Carota Wealth Management

ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 PART 2A OF FORM ADV: FIRM BROCHURE CAROTA WEALTH MANAGEMENT 223 Asterwood Circle Thompsons Station, TN 37179 Phone: (610) 828-1155 Email: ray@carotawealth.com Website: www.carotawealth.com CRD #: 127344 SEC File No.: 801-120393 Other-Than-Annual Amendment | August 7, 2026 This brochure provides information about the qualifications and business practices of Carota Wealth Management. If you have any questions about the contents of this brochure, please contact Raymond Carota at (610) 828-1155 or by email at ray@carotawealth.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any State Securities Authority. information about Carota Wealth Management is available on the SEC's website at Additional www.adviserinfo.sec.gov by searching CRD #: 127344. Please note that the use of the term “registered investment adviser” and description of Carota Wealth Management and/or our associates as “registered” does not imply a certain level of skill or training. You are encouraged to review this Brochure and Brochure Supplements for our firm's associates who advise you for more information on the qualifications of our firm and its employees. Other-Than-Annual Amendment | August 7, 2026 | Page 1  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Item 2. Material Changes This Other-Than-Annual Amendment, dated August 6, 2026, amends the Firm Brochure of Carota Wealth Management (“CWM” or “the Firm”) dated July 28, 2026. This amendment makes three updates, described below. All other items remain unchanged from the amendment filed July 28, 2026. 1. Artificial Intelligence Disclosure — Item 8 (revised) The prior brochure stated that the Firm utilizes AI-powered tools to support operational and analytical functions, including compliance monitoring, investment research, tax research, and client communications. The Firm has determined that this description was broader than, and did not accurately describe, its actual use of these tools. The disclosure at Item 8 has been revised to state the Firm's actual practice: automated tools aggregate market and economic data and apply screening criteria established by Raymond Carota, and all analysis, interpretation, and investment conclusions are made by Mr. Carota. No automated or AI system manages client assets, makes investment decisions, provides investment advice, or communicates with clients, and no allocation or trading action is taken on the basis of any automated output without Mr. Carota's explicit review and decision. The Firm has also removed corresponding descriptions from its public website. 2. Market Pulse Regimes℠ Framework — Item 8 (added) Item 8 now describes the Firm's proprietary internal macroeconomic framework, Market Pulse Regimes℠, which forms part of Mr. Carota's investment analysis and portfolio construction process, together with its limitations and associated risks. 3. The Wealth Regime Newsletter — Item 5 (added) Item 5 now discloses a paid newsletter published by the Firm on the Substack platform, including its subscription fee schedule and the fact that subscription does not create an advisory relationship. Clients who received prior brochures from Brandywine Financial Group, Inc. (“BFG”) should note that this brochure represents the advisory disclosure for CWM, the successor entity. CWM is a Tennessee sole proprietorship owned and operated by Raymond Noah Carota, who was also the sole owner and Chief Compliance Officer of BFG. CWM is continuing the investment advisory business previously conducted by BFG, effective June 30, 2026, with no material changes to services, fee schedules, or advisory personnel. Other-Than-Annual Amendment | August 7, 2026 | Page 2  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Item 3. Table of Contents Item Topic 1 Cover Page 2 Material Changes 3 Table of Contents 4 Advisory Business 5 Fees and Compensation 6 Performance-Based Fees and Side-By-Side Management 7 Types of Clients and Account Requirements 8 Methods of Analysis, Investment Strategies and Risk of Loss 9 Disciplinary Information 10 Other Financial Industry Activities and Affiliations 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 12 Brokerage Practices 13 Review of Accounts or Financial Plans 14 Client Referrals and Other Compensation 15 Custody 16 Investment Discretion 17 Voting Client Securities 18 Financial Information Other-Than-Annual Amendment | August 7, 2026 | Page 3  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Item 4. Advisory Business Carota Wealth Management (“CWM” or “the Firm”) is dedicated to providing individuals and other types of clients with a wide array of investment advisory services. We specialize in Comprehensive Portfolio Management, Financial Planning & Consulting, and Retirement Plan Consulting services. Our firm is a sole proprietorship organized under the laws of Tennessee. We are the successor to Brandywine Financial Group, Inc. (“BFG”), a Florida S-Corp that was dissolved in connection with this organizational change, effective June 30, 2026. Raymond N. Carota was the sole owner and Chief Compliance Officer of BFG and is the sole owner and Chief Compliance Officer of CWM. CWM has been in the investment advisory business, through its predecessor BFG, since 2003. Types of Advisory Services Offered Comprehensive Portfolio Management As part of our Comprehensive Portfolio Management service, clients will be provided asset management and financial planning or consulting services. This service is designed to assist clients in meeting their financial goals through the use of a financial plan or consultation. Our firm conducts client meetings to understand their current financial situation, existing resources, financial goals, and tolerance for risk. Based on what is learned, an investment approach is presented to the client, consisting of individual stocks, bonds, ETFs, options, mutual funds and other public and private securities or investments. Once the appropriate portfolio has been determined, portfolios are continuously and regularly monitored, and if necessary, rebalanced based upon the client's individual needs, stated goals and objectives. Upon client request, our firm provides a summary of observations and recommendations for the planning or consulting aspects of this service. Financial Planning and Consulting We provide a variety of financial planning and consulting services to individuals, families and other clients regarding the management of their financial resources based upon an analysis of the client's current situation, goals, and objectives. Generally, such financial planning services will involve preparing a financial plan or rendering a financial consultation for clients based on the client's financial goals and objectives. This planning or consulting may encompass one or more of the following areas: Investment Planning, Retirement Planning, Estate Planning, Charitable Planning, Education Planning, Corporate and Personal Tax Planning, Cost Segregation Study, Corporate Structure, Real Estate Analysis, Mortgage/Debt Analysis, Insurance Analysis, Lines of Credit Evaluation, Business and Personal Financial Planning. Our written financial plans or financial consultations rendered to clients usually include general recommendations for a course of activity or specific actions to be taken by the clients. For example, recommendations may be made that the clients begin or revise investment programs, create or revise wills or trusts, obtain or revise insurance coverage, commence or alter retirement savings, or establish education or charitable giving programs. It should also be noted that we refer clients to an accountant, attorney or other specialist, as necessary for non-advisory related services. Plans or consultations are typically completed within six (6) months of the client signing a contract with us, assuming that all the information and documents we request from the client are provided to us promptly. Implementation of the recommendations will be at the discretion of the client. Retirement Plan Consulting Our firm provides retirement plan consulting services to employer plan sponsors on an ongoing basis. Generally, such consulting services consist of assisting employer plan sponsors in establishing, monitoring and reviewing their company's participant-directed retirement plan. As the needs of the plan sponsor dictate, areas of advising may include: ● Establishing an Investment Policy Statement — Our firm will assist in the development of a statement that summarizes the investment goals and objectives along with the broad strategies to be employed to meet the objectives. ● Investment Options — Our firm will work with the Plan Sponsor to evaluate existing investment options and make recommendations for appropriate changes. Other-Than-Annual Amendment | August 7, 2026 | Page 4  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 ● Asset Allocation and Portfolio Construction — Our firm will develop strategic asset allocation models to aid Participants in developing strategies to meet their investment objectives, time horizon, financial situation and tolerance for risk. ● Investment Monitoring — Our firm will monitor the performance of the investments and notify the client in the event of over/underperformance and in times of market volatility. ● Participant Education — Our firm will provide opportunities to educate plan participants about their retirement plan offerings, different investment options, and general guidance on allocation strategies. In providing services for retirement plan consulting, our firm does not provide any advisory services with respect to the following types of assets: employer securities, real estate (excluding real estate funds and publicly traded REITs), participant loans, non-publicly traded securities or assets, other illiquid investments, or brokerage window programs (collectively, “Excluded Assets”). All retirement plan consulting services shall be in compliance with the applicable state laws regulating retirement consulting services. This applies to client accounts that are retirement or other employee benefit plans (“Plan”) governed by the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). If the client accounts are part of a Plan, and our firm accepts appointment to provide services to such accounts, our firm acknowledges its fiduciary standard within the meaning of Section 3(21) or 3(38) of ERISA as designated by the Retirement Plan Consulting Agreement with respect to the provision of services described therein. Digital Assets and Cryptocurrency Investment Services As part of our Digital Assets and Cryptocurrency Investment Services, a portfolio is created of diversified Digital Assets, Cryptocurrencies, Stable Coins, NFTs and Tokens. The client's individual investment strategy is tailored to their specific needs and may include some or all of the previously mentioned Digital Assets and/or Cryptocurrency. CWM shall be responsible for discretionary management of these assets. Portfolios will be designed to meet a particular investment goal, determined to be suitable to the client's circumstances. Once the appropriate digital asset portfolio has been determined, portfolios are continuously and regularly monitored, and if necessary, rebalanced based upon the client's individual needs, stated goals and objectives. Tailoring of Advisory Services We offer individualized investment advice to our Comprehensive Portfolio Management clients. Additionally, we offer general investment advice to our Retirement Plan Consulting and Financial Planning clients. We usually do not allow clients to impose restrictions on investing in certain securities or types of securities due to the level of difficulty this would entail in managing their account. In the rare instance that we would allow restrictions, it would be limited to our Comprehensive Portfolio Management clients. Participation in Wrap Fee Programs Our firm does not offer or sponsor a wrap fee program. Regulatory Assets Under Management As of December 31, 2025, Carota Wealth Management manages approximately $135,002,387 in discretionary assets. We do not manage any assets on a non-discretionary basis. Other-Than-Annual Amendment | August 7, 2026 | Page 5  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Item 5. Fees and Compensation Comprehensive Portfolio Management Our annual advisory fees are based on a percentage of the market value of assets under management and are charged as follows: Assets under Management Annual Fee Quarterly Fee $0 to $500,000 1.50% 0.3750% $500,000 to $750,000 1.25% 0.3125% $750,000 to $1,000,000 1.15% 0.2875% Over $1,000,000 1.00% 0.2500% The fee schedule above is a ‘Per Account’ Fee and NOT in aggregate of household assets, unless otherwise agreed upon and listed under Schedule A: Managed Accounts. Fees are generally as stated above; however, Raymond Carota reserves the right to negotiate fees on a case-by-case basis. Fees to be assessed will be outlined in the advisory agreement to be signed by the Client. Annualized fees are billed on a pro-rata basis quarterly in advance based on the value of the account(s) on the last day of the previous quarter. Advisory fees will be deducted from client account(s). Our firm bills on cash unless otherwise agreed to in writing. In rare cases, our firm will agree to directly invoice. As part of this process, Clients understand the following: a The client's independent custodian sends statements at least quarterly showing the market values for each security included in the Assets and all account disbursements, including the amount of the advisory fees paid to our firm; b Clients will provide authorization permitting our firm to be directly paid by these terms. Our firm will send an invoice directly to the custodian. Digital Assets and Cryptocurrency Investment Services The Firm's digital assets strategy may not be available for all account or entity types or for accounts held by certain non-U.S. residents, depending on their jurisdiction of residence and is subject to additional eligibility requirements. The above fee schedule for comprehensive portfolio management also applies to discretionary management of Digital Assets. The advisory fee is outlined in the Investment Advisory Agreement and is determined at the firm's discretion. Fees are generally as stated above; however, Raymond Carota reserves the right to negotiate fees on a case-by-case basis. Annualized fees are billed on a pro-rata basis quarterly in advance based on the value of the account(s) on the last day of the previous quarter. Financial Planning and Consulting We charge on an hourly or flat fee basis for financial planning and consulting services. The total estimated fee, as well as the ultimate fee that we charge you, is based on the scope and complexity of our engagement with you. Our hourly fee is $350. Flat fees generally range from $500 to $15,000, and are dependent on the scope and complexity of our engagement with you. Financial Planning fees will be due in full upon client's execution of an agreement. Consulting fees are charged at the earlier of the completion of the services or monthly. The client may terminate financial planning consulting services within five (5) business days after entering into the advisory agreement without penalty (i.e., prepaid fees will be refunded in full to the client). After five (5) business days of entering into the advisory agreement, the client may terminate upon our firm's receipt of the client's written notice to terminate. Retirement Plan Consulting Our Retirement Plan Consulting services are billed on an hourly or flat fee basis or a fee based on the percentage of Plan assets under management. The total estimated fee, as well as the ultimate fee charged, is based on the scope and complexity of our engagement with the client. The maximum hourly fee to be charged will not exceed $350. Our Other-Than-Annual Amendment | August 7, 2026 | Page 6  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 flat fees range from $1,000 to $25,000. Fees based on a percentage of managed Plan assets will not exceed 1.00% of plan assets annually. The fee-paying arrangements will be determined on a case-by-case basis and will be detailed in the signed consulting agreement. The Wealth Regime — Paid Newsletter Carota Wealth Management publishes a newsletter titled “The Wealth Regime” on the Substack platform. The newsletter contains general market commentary, macroeconomic analysis, and educational content. It does not constitute individualized investment advice and is not tailored to the financial situation of any individual subscriber. Subscriptions are available at the following flat rates: Subscription Plan Fee Monthly $8.00 per month Annual $80.00 per year Founding Tier (Annual) $240.00 per year Newsletter subscription fees are separate from and in addition to any advisory fees charged under the Investment Advisory Agreement. Subscribing to the newsletter does not create an advisory relationship between the subscriber and Carota Wealth Management. Advisory services are provided only pursuant to a signed Investment Advisory Agreement. Content published in The Wealth Regime may be prepared with the assistance of automated or artificial intelligence tools and is reviewed and approved by Raymond Carota prior to publication. Such tools do not make investment decisions for Carota Wealth Management or its clients. Subscribers should be aware that this newsletter constitutes general market commentary only. Carota Wealth Management is a registered investment adviser under the Investment Advisers Act of 1940; registration does not imply a certain level of skill or training. Other Types of Fees and Expenses Clients will incur transaction fees for trades executed by their chosen custodian, via individual transaction charges. These transaction fees are separate from our firm's advisory fees and will be disclosed by the chosen custodian. Our firm recommends TradePMR, Inc. (“TradePMR”) as a custodian for client accounts. TradePMR does not charge transaction fees. Other major custodians have recently eliminated transaction fees for all ETFs and U.S. listed equities, so clients may pay more for investing in the same securities at other major custodians. Clients may also pay holdings charges imposed by the chosen custodian for certain investments, charges imposed directly by a mutual fund, index fund, or exchange traded fund, which shall be disclosed in the fund's prospectus (e.g., fund management fees and other fund expenses), distribution fees, surrender charges, variable annuity fees, IRA and qualified retirement plan fees, mark-ups and mark-downs, spreads paid to market makers, fees for trades executed away from custodian, wire transfer fees and other fees and taxes on brokerage accounts and securities transactions. Our firm does not receive a portion of these fees. Termination and Refunds We charge our advisory fees quarterly in advance. In the event that you wish to terminate our services, you must provide written notice to our firm. Upon termination, any unearned prepaid fees will be refunded to you on a pro- rata basis for the remaining days in the quarter following the date of termination. You need to contact us in writing and state that you wish to terminate our services. Upon receipt of your written notice of termination, we will proceed to close out your account. Either party to a Retirement Plan Consulting Agreement may terminate at any time by providing written notice to the other party. Full refunds will only be made in cases where cancellation occurs within 5 business days of signing an agreement. After 5 business days from initial signing, either party must provide the other party 30 days written notice to terminate billing. Billing will terminate 30 days after receipt of termination notice. Clients will be charged on a pro- rata basis, which takes into account work completed by our firm on behalf of the client. Clients will incur charges for Other-Than-Annual Amendment | August 7, 2026 | Page 7  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 bona fide advisory services rendered up to the point of termination (determined as 30 days from receipt of said written notice) and such fees will be due and payable. Item 6. Performance-Based Fees and Side-By-Side Management Our firm does not charge performance-based fees. Item 7. Types of Clients and Account Requirements We provide our services to individuals, high net worth individuals, and pension and profit-sharing plans. Our firm does not have a required minimum account balance. Item 8. Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis Fundamental Analysis: We attempt to measure the intrinsic value of a security by looking at economic and financial factors (including the overall economy, industry conditions, and the financial condition and management of the company itself) to determine if the company is underpriced (indicating it may be a good time to buy) or overpriced (indicating it may be time to sell). Fundamental analysis does not attempt to anticipate market movements. This presents a potential risk, as the price of a security can move up or down along with the overall market regardless of the economic and financial factors considered in evaluating the stock. Technical Analysis: We analyze past market movements and apply that analysis to the present in an attempt to recognize recurring patterns of investor behavior and potentially predict future price movement. Technical analysis does not consider the underlying financial condition of a company. This presents a risk in that a poorly-managed or financially unsound company may underperform regardless of market movement. Investment Strategies Long-Term Purchases: When utilizing this strategy, we may purchase securities with the idea of holding them for a relatively long time (typically held for at least a year). A risk in a long-term purchase strategy is that by holding the security for this length of time, we may not take advantage of short-term gains that could be profitable to a client. Moreover, if our predictions are incorrect, a security may decline sharply in value before we make the decision to sell. Typically, we employ this sub-strategy when we believe the securities to be well valued; and/or we want exposure to a particular asset class over time, regardless of the current projection for this class. Cash and Cash Equivalents: Cash and cash equivalents generally refer to either United States dollars or highly liquid short-term debt instruments such as, but not limited to, treasury bills, bank CDs and commercial papers. Generally, these assets are considered nonproductive and will be exposed to inflation risk and considerable opportunity cost risk. Investments in cash and cash equivalents will generally return less than the advisory fee charged by our firm. Our firm may recommend cash and cash equivalents as part of our clients' asset allocation when deemed appropriate and in their best interest. Our firm considers cash and cash equivalents to be an asset class. Therefore, our firm assesses an advisory fee on cash and cash equivalents unless indicated otherwise in writing. Short-Term Purchases: When utilizing this strategy, we may also purchase securities with the idea of selling them within a relatively short time (typically a year or less). We do this in an attempt to take advantage of conditions that we believe will soon result in a price swing in the securities we purchase. Trading: We purchase securities with the idea of selling them very quickly (typically within 30 days or less). We do this in an attempt to take advantage of our predictions of brief price swings. Short Sales: We borrow shares of a stock for your portfolio from someone who owns the stock on a promise to replace the shares on a future date at a certain price. Those borrowed shares are then sold. On the agreed-upon future date, we buy the same stock and return the shares to the original owner. We engage in short selling based on our determination that the stock will go down in price after we have borrowed the shares. If we are correct and the stock price has gone down since the shares were purchased from the original owner, the client account realizes the profit. Other-Than-Annual Amendment | August 7, 2026 | Page 8  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Margin Transactions: We will purchase stocks for your portfolio with money borrowed from your brokerage account. This allows you to purchase more stock than you would be able to with your available cash, and allows us to purchase stock without selling other holdings. Option Writing: We may use options as an investment strategy. An option is a contract that gives the buyer the right, but not the obligation, to buy or sell an asset (such as a share of stock) at a specific price on or before a certain date. An option, just like a stock or bond, is a security. An option is also a derivative, because it derives its value from an underlying asset. The two types of options are calls and puts. A call gives us the right to buy an asset at a certain price within a specific period of time. We will buy a call if we have determined that the stock will increase substantially before the option expires. A put gives us the right to sell an asset at a certain price within a specific period of time. We will buy a put if we have determined that the price of the stock will fall before the option expires. We will use options to “hedge” a purchase of the underlying security; in other words, we will use an option purchase to limit the potential upside and downside of a security we have purchased for your portfolio. We use “covered calls,” in which we sell an option on a security you own. In this strategy, you receive a fee for making the option available, and the person purchasing the option has the right to buy the security from you at an agreed- upon price. We use a “spreading strategy,” in which we purchase two or more option contracts (for example, a call option that you buy and a call option that you sell) for the same underlying security. This effectively puts you on both sides of the market, but with the ability to vary price, time and other factors. Blockchain ETFs: We will use model portfolios designed to provide investors with indirect exposure to the cryptocurrency space using publicly traded companies and ETFs. The goal for the model portfolio is to benefit from the asset class, without the need to directly purchase the actual cryptocurrency itself. Narrowly focused investments typically exhibit higher volatility. A model portfolio concentrated in a single industry, such as companies actively engaged in blockchain technology, may never develop or be able to transact processes that lead to returns for any company in which the model invests. Such investments may be subject to the following risks: lack of liquid markets, possible manipulation of blockchain-based assets; lack of regulation; third-party product defects or vulnerabilities; reliance on the internet, and line of business risk. Digital Assets We may invest in digital assets on behalf of clients, which we currently access by investing in cryptocurrencies. Some of the known risks associated with investments in cryptocurrencies and digital assets include: 1 Cryptocurrencies that operate as a medium of exchange are not issued or guaranteed by any central bank or a national, supra-national or quasi-national organization, and there is no guarantee that such cryptocurrencies may operate as a legal medium of exchange in any jurisdiction. 2 Markets that are not subject to rules and regulations typical of national securities exchanges and futures exchanges. 3 The growth of this industry and widespread adoption of cryptocurrencies is subject to a high degree of uncertainty. 4 To the extent private keys relating to cryptocurrencies or digital assets are lost, destroyed or otherwise compromised, it is not possible to access or control such assets and they will be lost. 5 The third-party providers of digital wallets that hold cryptocurrencies and digital assets may be prone to security vulnerabilities and risks arising out of hacking, loss of passwords, compromised access credentials, malware, or cyber-attacks. 6 Future regulatory changes, or even the perception of regulatory changes, may limit the ability to buy and sell digital assets such as bitcoin. 7 The securities that we invest in have exposure to a single asset, bitcoin. Bitcoin as well as ALL cryptocurrencies are highly volatile and can become illiquid at any time. Other-Than-Annual Amendment | August 7, 2026 | Page 9  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Risk of Loss General Market Risk: Investing in securities involves risk of loss that clients should be prepared to bear. While the stock market may increase and your account(s) could enjoy a gain, it is also possible that the stock market may decrease and your account(s) could suffer a loss. It is important that you understand the risks associated with investing in the stock market, are appropriately diversified in your investments, and ask us any questions you may have. Options Risk: Options on securities may be subject to greater fluctuations in value than an investment in the underlying securities. Purchasing and writing put and call options are highly specialized activities and entail greater than ordinary investment risks. Market Timing Risk: Market timing can include high risk of loss since it looks at an aggregate market versus a specific security. Timing risk explains the potential for missing out on beneficial movements in price due to an error in timing. This could cause harm to the value of an investor's portfolio because of purchasing too high or selling too low. Margin Transactions Risk: Margin accounts and transactions are risky and not necessarily appropriate for every client. The potential risks associated with these transactions are (1) you can lose more funds than are deposited into the margin account; (2) the forced sale of securities or other assets in your account; (3) the sale of securities or other assets without contacting you; and (4) you may not be entitled to choose which securities or other assets in your account(s) are liquidated or sold to meet a margin call. Short Sales Risk: A short sale is a transaction in which an investor sells borrowed securities in anticipation of a price decline and is required to return an equal number of shares at some point in the future. These transactions have a number of risks that make it highly unsuitable for the novice investor. This strategy has a slanted payoff ratio in that the maximum gain (which would occur if the shorted stock was to plunge to zero) is limited, but the maximum loss is theoretically infinite (since stocks can in theory go up infinitely in price). The following risks should be considered: (1) In addition to trading commissions, other costs with short selling include that of borrowing the security to short it, as well as interest payable on the margin account that holds the shorted security. (2) The short seller is responsible for making dividend payments on the shorted stock to the entity from whom the stock has been borrowed. (3) Stocks with very high short interest may occasionally surge in price. This usually happens when there is a positive development in the stock, which forces short sellers to buy the shares back to close their short positions. Heavily shorted stocks are also susceptible to “buy-ins,” which occur when a broker closes out short positions in a difficult- to-borrow stock whose lenders are demanding it back. (4) Regulators may impose bans on short sales in a specific sector or even in the broad market to avoid panic and unwarranted selling pressure. Such actions can cause a spike in stock prices, forcing the short seller to cover short positions at huge losses. (5) Unlike the “buy-and-hold” investor who can afford to wait for an investment to work out, the short seller does not have the luxury of time because of the many costs and risks associated with short selling. Timing is everything when it comes to shorting. Short selling should only be undertaken by experienced traders who have the discipline to cut a losing short position, rather than add to it hoping that it will eventually work out. Market Pulse Regimes℠ (MPR℠) — Proprietary Macroeconomic Framework Carota Wealth Management uses a proprietary internal macroeconomic framework called Market Pulse Regimes℠ (MPR℠) as part of its investment analysis and portfolio construction process. MPR℠ is a service mark of Carota Wealth Management. The framework was designed and built by Raymond Carota and is used as an internal research tool. Framework Description. The MPR℠ framework classifies the current macroeconomic environment into one of four regimes based on the directional trajectories of two primary variables: economic growth and inflation. The four regimes are: Regime Label Growth / Inflation Conditions Regime I Broadening Pressures Growth ↑ / Inflation ↑ Regime II Expansion (Goldilocks) Growth ↑ / Inflation ↓ Regime III Stressed Slowdown (Stagflation) Growth ↓ / Inflation ↑ Regime IV Contraction / Deflation Growth ↓ / Inflation ↓ Other-Than-Annual Amendment | August 7, 2026 | Page 10  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 How the Framework Operates. An internal system designed by Mr. Carota retrieves macroeconomic data from a range of sources and evaluates that data against screening criteria and parameters that Mr. Carota established. The system applies those pre-defined criteria to produce an indicated regime classification and related internal research output. The system does not learn, infer, or independently determine investment conclusions; it executes rules specified by Mr. Carota. Mr. Carota reviews the indicated classification, applies his own judgment, and makes the final regime determination. No allocation or trading action is taken on the basis of any system output without Mr. Carota's explicit review and decision. Use in Portfolio Management. Regime classification informs the Firm's sector allocation, asset class positioning, and security selection process. Within each regime, the Firm applies sector and asset class preferences derived from historical regime-sector relationships and current market conditions. The framework is one of several inputs used in portfolio construction and does not operate as an automated trading system. Research Tools and Data Sources. In addition to the internal framework, Mr. Carota draws on a range of third-party research services and market data providers, together with publicly available government and other economic data. The particular providers and data sources used by the Firm may change from time to time. The framework and its system-generated outputs are internal research and are not distributed to clients or the public. Mr. Carota's own regime commentary and conclusions may be published on the Firm's website and in The Wealth Regime newsletter as general market commentary. Limitations and Risk Disclosure. The MPR℠ framework is based on macroeconomic data and historical relationships between economic regimes and asset class performance. Past regime-sector relationships are not indicative of future results. Regime classifications involve judgment and may lag real-time economic conditions. Clients should be aware that: ● Regime misclassification may result in suboptimal sector positioning. ● Macroeconomic data is subject to revision and may not reflect current conditions at the time of classification. ● The framework does not predict market timing or short-term price movements. ● Diversification and the use of a systematic framework do not eliminate the risk of loss. ● All investments involve risk, including the possible loss of principal. Use of Artificial Intelligence and Automated Systems Carota Wealth Management uses automated and artificial intelligence (“AI”) tools for data aggregation, internal screening, and internal research support. These tools retrieve, consolidate, and present market, economic, and related data — through application programming interfaces, data connections, and scheduled data pulls — into internal systems and dashboards designed by the Firm. The Firm also generates automated internal research assessments summarizing that data. All such outputs are internal research only. The Firm has not implemented AI into the exercise of investment judgment. All analysis, interpretation, and investment conclusions are made by Raymond Carota, the Firm's sole adviser and Chief Compliance Officer. Mr. Carota reviews automated output together with third-party research, government and other publicly available economic data, and additional metrics he selects and tracks, and corroborates his conclusions against independent sources. No allocation or trading action is taken on the basis of any automated output without Mr. Carota's explicit review and decision. No AI or automated system manages client assets, selects securities, generates or makes investment decisions or recommendations, executes trades, provides investment advice to any client, or communicates with clients. Such tools are also used to support internal administrative, drafting, research, and compliance functions, in each case subject to Mr. Carota's review. These tools remain under active research, development and evaluation. Data aggregated by automated tools may be incomplete, delayed, or inaccurate, and classifications and assessments produced by such tools are subject to error. Mr. Carota reviews and corrects automated output and does not rely upon it without independent verification. The Firm's conclusions depend on Mr. Carota's judgment applied to information he has reviewed. Mr. Carota retains Other-Than-Annual Amendment | August 7, 2026 | Page 11  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 responsibility for all Firm work product. If the Firm implements AI into the exercise of investment judgment, it will amend this brochure to describe that use before doing so. Item 9. Disciplinary Information In December 2017, Brandywine Financial Group, Inc. and Raymond Carota accepted a Consent Agreement and Order from the Commonwealth of Pennsylvania, Department of Banking and Securities. Brandywine Financial Group, Inc. and Raymond Carota failed to maintain a minimum net worth of $10,000 for fiscal year 2016 and agreed to pay the Department of Banking and Securities $34,500. Item 10. Other Financial Industry Activities and Affiliations Broker-Dealer Status Representatives of our firm are not registered and do not have an application pending to register, as a broker-dealer or as broker-dealer representatives. Commodity Interests Neither our firm nor any of its management persons is a commodity broker/futures commission merchant, a commodity pool operator, commodity trading advisor or an associated person of the foregoing entities, or has an application for registration pending. Insurance Activities Representatives of our firm are licensed insurance agents in the state of Tennessee. Raymond Noah Carota holds active licenses for Life, Health, Disability, and Long Term Care insurance. As an insurance agent, Mr. Carota may offer various insurance products and may earn commissions as a result of such sales. Our clients are under no obligation to purchase insurance products recommended or offered by our firm. Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading As a fiduciary, it is an investment adviser's responsibility to provide fair and full disclosure of all material facts and to act solely in the best interest of each of our clients at all times. Our fiduciary duty is the underlying principle for our firm's Code of Ethics, which includes procedures for personal securities transactions and insider trading. Our firm requires all representatives to conduct business with the highest level of ethical standards and to comply with all federal and state securities laws at all times. Upon employment with our firm, and at least annually thereafter, all representatives of our firm will acknowledge receipt, understanding and compliance with our firm's Code of Ethics. Our firm and representatives must conduct business in an honest, ethical, and fair manner and avoid all circumstances that might negatively affect or appear to affect our duty of complete loyalty to all clients. This disclosure is provided to give all clients a summary of our Code of Ethics. If a client or a potential client wishes to review our Code of Ethics in its entirety, a copy will be provided promptly upon request. Our firm recognizes that the personal investment transactions of our representatives demand the application of a Code of Ethics with high standards and requires that all such transactions be carried out in a way that does not endanger the interest of any client. At the same time, our firm also believes that if investment goals are similar for clients and for our representatives, it is logical, and even desirable, that there be common ownership of some securities. In order to prevent conflicts of interest, our firm has established procedures for transactions effected by our representatives for their personal accounts. In order to monitor compliance with our personal trading policy, our firm has pre-clearance requirements and a quarterly securities transaction reporting system for all of our representatives. Neither our firm nor a related person recommends, buys or sells for client accounts, securities in which our firm or a related person has a material financial interest without prior disclosure to the client. A conflict of interest exists for the adviser to front-run the client to receive the most beneficial price of mutually held securities. This would be a violation of the adviser's fiduciary duty, and is not permitted. Other-Than-Annual Amendment | August 7, 2026 | Page 12  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Related persons of our firm may buy or sell securities and other investments that are also recommended to clients. In order to minimize this conflict of interest, our related persons will place client interests ahead of their own interests and adhere to our firm's Code of Ethics, a copy of which is available upon request. Likewise, related persons of our firm buy or sell securities for themselves at or about the same time they buy or sell the same securities for client accounts. In order to minimize this conflict of interest, our related persons will place client interests ahead of their own interests and adhere to our firm's Code of Ethics, a copy of which is available upon request. Further, our related persons will refrain from buying or selling the same securities prior to buying or selling for our clients in the same day unless included in a block trade. Item 12. Brokerage Practices Custodian and Brokers Used Our firm utilizes TradePMR, Inc. (“TradePMR”) for brokerage and trade execution services. TradePMR acts as an introducing broker-dealer on a fully disclosed basis. TradePMR is a member of SIPC and is unaffiliated with registered broker-dealers and FINRA members. The brokerage commissions and/or transaction fees charged by TradePMR or any other designated broker-dealer are exclusive of and in addition to our advisory fee. Our firm regularly reviews these programs to seek to ensure that its recommendation is consistent with its fiduciary duty. Factors which our firm considers in recommending TradePMR or any other broker-dealer or custodian to clients include their respective financial strength, reputation, execution, pricing, research, and service. The commissions and/or transaction fees charged by these brokers may be higher or lower than those charged by other broker-dealers. In addition, TradePMR provides our firm with access to its institutional trading and custody services, which are typically not available to retail investors. These brokerage services include the execution of securities transactions, research, 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. Additionally, our firm may receive the following benefits from TradePMR: receipt of duplicate client confirmations and bundled duplicate statements; access to a trading desk that exclusively services its participants; access to block trading which provides the ability to aggregate securities transactions and then allocates the appropriate shares to client accounts; and access to an electronic communication network for client order entry and account information. With respect to Digital Assets Accounts, Carota Wealth Management recommends BitGo to maintain custody of clients' Digital Assets and effect trades for their accounts. BitGo has two state trust companies chartered to safeguard digital assets and funds on behalf of customers. Prior to engaging Carota Wealth Management to provide investment management services, the client will be required to enter into an agreement with the Firm setting forth the terms and conditions under which Carota Wealth Management will manage the client's Digital Assets Account, as well as a separate custodial agreement. We prioritize client asset protection by never possessing any client passwords or keys that grant access to withdraw assets. Our access is strictly limited to executing discretionary buying and selling activities under the terms of the investment advisory agreement. Soft Dollars Our firm does not receive soft dollars in excess of what is allowed by Section 28(e) of the Securities Exchange Act of 1934. The safe harbor research products and services obtained by our firm will generally be used to service all of our clients but not necessarily all at any one particular time. Client Brokerage Commissions TradePMR does not make client brokerage commissions generated by client transactions available for our firm's use. Client Transactions in Return for Soft Dollars Our firm does not direct client transactions to a particular broker-dealer in return for soft dollar benefits. Brokerage for Client Referrals Our firm does not receive brokerage for client referrals. Other-Than-Annual Amendment | August 7, 2026 | Page 13  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Directed Brokerage Our firm routinely recommends that clients direct us to execute through a specified broker-dealer. Our firm recommends the use of TradePMR. In addition to our portfolio management and other services, the brokerage arrangement includes the brokerage services of TradePMR, a broker-dealer registered with the SEC, member of FINRA/SIPC. While clients are required to use TradePMR as custodian/broker to enroll in the Program, the client decides whether to do so and opens its account with TradePMR by entering into an account agreement directly with TradePMR. Our firm does not open the account for the client. If the client does not wish to place his or her assets with TradePMR, then our firm cannot manage the client's account through the Program. Special Considerations for ERISA Clients A retirement or ERISA plan client may direct all or part of portfolio transactions for its account through a specific broker or dealer in order to obtain goods or services on behalf of the plan. Such direction is permitted provided that the goods and services provided are reasonable expenses of the plan incurred in the ordinary course of its business for which it otherwise would be obligated and empowered to pay. ERISA prohibits directed brokerage arrangements when the goods or services purchased are not for the exclusive benefit of the plan. Consequently, we will request that plan sponsors who direct plan brokerage provide us with a letter documenting that this arrangement will be for the exclusive benefit of the plan. Aggregation of Purchase or Sale We perform investment management services for various clients. There are occasions on which portfolio transactions may be executed as part of concurrent authorizations to purchase or sell the same security for numerous accounts served by our firm, which involve accounts with similar investment objectives. Although such concurrent authorizations potentially could be either advantageous or disadvantageous to any one or more particular accounts, they are affected only when we believe that to do so will be in the best interest of the affected accounts. When such concurrent authorizations occur, the objective is to allocate the executions in a manner which is deemed equitable to the accounts involved. In any given situation, we attempt to allocate trade executions in the most equitable manner possible, taking into consideration client objectives, current asset allocation and availability of funds using price averaging, proration and consistently non-arbitrary methods of allocation. Item 13. Review of Accounts or Financial Plans We review client accounts on at least a quarterly basis for our Comprehensive Portfolio Management clients. The nature of these reviews is to learn whether clients' accounts are in line with their investment objectives, appropriately positioned based on market conditions, and investment policies, if applicable. Only our financial advisors or portfolio managers will conduct reviews. We do not provide written reports to clients, unless asked to do so. Verbal reports to clients take place on at least an annual basis when we contact clients who sign an agreement for our Comprehensive Portfolio Management service. Financial planning clients do not receive reviews of their written plans unless they take action to schedule a financial consultation with us. We do not provide ongoing services to financial planning clients, but are willing to meet with such clients upon their request to discuss updates to their plans, changes in their circumstances, etc. Retirement Plan Consulting clients receive reviews of their retirement plans for the duration of the service. Our firm also provides ongoing services where clients are met with upon their request to discuss updates to their plans, changes in their circumstances, etc. Retirement Plan Consulting clients do not receive written or verbal updated reports regarding their plans unless they choose to engage our firm for ongoing services. We may review client accounts more frequently than described above. Among the factors which may trigger an off- cycle review are major market or economic events, the client's life events, requests by the client, etc. Other-Than-Annual Amendment | August 7, 2026 | Page 14  ADV Part 2A — Firm Brochure · Carota Wealth Management · CRD #127344 Item 14. Client Referrals and Other Compensation TradePMR As noted in Item 12, our firm will receive additional benefits from TradePMR which includes electronic systems that assist in the management of our firm's client accounts, access to research, the ability to directly debit client fees, software and other technology 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), pricing information and other market data, assist with back-office functions, recordkeeping and client reporting. Referral Fees Our firm does not pay referral fees or compensation to any party for the referral of clients to our firm. Item 15. Custody Deduction of Advisory Fees Our firm has the ability to deduct advisory fees directly from client accounts held at TradePMR. Because we have the ability to deduct fees directly from client accounts, we are deemed to have “custody” of client assets for purposes of the Investment Advisers Act of 1940. We utilize TradePMR as a qualified custodian. TradePMR sends account statements directly to clients on at least a quarterly basis. Clients should carefully review those statements and compare them to any account reports received from our firm. Our firm urges you to compare the account statements that you receive from TradePMR with any reports that you receive from our firm. If you have any questions or discrepancies, please contact us at ray@carotawealth.com or (610) 828-1155. With respect to Digital Assets Accounts, BitGo serves as the qualified custodian for clients' digital asset holdings. Clients holding digital assets will receive account statements from BitGo. Clients are encouraged to review those statements carefully and contact us with any questions or discrepancies. Item 16. Investment Discretion Our clients need to sign a discretionary investment advisory agreement with our firm for the management of their account. By granting investment discretion, our firm is authorized to execute securities transactions, determine which securities are bought and sold, and the total amount to be bought and sold. Should clients grant our firm non- discretionary authority, our firm would be required to obtain the client's permission prior to effecting securities transactions. Limitations may be imposed by the client in the form of specific constraints on any of these areas of discretion with our firm's written acknowledgement. Item 17. Voting Client Securities Our firm does not vote client proxies. Clients retain the right and responsibility to vote all proxies and corporate actions with respect to securities in their accounts. Clients will receive their proxies and other solicitations directly from TradePMR or the applicable issuer. If you have questions about a particular proxy matter, please contact us at ray@carotawealth.com. Item 18. Financial Information Our firm is not required to provide financial information in this Brochure because: 1 Our firm does not require the prepayment of more than $1,200 in fees per client six or more months in advance. 2 Our firm has not been the subject of a bankruptcy proceeding. Other-Than-Annual Amendment | August 7, 2026 | Page 15