FI, LLC. Brooklyn FI reports $563,098,081 in discretionary, and $0 in non-discretionary Assets Under Management as of December 31, 2025. Types of Advisory Services Investment Management Services We are in the business of managing individually tailored investment portfolios. Our firm provides continuous advice to a Client regarding the investment of Client funds based on the individual needs of the Client. We manage assets on a household basis (rather than an individual basis), unless specifically requested by the Client. Through personal discussions in which goals and objectives based on a Client's particular circumstances are established, we develop a Client's personal investment policy or an investment plan with an asset allocation target and create and manage a portfolio based on that policy and allocation targets. We will also review and discuss a Client’s prior investment history, as well as family composition and background. Account supervision is guided by the stated objectives of the Client (e.g., maximum capital appreciation, growth, income, or growth, and income), as well as tax considerations. Clients may impose reasonable restrictions on investing in certain securities, types of securities, or industry sectors. Fees pertaining to this service are outlined in Item 5 of this brochure. In cases where the Client chooses to have Brooklyn FI advise on assets that are not held at a qualified custodian in which Brooklyn FI has an advisory relationship (See Item 12 of this Brochure) referred to as “held-away accounts,” Brooklyn FI is able to provide investment management services of those held-away accounts by taking custody (by way of maintaining client login credentials). These held-away accounts include 401(k) accounts, 529 plans, variable annuities, and other similar accounts. Brooklyn FI has the capability to review, monitor, and manage these held-away accounts in a fashion similar to the way in which Brooklyn FI reviews, monitors, and manages accounts that are not held away. These assets are monitored using third party account aggregation software where the account values and holdings are transmitted and viewed in our portfolio management software. These assets are included in calculating the total assets under management when assessing the annual advisory fee (as described in Item 5 of this brochure). Use of Outside Managers When appropriate, we utilize the services of third-party investment advisers (“Outside Managers”) to assist with the management of Client accounts. We assist Clients in completing the Outside Managers’ investor profile, selecting an appropriate asset allocation model, interacting with the Outside Managers 4  and conducting an ongoing review of the Outside Managers’ investment offerings and investment selection. Our review process and analysis of Outside Managers is further discussed in Item 8 of this Brochure. Additionally, we will meet with the Client on a periodic basis to discuss changes in their personal or financial situation, suitability, and any new or revised restrictions to be applied to the account. Comprehensive Financial Planning This service involves working one-on-one with a planner over an extended period of time. By paying a fixed monthly fee, clients get to work with a planner who will work with them to develop and implement their plan. The planner will monitor the plan, recommend any changes and ensure the plan is up to date. Upon desiring a comprehensive plan, a client will be taken through establishing their goals and values around money. They will be required to provide information to help complete the following areas of analysis: net worth, cash flow, insurance, credit scores/reports, employee benefit, retirement planning, insurance, investments, college planning and estate planning. Once the client’s information is reviewed, their plan will be built and analyzed, and then the findings, analysis and potential changes to their current situation will be reviewed with the client. Clients subscribing to this service will receive a written or an electronic report, providing the client with a detailed financial plan designed to achieve his or her stated financial goals and objectives. If a follow up meeting is required, we will meet at the client's convenience. The plan and the client’s financial situation and goals will be monitored throughout the year and follow-up phone calls and emails will be made to the client to confirm that any agreed upon action steps have been carried out. On an annual basis there will be a full review of this plan to ensure its accuracy and ongoing appropriateness. Any needed updates will be communicated at that time. Client is responsible for implementing any recommendations made by Planner during the financial planning process. Educational Seminars and Speaking Engagements We provide seminars on an “as announced” basis for groups seeking general advice on investments and other areas of personal finance. The content of these seminars will vary depending upon the needs of the attendees. These seminars are purely educational in nature and do not involve the sale of any investment products. Information presented will not be based on any individual’s person’s need, nor does Brooklyn FI provide individualized investment advice to attendees during these seminars. Retirement Account Advice When we provide investment advice to Clients regarding Client’s retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with Client’s interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule’s provisions, we must: ● Meet a professional standard of care when making investment recommendations (give prudent advice); ● Never put our financial interests ahead of yours when making recommendations (give loyal advice); ● Avoid misleading statements about conflicts of interest, fees, and investments; ● Follow policies and procedures designed to ensure that we give advice that is in your best interest; 5  ● Charge no more than is reasonable for our services; and ● Give you basic information about conflicts of interest. As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on us by the federal and state securities laws. As a result, you have certain rights that you cannot waive or limit by contract. Nothing in our agreement with you should be interpreted as a limitation of our obligations under the federal and state securities laws or as a waiver of any non-waivable rights you possess. Client Tailored Services and Client Imposed Restrictions We offer the same suite of services to all of our clients. However, specific client financial plans and their implementation are dependent upon the client investment policy and/or investment plan which outlines each client’s current situation (income, tax levels, and risk tolerance levels) and is used to construct a client specific plan to aid in the selection of a portfolio that matches restrictions, needs, and targets. Wrap Fee Programs We do not participate in wrap fee programs. Item 5: Fees and Compensation Our fees are negotiable. The intent of negotiable fees is to allow Brooklyn FI to provide services at a reduced cost (including pro bono) to those in financial duress. Fees for preparation of the client(s) personal tax returns, any amendments to prior returns, trust and estate, gift, and business tax returns will be billed separately, as will other tax work such as audit representation. Fees for those services are separate and in addition to advisory fees paid to Brooklyn FI. Investment Management Services The standard advisory fee is based on the market value of the account (including cash and cash equivalents, accrued interest, and the value of securities held on margin) and is calculated as follows: Account Value Brooklyn FI’s Annual Advisory Fee 1.00% First $2,000,000 0.75% Next $3,000,000 0.50% Next $5,000,000 0.30% Assets Above $10,000,000 The annual fees are negotiable and are pro-rated and paid in arrears on a quarterly basis. The amount of managed held-away assets and outside managed assets are included in the total account value that the advisory fee is calculated on. The advisory fee is a blended fee and is calculated by assessing the percentage rates using the predefined levels of assets as shown in the above chart and applying the fee to the gross account value as of the average daily balance* over the previous billing period, resulting in a combined weighted fee. For example, an 6  account valued at $3,000,000 would pay an effective fee of 0.92% with the annual fee of $27,500. The quarterly fee is determined by the following calculation: (($2,000,000 x 1.00%) + ($1,000,000 x 0.75%)) ÷ 4 = $6,875. Advisor will notify the Client electronically 30 days in advance of any other fee increase. If no objection is made by the Client within thirty (30) days following delivery of such notice, Brooklyn FI will assume the Client’s inaction constitutes consent. *Outside Manager fees are applied to the account value as of the end of the previous billing period. When an Outside Manager is used, both Brooklyn FI and the Outside Manager will debit the Client’s account for their own portion of the fee. Accounts initiated or terminated during a calendar quarter will be charged a pro-rated fee based on the amount of time remaining in the billing period. An account may be terminated with written notice at any time. Since fees are paid in arrears, no rebate will be needed upon termination of the account. Comprehensive Financial Planning Comprehensive Financial Planning consists of an annual fee that is paid in advance, at the rate of $500 - $2,000 per month based on complexity and needs of the client. We have a minimum annual fee typically ranging from $6,000 to $24,000, based on client complexity. The minimum requirement and amount of the fee is negotiable at the advisor’s discretion. The annual fee shall be adjusted upwards every year on the anniversary of the Agreement in line with Consumer Price Index for all Urban Consumers (CPI-U) to keep pace with inflation. The Client will receive an automatic, electronic notice of this increase the month before it takes effect. Advisor will notify the Client electronically 30 days in advance of any other fee increase. If no objection is made by the Client within thirty (30) days following delivery of such notice, Brooklyn FI will assume the Client’s inaction constitutes consent. For clients with at least $500,000 in assets under management, Brooklyn FI offers discounted monthly planning fees in some cases. Fixed fees are pulled from the client's brokerage account(s), paid via credit card, or paid via ACH on a monthly subscription basis. After the first 12 months, this service may be terminated at any time, with written notice, effective immediately. Upon termination of any engagement, any prepaid, unearned fee will be refunded to the client and any unpaid, earned fees will be billed to the client. Educational Seminars/ Speaking engagements Seminars are offered to organizations and the public on a variety of financial topics. Fees range from free to $25,000 per seminar. Half of the fees are due prior to the engagement, and the other half are to be paid the day of, no later than the conclusion of the event. The fee range is based on the content, amount of research conducted, number of hours of preparation needed, and the number of attendees. In the event of inclement weather or a flight cancellation, the Speaker shall make all reasonable attempts to make alternative travel arrangements to arrive in time for the presentation. If travel proves impossible, or the event is otherwise canceled, the Speaker’s fee is waived, but the Client will still be responsible for reimbursement of any non- refundable travel expenses already incurred. In the event that the Client decides to cancel or change the date of the event for any reason besides weather or similar unforeseen causes, the Client will still be responsible for reimbursement of any non-refundable travel expenses already incurred, and will provide payment for 100% of the Speaker’s fee if the cancellation occurs within 30 days of the event. In the event that the Speaker must 7  cancel due to health or similar unforeseen circumstances, the Speaker will make all attempts to find a reasonable alternative engagement date and will absorb any incremental additional costs for obtaining alternative travel arrangements. If an alternative date cannot be obtained, the Client will not be responsible for any travel costs already incurred by the Speaker or any portion of the Speaker’s fee. Educational Seminars and Speaking Engagements are in some cases provided pro-bono at Brooklyn FI’s discretion. Other Types of Fees and Expenses Our fees are exclusive of brokerage commissions, transaction fees, and other related costs and expenses which may be incurred by the client. Clients may incur certain charges imposed by custodians, brokers, and other third parties such as custodial fees, deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Mutual fund and exchange traded funds also charge internal management fees, which are disclosed in a fund’s prospectus. Clients are additionally responsible for the fees and expenses of externally managed investments, such as the fees of private investment funds, third-party managers and/or investment advisers. Such charges, fees and commissions are exclusive of and in addition to our fee, and we shall not receive any portion of these commissions, fees, and costs. Item 12 further describes the factors that we consider in selecting or recommending broker-dealers for client’s transactions and determining the reasonableness of their compensation (e.g., commissions). We do 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. Item 6: Performance-Based Fees and Side-By- Side Management We do not offer performance-based fees. Item 7: Types of Clients We provide financial planning and portfolio management services to individuals and high net-worth individuals. We do not have a minimum account size requirement. 8  Item 8: Methods of Analysis, Investment Strategies and Risk of Loss We complete an Investment Analysis (described in Item 4 of this brochure) as part of their financial plan, our primary methods of investment analysis are Passive Investment Management/Selection of Other Advisors. Passive Investment Management We primarily practice passive investment management. Passive investing involves building portfolios that are comprised of various distinct asset classes. The asset classes are weighted in a manner to achieve a desired relationship between correlation, risk and return. Funds that passively capture the returns of the desired asset classes are placed in the portfolio. The funds that are used to build passive portfolios are typically index mutual funds or exchange traded funds. Passive investment management is characterized by low portfolio expenses (i.e. the funds inside the portfolio have low internal costs), minimal trading costs (due to infrequent trading activity), and relative tax efficiency (because the funds inside the portfolio are tax efficient and turnover inside the portfolio is minimal). In contrast, active management involves a single manager or managers who employ some method, strategy or technique to construct a portfolio that is intended to generate returns that are greater than the broader market or a designated benchmark. Academic research indicates most active managers underperform the market. Use of Outside Managers We refer Clients to Third Party Investment Advisers or advisory programs in some cases (“Outside Managers”). Our analysis of Outside Managers involves the examination of the experience, expertise, investment philosophies, and past performance of the Outside Managers in an attempt to determine if that Outside Manager has demonstrated an ability to invest over a period of time and in different economic conditions. We monitor the Outside Manager's underlying holdings, strategies, concentrations, and leverage as part of our overall periodic risk assessment. Additionally, as part of our due diligence process, we survey the Outside Manager's compliance and business enterprise risks. A risk of investing with an Outside Manager who has been successful in the past is that they may not be able to replicate that success in the future. In addition, we do not control the underlying investments in an Outside Manager's portfolio. There is also a risk that an Outside Manager may deviate from the stated investment mandate or strategy of the portfolio, making it a less suitable investment for our Clients. Moreover, as we do not control the Outside Manager's daily business and compliance operations, we may be unaware of the lack of internal controls necessary to prevent business, regulatory or reputational deficiencies. Direct Indexing by Outside Managers Direct indexing is an approach to index investing that involves buying some of the individual stocks that make up an index, with the aim of tracking the overall index. This is in contrast to buying an index mutual fund or index exchange-traded fund (index ETF) that tracks the index. Direct indexing can provide greater autonomy, control, and tax advantages to certain investors over owning an index mutual fund or an index exchange-traded fund (index ETF). 9  Separately Managed Accounts by Outside Managers for Municipal Bond Investments Municipal Bond SMAs generally seek to provide federally tax-exempt interest income (and, in certain cases, state/local tax-exempt income) by investing primarily in municipal securities. Outside Managers may employ various approaches, which can include (without limitation) ladders and barbell structures, duration/curve positioning, credit selection, sector and geographic allocations, use of taxable municipals, opportunistic trading, and tax-aware trading intended to manage after-tax outcomes. Separately Managed Accounts by Outside Managers (Options-Based Lending/Borrowing) using Box Spreads For certain clients, we recommend or implement financing transactions using listed options, commonly referred to as “box spreads” (or “box spread trades”). A box spread generally involves entering into a combination of call and put options with the same expiration date but different strike prices, designed to create a defined payout at expiration. Depending on how the box spread is structured and priced at execution, the transaction may function economically as (i) a means of borrowing funds (receiving cash upfront in exchange for an obligation to repay a larger amount at expiration) or (ii) a means of lending funds (paying cash upfront in exchange for receiving a larger amount at expiration). We help clients use box spreads to manage liquidity needs, fund investment activity, potentially reduce financing costs relative to other sources of credit, or seek incremental yield on cash. Separately Managed Accounts by Outside Managers for Tax Advantaged Long-Short Equity Portfolios Tax Advantaged Long-Short SMAs generally seek to efficiently harvest tax losses, while accommodating individualized customizations and adhering to clients’ desired portfolio characteristics. An index or blend of indices creates the basis for the portfolio and portfolios can be customized for tax management, concentrated positions and exclusions by ESG, sector, industry or individual holdings. Portfolio construction includes transition analysis and management. To keep portfolios aligned to goals over time, outside managers may employ frequent monitoring and optimizations for rebalancing and tax loss harvesting. These strategies may involve: • • • • • Idiosyncratic risk, due to company-specific factors that are generally not correlated with the broad market environment, can lead to loss. Short-sale risk, that can amplify losses if the stock price appreciates. Leverage risk, due to time-varying correlations that introduce unexpected net exposures between longs and shorts, resulting in improper portfolio hedging. Tracking error risk, in that the performance of a client portfolio may not match or correlate to that of the index it attempts to track which may cause the performance of a client portfolio to be less than expected. Tax-managed investing risk, as investment strategies that seek to enhance after-tax performance may be unable to fully realize strategic gains or harvest losses due to various factors. Any reduction in taxes will depend on an investor’s specific tax situation and market conditions may limit the ability to generate tax losses. A tax-managed strategy may cause a client portfolio to hold a security in order to achieve more favorable tax treatment or to sell a security in order to create tax losses. A tax loss realized by a U.S. investor after selling a security will be negated if the investor purchases the security within thirty days. 10  Investment strategies that employ tax-loss harvesting also involve the risk that a replacement • investment could perform worse than the original investment and that such factor, as well as transaction costs (which may be significant), could offset any potential tax benefit. Material Risks Involved All investing strategies we offer involve risk and may result in a loss of your original investment which you should be prepared to bear. Many of these risks apply equally to stocks, bonds, commodities and any other investment or security. Material risks associated with our investment strategies are listed below. Market Risk: Market risk involves the possibility that an investment’s current market value will fall because of a general market decline, reducing the value of the investment regardless of the operational success of the issuer’s operations or its financial condition. Strategy Risk: The Advisor’s investment strategies and/or investment techniques may not work as intended. Small and Medium Cap Company Risk: Securities of companies with small and medium market capitalizations are often more volatile and less liquid than investments in larger companies. Small and medium cap companies may face a greater risk of business failure, which could increase the volatility of the client’s portfolio. Turnover Risk: At times, the strategy may have a portfolio turnover rate that is higher than other strategies. A high portfolio turnover would result in correspondingly greater brokerage commission expenses and may result in the distribution of additional capital gains for tax purposes. These factors may negatively affect the account’s performance. Limited markets: Certain securities may be less liquid (harder to sell or buy) and their prices may at times be more volatile than at other times. Under certain market conditions we may be unable to sell or liquidate investments at prices we consider reasonable or favorable, or find buyers at any price. Concentration Risk: Certain investment strategies focus on particular asset-classes, industries, sectors or types of investment. From time to time these strategies may be subject to greater risks of adverse developments in such areas of focus than a strategy that is more broadly diversified across a wider variety of investments. Interest Rate Risk: Bond (fixed income) prices generally fall when interest rates rise, and the value may fall below par value or the principal investment. The opposite is also generally true: bond prices generally rise when interest rates fall. In general, fixed income securities with longer maturities are more sensitive to these price changes. Most other investments are also sensitive to the level and direction of interest rates. Legal or Legislative Risk: Legislative changes or Court rulings may impact the value of investments, or the securities’ claim on the issuer’s assets and finances. Inflation: Inflation may erode the buying-power of your investment portfolio, even if the dollar value of your investments remains the same. Risks Associated with Securities Apart from the general risks outlined above which apply to all types of investments, specific securities may have other risks. Alternative Investments. Though it is not Brooklyn FI's primary investment strategy, Brooklyn FI and its representative may from time to time recommend less traditional assets (sometimes called “alternative investments”) in combination with more traditional assets like stocks and bonds, when suitable. Alternative 11  investments can include: commodities, currency hedging, direct lending, hedge funds, precious metals, private equity,, private credit, venture capital, among others. Alternative investments may be accessed in multiple ways, including, but not limited to, Direct Investment, Pooled Investment Vehicles, and Private Investment Funds. Clients should be aware of the risk should Client implement Brooklyn FI’s recommendations. Alternative investments generally involve various risk factors, including, but not limited to the following. A more in-depth discussion of risks that must be considered is set forth in each investment’s offering documents or similar disclosure document, which will be provided to each Client for review and consideration prior to investing. ● Potential for complete loss of principal, meaning that you may lose your entire investment ● Liquidity constraints ● Lack of transparency ● Difficulty obtaining price evaluation ● Limited or no secondary market ● Long term investment commitment ● Volatility of returns ● High internal and operating costs ● Restrictions on withdrawals ● Complex tax structures and delays in tax reporting ● Less regulation Commercial Paper is, in most cases, an unsecured promissory note that is issued with a maturity of 270 days or less. Being unsecured the risk to the investor is that the issuer may default. Common stocks may go up and down in price quite dramatically, and in the event of an issuer’s bankruptcy or restructuring could lose all value. A slower-growth or recessionary economic environment could have an adverse effect on the price of all stocks. Corporate Bonds are 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. Bank Obligations including bonds and certificates of deposit may be vulnerable to setbacks or panics in the banking industry. Banks and other financial institutions are greatly affected by interest rates and may be adversely affected by downturns in the U.S. and foreign economies or changes in banking regulations. 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. Options and other derivatives carry many unique risks, including time-sensitivity, and can result in the complete loss of principal. While covered call writing does provide a partial hedge to the stock against which the call is 12  written, the hedge is limited to the amount of cash flow received when writing the option. When selling covered calls, there is a risk the underlying position may be called away at a price lower than the current market price. Exchange Traded Funds prices may vary significantly from the Net Asset Value due to market conditions. Certain Exchange Traded Funds may not track underlying benchmarks as expected. ETFs are also subject to the following risks: (i) an ETF’s shares may trade at a market price that is above or below their net asset value; (ii) the ETF may employ an investment strategy that utilizes high leverage ratios; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are de-listed from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. The Adviser has no control over the risks taken by the underlying funds in which client’s invest. Investment Companies Risk. When a client invests in open end mutual funds or ETFs, the client indirectly bears its proportionate share of any fees and expenses payable directly by those funds. Therefore, the client will incur higher expenses, many of which may be duplicative. In addition, the client’s overall portfolio may be affected by losses of an underlying fund and the level of risk arising from the investment practices of an underlying fund (such as the use of derivatives). Cybersecurity Risk. The computer systems, networks, and devices used by Brooklyn FI and service providers to us and our clients to carry out routine business operations employ a variety of protections designed to prevent damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons, and security breaches. Despite the various protections utilized, systems, networks, or devices potentially can be breached. A client could be negatively impacted as a result of a cybersecurity breach. Cybersecurity breaches can include unauthorized access to systems, networks, or devices; infection from computer viruses or other malicious software code; and attacks that shut down, disable, slow, or otherwise disrupt operations, business processes, or website access or functionality. Cybersecurity breaches may cause disruptions and impact business operations, potentially resulting in financial losses to a client; impediments to trading; the inability by us and other service providers to transact business; violations of applicable privacy and other laws; regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting issuers of securities in which a client invests; governmental and other regulatory authorities; exchange and other financial market operators, banks, brokers, dealers, and other financial institutions; and other parties. In addition, substantial costs may be incurred by these entities in order to prevent any cybersecurity breaches in the future. Item 9: Disciplinary Information Criminal or Civil Actions Brooklyn FI and its management have not been involved in any criminal or civil action. Administrative Enforcement Proceedings Brooklyn FI and its management have not been involved in administrative enforcement proceedings. 13  Self-Regulatory Organization Enforcement Proceedings Brooklyn FI and its management have not been involved in legal or disciplinary events that are material to a client’s or prospective client’s evaluation of Brooklyn FI or the integrity of its management. Item 10: Other Financial Industry Activities and Affiliations No Brooklyn FI employee is registered, or has an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. No Brooklyn FI employee is registered, or has an application pending to register, as a futures commission merchant, commodity pool operator or a commodity trading advisor. Brooklyn FI provide tax preparation services through its affiliate Mason Tax, LLC d/b/a Brooklyn FI Tax and refer clients to Mason Tax, LLC d/b/a Brooklyn FI Tax when appropriate, to receive tax preparation services. Clients of Brooklyn FI are never under any obligation to utilize Mason Tax, LLC d/b/a Brooklyn FI Tax for tax preparation services. The tax preparation fee at Mason Tax, LLC d/b/a Brooklyn FI Tax is waived in certain cases. Shane Mason and Ally “AJ” Ayers are owners of Guided Equity Management, Inc., a startup FinTech software solution focused on equity compensation analysis. Guided Equity Management, Inc. is an affiliate of Brooklyn FI, LLC by virtue of being under common control with it. Shane Mason and Ally “AJ” Ayers spend less than 10% of their time on this other business. Brooklyn FI, LLC occasionally receives compensation from Intuit, Inc. when Shane Mason provides consulting in regard to their software products. There is no referral arrangement in place between Shane Mason / Brooklyn FI and Intuit, Inc and the two entities are not affiliated. Recommendations of Outside Managers - Brooklyn FI recommends Outside Managers to manage some client accounts. In the event that we recommend an Outside Manager, we do not share in their advisory fee. Our fee is separate and in addition to their compensation (as noted in Item 5 of this brochure). Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading As a fiduciary, our firm and its associates have a duty of utmost good faith to act solely in the best interests of each client. Our clients entrust us with their funds and personal information, which in turn places a high standard on our conduct and integrity. Our fiduciary duty is a core aspect of our Code of Ethics and represents the expected basis of all of our dealings. 14  Code of Ethics Description This code does not attempt to identify all possible conflicts of interest, and literal compliance with each of its specific provisions will not shield associated persons from liability for personal trading or other conduct that violates a fiduciary duty to advisory clients. A summary of the Code of Ethics' Principles is outlined below. • Integrity - Associated persons shall offer and provide professional services with integrity. • Objectivity - Associated persons shall be objective in providing professional services to clients. Competence - Associated persons shall provide services to clients competently and maintain the • necessary knowledge and skill to continue to do so in those areas in which they are engaged. Fairness - Associated persons shall perform professional services in a manner that is fair and • reasonable to clients, principals, partners, and employers, and shall disclose conflict(s) of interest in providing such services. Confidentiality - Associated persons shall not disclose confidential client information without the • specific consent of the client unless in response to proper legal process, or as required by law. • Professionalism - Associated persons’ conduct in all matter shall reflect credit of the profession. • Diligence - Associated persons shall act diligently in providing professional services. We periodically review and amend our Code of Ethics to ensure that it remains current, and we require all firm access persons to attest to their understanding of and adherence to the Code of Ethics at least annually. Our firm will provide of copy of its Code of Ethics to any client or prospective client upon request. Investment Recommendations Involving a Material Financial Interest and Conflicts of Interest - Neither our firm, its associates or any related person is authorized to recommend to a client, or effect a transaction for a client, involving any security in which our firm or a related person has a material financial interest, such as in the capacity as an underwriter, advisor to the issuer, etc. Advisory Firm Purchase of Same Securities Recommended to Clients and Conflicts of Interest - Our firm, its access persons, and its related persons buy or sell securities similar to, or different from, those we recommend to Clients. In an effort to reduce or eliminate certain conflicts of interest, our Code of Ethics requires that we restrict or prohibit access persons’ transactions in specific reportable securities. Any exceptions or trading pre- clearance must be approved by Brooklyn FI, LLC’s Chief Compliance Officer in advance of the transaction in an account. Brooklyn FI, LLC maintains a copy of access persons’ personal securities transactions as required. Trading Securities At/Around the Same Time as Client’s Securities - From time to time our firm, its access persons, or its related persons could buy or sell securities for themselves at or around the same time as they buy or sell securities for Clients’ account(s). To address this conflict, it is our policy that neither our firm or access persons shall have priority over Clients’ accounts in the purchase or sale of securities. 15  Item 12: Brokerage Practices Factors Used to Select Custodians and/or Broker-Dealers Brooklyn FI, LLC does not have any affiliation with Broker-Dealers. Specific custodian recommendations are made to client based on their need for such services. We recommend custodians based on the reputation and services provided by the firm. 1. Research and Other Soft-Dollar Benefits We do not receive soft dollar benefits by nature of our relationship with Charles Schwab. 2. Brokerage for Client Referrals We receive no referrals from a broker-dealer or third party in exchange for using that broker-dealer or third party. 3. Clients Directing Which Broker/Dealer/Custodian to Use We do recommend a specific custodian for clients to use, however, clients may custody their assets at a custodian of their choice. Clients may also direct us to use a specific broker-dealer to execute transactions. By allowing clients to choose a specific custodian, we may be unable to achieve most favorable execution of client transactions and this may cost clients money over using a lower-cost custodian. The Custodian and Brokers We Use (Charles Schwab) The custodian and brokers we use maintain physical custody of your assets that we manage, although we are in some cases deemed to have custody of your assets due to our ability to withdraw fees from your account (see Item 15 – Custody, below). We recommend that our clients use Charles Schwab & Co., Inc. (“Schwab”), a registered broker-dealer, member SIPC, as the qualified custodian. We are independently owned and operated and are not affiliated with Schwab. Schwab will hold your assets in a brokerage account and buy and sell securities when we instruct them to. While we recommend that you use Schwab as custodian broker, you will decide whether to do so and will open your account with Schwab by entering into an account agreement directly with them. We do not open the account for you, although we typically assist clients in doing so. Even though your account is maintained at Schwab, we can still use other brokers to execute trades for your account as described below (see “Your brokerage and custody costs”) How we select brokers/custodians We seek to recommend a custodian/broker that will hold your assets and execute transactions on terms that are overall most advantageous when compared with other available providers and their services. We consider a wide range of factors, including: ● Combination of transaction execution services and asset custody services (generally without a separate fee for custody) ● Capability to execute, clear, and settle trades (buy and sell securities for your account) ● Capability to facilitate transfers and payments to and from accounts (wire transfers, check requests, bill payment, etc.) ● Breadth of available investment products (stocks, bonds, mutual funds, exchange-traded funds (ETFs), etc.) 16  ● Availability of investment research and tools that assist us in making investment decisions ● Quality of services ● Competitiveness of the price of those services (commission rates, margin interest rates, other fees, ● etc.) and willingness to negotiate the prices ● Reputation, financial strength, security and stability ● Prior service to us and our clients ● Availability of other products and services that benefit us, as discussed below (see “Products and services available to us from Schwab”) Your brokerage and custody costs For our clients’ accounts that Schwab maintains, Schwab generally does not charge you separately for custody services but is compensated by charging you commissions or other fees on trades that it executes or that settle into your Schwab account. Certain trades (for example, many mutual funds and ETFs) may not incur Schwab commissions or transaction fees. Products and services available to us from Schwab Schwab Advisor ServicesTM is Schwab’s business serving independent investment advisory firms like us. They provide our clients and us with access to their institutional brokerage services (trading, custody, reporting and related services), many of which are not typically available to Schwab retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. Schwab’s support services are generally available on an unsolicited basis (we don’t have to request them) and at no charge to us. Following is a more detailed description of Schwab’s support services: Services that benefit you Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of client assets. The investment products available through Schwab include some to which we might not otherwise have access or that would require a significantly higher minimum initial investment by our clients. Schwab’s services described in this paragraph generally benefit you and your account. Services that may not directly benefit you Schwab also makes available to us other products and services that benefit us but may not directly benefit you or your account. These products and services assist us in managing and administering our clients’ accounts. They include investment research, both Schwab’s own and that of third parties. We use this research to service all or a substantial number of our clients’ accounts, including accounts not maintained at Schwab. In addition to investment research, Schwab also makes available software and other technology that: facilitate trade execution and allocate aggregated trade orders for multiple client accounts facilitate payment of our fees from our clients’ accounts ● provide access to client account data (such as duplicate trade confirmations and account statements) ● ● provide pricing and other market data ● ● assist with back-office functions, recordkeeping, and client reporting Services that generally benefit only us Schwab also offers other services intended to help us manage and further develop our business enterprise. These services include: ● Educational conferences and events ● Consulting on technology, compliance, legal, and business needs ● Publications and conferences on practice management and business succession 17  Brooklyn FI does not make a commitment to invest any specific amount or percentage of client assets in any specific mutual funds, securities, or other products as a result of the above arrangement. However, Brooklyn FI’s receipt of these products and services from Schwab creates a conflict of interest as these benefits may influence Brooklyn FI’s decision to recommend them over other service providers that do not furnish similar support, services, or software to Brooklyn FI. Aggregating (Block) Trading for Multiple Client Accounts When available and appropriate, we combine multiple orders for shares of the same securities purchased for advisory accounts we manage (this practice is commonly referred to as “block trading”). We will then distribute a portion of the shares to participating accounts in a fair and equitable manner. The distribution of the shares purchased is typically proportionate to the size of the account, but it is not based on account performance or the amount or structure of management fees. Subject to our discretion, regarding particular circumstances and market conditions, when we combine orders, each participating account pays an average price per share for all transactions and pays a proportionate share of all transaction costs. Accounts owned by our firm or access persons are permitted to participate in block trading with your accounts; however, they will not be given preferential treatment. Outside Managers used by Brooklyn FI may block Client trades at their discretion. Their specific practices are further discussed in their ADV Part 2A, Item 12. Item 13: Review of Accounts Client accounts with the Investment Management Service will be reviewed regularly on a quarterly basis. The account is reviewed with regards to the client’s investment policies and risk tolerance levels. Events that could trigger a special review would be unusual performance, addition or deletions of client imposed restrictions, excessive draw-down, volatility in performance, or buy and sell decisions from the firm or per client's needs. Clients will receive trade confirmations from the broker(s) for each transaction in their accounts as well as monthly or quarterly statements and annual tax reporting statements from their custodian showing all activity in the accounts, such as receipt of dividends and interest. . Item 14: Client Referrals and Other Compensation We do not receive any economic benefit, directly or indirectly, from any third party for advice rendered to our clients. Brooklyn FI does not compensate any person who is not its supervised person for referring clients to Brooklyn FI. We receive a benefit from Schwab in the form of the support products and services it makes available to us and other independent investment advisors whose clients maintain their accounts at Schwab. These products and services, how they benefit us, and the related conflicts of interest are described above in Item 12—Brokerage Practices. 18  Item 15: Custody Brooklyn FI accepts custody of certain client funds or securities when serving as that client’s investment manager with the primary objective being the ability to access the client’s employee stock plan details and transact to implement an agreed-upon trading plan with the client; and/or to direct trades in clients outside investment accounts (i.e. Employer-sponsored 401(k) plan) in line with the clients portfolio strategy. Brooklyn FI maintains robust custody policies and procedures and is in compliance with the annual surprise examination requirement. For client accounts in which Brooklyn FI directly debits their advisory fee: i. ii. iii. Brooklyn FI will send a copy of its invoice to the custodian at the same time that it sends the client a copy. The custodian will send at least quarterly statements to the client showing all disbursements for the account, including the amount of the advisory fee. The client will provide written authorization to Brooklyn FI, permitting them to be paid directly for their accounts held by the custodian. Clients should receive at least quarterly statements from the broker dealer, bank or other qualified custodian that holds and maintains the client's investment assets. We urge you to carefully review such statements and compare such official custodial records to the account statements or reports that we provide to you. Our statements or reports may vary from custodial statements based on accounting procedures, reporting dates, or valuation methodologies of certain securities. Brooklyn FI can establish a standing letter of instructions or other similar asset transfer authorization arrangements (“SLOA”) with qualified custodians in order for us to disburse funds to accounts as specifically designated by the client. With a SLOA a client can typically authorize first-party and/or third- party transfers. Item 16: Investment Discretion For those client accounts where we provide investment advisory services, we typically maintain discretion over client accounts with respect to securities to be bought and sold and the amount of securities to be bought and sold and will have discretion to instruct the outside manager (if applicable) to make changes to the client’s account without requiring the client’s authorization each time. Investment discretion is explained to clients in detail when an advisory relationship has commenced. At the start of the advisory relationship, the client will execute a Limited Power of Attorney, which will grant our firm discretion over the account. Item 17: Voting Client Securities We do not vote Client proxies. Therefore, Clients maintain exclusive responsibility for: (1) voting proxies, and (2) acting on corporate actions pertaining to the Client’s investment assets. The Client shall instruct the Client’s qualified custodian to forward to the Client copies of all proxies and shareholder communications relating to the Client’s investment assets. If the client would like our opinion on a particular proxy vote, they may contact us at the number listed on the cover of this brochure. 19  In most cases, you will receive proxy materials directly from the account custodian. However, in the event we were to receive any written or electronic proxy materials, we would forward them directly to you by mail, unless you have authorized our firm to contact you by electronic mail, in which case, we would forward you any electronic solicitation to vote proxies. Item 18: Financial Information Registered Investment Advisers are required in this Item to provide you with certain financial information or disclosures about our financial condition. We have no financial commitment that impairs our ability to meet contractual and fiduciary commitments to clients, and we have not been the subject of a bankruptcy proceeding. We do not require or solicit prepayment of more than $1,200 in fees per client six months in advance. 20