CHATTERTON & ASSOCIATES

Part 2A of Form ADV: Disclosure Brochure November 20, 2025 3061 E. La Palma Avenue Anaheim, CA 92806 Phone: (714) 572-2050 Email: contactus@chattertoninc.com Website: https://chattertoninc.com/ This Brochure provides information about the qualifications and business practices of Chatterton & Associates, the Wealth Management Team, Inc., doing business as Chatterton & Associates (referred to as “we”, "us”, or “firm”). If you have any questions about the contents of this brochure, please contact us at the phone number listed above. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Additional information about Chatterton & Associates and its representatives is also available on the SEC’s website at www.adviserinfo.sec.gov. Please note that the use of the term “registered investment adviser” and description of the firm and/or our representatives as “registered” does not imply a certain level of skill or training. You are encouraged to review this brochure and brochure supplements for representatives of the firm who advise you for more information on the qualifications of our firm and our employees.  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Item 2. Material Changes In the Firm’s Annual Update, as of March 19, 2025, the following material changes have been made to this Brochure: • Item 5: o Chatterton firm offers Financial Plans for clients who currently do not meet our assets under management minimum of $500k. These plans will range from $5k-$25k annually. o Removed language pertaining to termination of services requiring a letter of termination. o Addition of language about insurance sales and compensation earned. o Fee information was added for Retirement Plan Advisory and Consulting Services Item 7: • o The minimum account size has been increased to $500,000 and is negotiable. • • Item 10: o Clients may bundle services amongst tax, wealth, and business services. Item 14: o Previously financial professionals received support in the form of a forgivable loan from the broker dealer where the professionals hold their securities licenses. This loan program ended in January 2025, and their loans have been forgiven. Language pertaining to this loan has been removed. As of November 20, 2025, the following updates were made to this Brochure: • Item 4: o ETF, individual stocks and bonds were all added to the underlying investments used in • asset allocation models o Clarified rebalancing section o Financial Planning was added as an advisory service offered o Rollover language was moved from Item 5 to Item 4 o Added a sentence that Chatterton does not participate in any wrap fee programs Item 5: o Updates the fee schedule to say Assets under Management by Household, o Added language to commissionable sales and insurance services to discuss the conflicts of interest associated with each activity o Rollover language was moved from Item 5 to Item 4 o Amended sentence that says our firm bills on cash to include the following language; If available in the account or if cash if not available, cash will be generated by SEI by selling a portion of the largest holding in the portfolio 2  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 • • Item 8: o Added risk associated with equity securities Item 10: o Registered Representatives – added a sentence that says Clients are under no obligation to purchase securities through these registered representatives. • o Added that insurance services are offered through Osaic Wealth Inc. o Tax and Bookkeeping – Moved section pertaining to referrals to Item 14 o Business Solutions – moved section pertaining to referrals to Item 14. o Moved section of wealth referrals to tax department to Item 14 Item 11: o Added the following regarding the Firm’s personal trading policy - all employees are required to submit a quarterly securities transaction report to the CCO so that they may ensure compliance with the Firm’s policies. Item 12: • o Add section - If a client chooses not to use the services of SEI, they will not be able to participate in the aggregation of orders and will not receive any benefits associated with this practice. o Added section on marketing benefits that Chatterton receives from SEI o Deleted duplicate information on marketing benefits o Added a sentence that states that Chatterton does not utilize soft dollars Items 13: • o Added the sentence that states: . If we cannot get ahold of a client for more than a year, we may need to discuss termination of our relationship due to our fiduciary duties of a minimum annual review. Item 14: • o Added information on Tax and Bookkeeping services and moved information on client referrals from Item 10 to Item 14. o Added information about Business Solutions and moved information on client referrals from Item 10 to Item 14 o Added Planning you can Trust information to Item 14 along with information on client referrals. o Added information on marketing benefits received from SEI to be consistent with information in Item 12 o For members of the tax team for referring client to wealth the compensation will now be equal to a flat fee for any new accounts o For bundled services clients a discount may be offered to clients that utilize all three services. Item 15: Custody • o Removed language about the firm sending account statements, which it does not, and replaced with a sentence that says If an additional copy is needed, please contact our office directly. 3  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Item 3. Table of Contents: Section: Item 1. Cover Page ........................................................................................................................ Page(s): 1 Item 2. Material Changes .............................................................................................................. 2 Item 3. Table of Contents .............................................................................................................. 4 Item 4. Advisory Business.............................................................................................................. 5 Item 5. Fees and Compensation.................................................................................................... 8 Item 6. Performance-Based Fees and Side-By-Side Management................................................ 10 Item 7. Types of Clients and Account Requirements .................................................................... 10 Item 8. Methods of Analysis, Investment Strategies and Risk of Loss .......................................... 10 Item 9. Disciplinary Information.................................................................................................... 13 Item 10. Other Financial Industry Activities and Affiliations......................................................... 13 Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 16 Item 12. Brokerage Practices......................................................................................................... 17 Item 13. Review of Accounts......................................................................................................... 19 Item 14. Client Referrals and Other Compensation ...................................................................... 19 Item 15. Custody ........................................................................................................................... 23 Item 16. Investment Discretion..................................................................................................... 23 Item 17. Voting Client Securities ................................................................................................... 23 Item 18. Financial Information ...................................................................................................... 23 4  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Item 4. Advisory Business Chatterton & Associates (“Chatterton”) is dedicated to providing individuals and other types of clients with a wide array of investment advisory services. Our firm is a corporation formed in the State of California. Our firm has been in business as an investment adviser since 2004 and is owned 100% by Robert D. Chatterton, President. We offer the following advisory services: Asset Management: We offer discretionary and non-discretionary asset management services based on the individual needs of the client. Understanding your personal situation is very important to the services we provide. Therefore, we will have detailed discussions with you to understand your current financial situation and investments, goals, risk tolerance and investment objectives. The investment objective you select will guide us in managing your account. Our firm recommends that certain clients allocate investment assets among the various asset allocation models, with investments made in underlying mutual funds, ETFs, individual stocks and bonds and/or independent investment manager programs offered through SEI Investments Company (“SEI”). SEI is a global asset management company and sponsor of its own proprietary mutual funds. SEI Private Trust Company (“SEI Trust”), a subsidiary of SEI, serves as custodian for each SEI account (SEI and SEI Trust collectively referred to as “SEI”). SEI provides each client with reporting services, including consolidated monthly statements, quarterly performance reports, and year-end tax reports. SEI enables investment advisers such as our firm to offer our clients mutual fund asset allocation models, underlying individual mutual funds, and investment management programs that are not otherwise available to the general public. As part of its overall investment management program, SEI may offer quarterly rebalancing of each client’s investment assets for the purpose of maintaining the assets in accordance with the client’s previously designated percentage (%) asset allocations for the SEI account, Due to tax projection analysis, an advisor may choose towards the year end to skip a rebalance schedule if it negatively affects a portfolio’s capital gain exposure. Our customized models may rebalance based on the client’s goals and objectives, which will be discussed upon advisor review. Our firm shall not remove clients’ account from SEI to another program without the client’s consent. The fees charged by SEI are exclusive of, and in addition to, our firm’s investment management fee. In addition to our firm’s investment management fee, the client, relative to all mutual fund purchases, shall also incur charges imposed at the mutual fund level (e.g., management fees and other fund expenses). Our firm intends to primarily allocate investment management assets of our client accounts SEI among various investment management programs offered through 5  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Investments Company (“SEI”) and various independent investment managers on either a discretionary or non-discretionary basis, as elected by our client and in accordance with the investment objectives of our client. In order for us to manage your assets, you will be required to enter into an investment advisory agreement with Chatterton and an agreement with SEI. The agreements will set forth the terms and conditions of our relationship, including the amount of your investment advisory fee. You will retain all rights of ownership on your account, including the right to withdraw securities or cash and vote proxies. In addition, you will also have the ability to impose restrictions on investing in certain securities or types of securities at the time you open an account. Chatterton provides financial industry informational newsletters to clients on a regular basis free of charge. Chatterton also hosts occasional free educational seminars for current and prospective clients. Financial Planning Chatterton provides its clients who meet the Firm’s minimum account size of $500,000 with financial planning services. These services are also available to clients who don’t meet the minimum account size for a fee. Retirement Plan Advisory and Consulting Services: Chatterton offers Retirement Plan Advisory and Consulting Services to employee benefit plans and their fiduciaries. We will acknowledge our status as a fiduciary under Sections 3(21) and 3(28) of the Employee Retirement Income Security Act of 1974 (“ERISA”). Section 3(21) of ERISA applies to any investment consulting services we provide to Plans covered by ERISA and Section 3(38) of ERISA applies to when we provide discretionary investment services to Plans covered by ERISA. There are important differences among these services in terms of the type of service, structure and administration, and fees. Please review this brochure carefully as you decide which of these services is appropriate for your investment needs. Retirement Plan Consulting Services • We can assist Plans by acting as a liaison between each Plan and its service providers, product sponsors and/or vendors. In such cases, Chatterton shall act only in accordance with instructions from the Client on investment or Plan administration matters and will not exercise judgment or discretion. • We provide education, training, and guidance for the members of a Plan Committee with regard to plan features, retirement readiness matters, or duties and responsibilities of the Committee, including education with respect to fiduciary responsibilities. • We can assist with participant education, which may include preparation of educational materials or conducting general investment education seminars and meetings for Plan 6  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 participants. • We can assist with the preparation, distribution and evaluation of “requests for proposals” or “requests for information,” finalist interviews, and conversion support with respect to service providers. • We provide benchmarking services with comparisons of Plan data to data from prior Plan years and/or a benchmark group of similarly situated plans. Discretionary Investment Advisory Services When acting as your investment manager under Section 3(38) of ERISA, Chatterton can assist Clients in the development of an Investment Policy Statement (IPS) and provide discretionary investment management services to Plans, including: • We provide ongoing and continuous discretionary investment management with respect to the asset classes and designed investment alternatives available under the Plan in accordance with the IPS. • We offer a selection of a broad range of investment options consistent with ERISA Section 404(c) and the regulations thereunder. • We monitor investment options by preparing periodic investment reports that document investment performance, consistency of fund management and conformance to the guidelines set forth in the IPS and determining next steps with investment options. • We meet with Clients on a periodic basis to discuss the periodic investment reports and investment decisions. • We provide asset allocation services to participants of the Plan as an asset allocation tool among the Plan’s designated investment alternatives. • We provide assistance in educating participants regarding how the asset allocation service functions and how it differs from the Plan’s designated investment alternatives. Non-Discretionary Investment Advisory Services • We can assist the Plan in the preparation or review of an investment policy statement (“IPS”) after consulting with client. • We provide ongoing investment recommendations. Chatterton will recommend, for consideration and selection by Client, specific investments to be held by the Plan or, in the case of a participant-directed defined contribution plan, to be made available as investment options under the Plan. We will recommend for consideration and selection by Client, investment replacements if an existing investment is determined by the Client to no longer be suitable as an investment option. 7  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 • We provide ongoing investment monitoring. Chatterton will perform ongoing monitoring of investment options in accordance with the criteria provided by the Client to the Chatterton. • We can assist in identifying for client an investment product or service in connection with the definition of a “Qualified Default Investment Alternative” (“QDIA”) under ERISA for Plans subject to ERISA. • We provide Periodic Performance Reporting Rollovers There is a conflict of interest for individuals that currently invest in an employer-sponsored retirement plan or individual retirement account that are considering a roll out of assets from the retirement plan or existing IRA account. A conflict of interest exists because we will be compensated only if the individual rolls over the proceeds into an IRA that is then managed by our firm. As a result, it can be construed that we have a financial incentive to recommend one option over another. Therefore, the individual should include in his/her decision making process, a thorough review of all options available; for example (i) remain invested under the current retirement plan or account (if available), (ii) transfer assets to a new employer-sponsored retirement plan (if available), (iii) transfer assets to an IRA with a financial institution, or (iv) withdraw assets directly which would be subject to federal and applicable state and local taxes and possibly subject to the IRS penalty of 10% depending upon the age of the individual. Chatterton does not participate in any wrap fee programs. As of December 31, 2024, Chatterton had approximately $1,173,254,073.19 in regulatory assets under management, approximately $271,949,483.32 of which was managed on a discretionary basis and approximately $901,304,589.87 of which was advised on a non-discretionary basis. Item 5. Fees and Compensation Chatterton’s fees are billed on a pro-rata annualized basis quarterly in arrears based on the value of your account on the last day of the quarter according to the following schedule: Assets Under Management by Household Annual Percentage of Assets Charge: Under $1,000,000 $1,000,001 - $3,000,000 $3,000,001 - $5,000,000 Over $5,000,000 1.00% 0.75% 0.62% 0.50% Fees are negotiable. 8  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Our firm bills on cash if available within the account or if cash is not available, cash will be generated by SEI based by selling a portion of the largest holding in the portfolio. Upon client consent, management fees will be deducted from the client’s managed account through our qualified custodian. As part of this process, the custodian will send statements to clients at least quarterly showing the market values for each security included in the account and all disbursements in your account including the amount of the advisory fees paid to us. For clients conducting business through an SEI independent investment manager program, the fees charged by SEI are exclusive of, and in addition to, our firm’s investment management fee. Our firm also offers Financial Plans for clients who currently do not meet our assets under management minimum of $500k. These plans will range from $5k-25k annually and will have a separate agreement that describes the terms of the plan. The fee will vary based on complexity and will be thoroughly discussed with the advisor prior to onboarding. Other Types of Fees & Expenses Other charges imposed by the custodian include, but are not limited to, IRA and qualified retirement plan fees, ancillary custody charges such as wire transfer fees, fees based on cash or money market deposits, and other charges required by law and imposed by the custodian. In addition to the above, clients will pay the following separately incurred expenses, which we do not receive any part of: charges imposed directly by a mutual fund, index fund, or exchange traded fund which shall be disclosed in the fund’s prospectus (i.e., fund management fees and other fund expenses). Fees upon Termination We charge our advisory fees quarterly in arrears. Upon termination, we will close out your account and charge you a pro-rated fee calculated by the custodian for advisory services rendered up to the point of termination. Commissionable Securities Sales In order to sell securities for a commission, our advisors are registered representatives of Osaic Wealth, Inc., member FINRA/SIPC. In this capacity, our advisors may sell securities to clients and receive compensation in the form of commissions and 12b-1 fees or trails. However, such compensation will not be received in connection with investments made in SEI accounts that we provide ongoing advisory asset management services for. The transaction charges range from $0 to $35 per transaction plus a fee of $0.05 per share for individual equity securities. Our firm does not receive any portion of these transaction charges. This is a potential conflict of interest in that advisors may be incentivized to recommend products that are not in a client’s best interest in order to earn a commission. Clients have the option to purchase investment products through 9  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 other brokers or agents rather than purchasing these securities through our advisors. Insurance Services Some employees of Chatterton may recommend and sell insurance through Osaic and will receive the usual and customary commissions for these insurance sales. These fees are separate from any advisory fees charged to a client by Chatterton. This is a potential conflict of interest in that advisors may be incentivized to recommend insurance products that are not in a client’s best interest in order to earn a commission. Clients have the option to purchase insurance products through other agents rather than purchasing insurance through our advisors. Retirement and Plan Advisory Consulting Services Retirement Plan Advisory and Consulting Services are charged using advisor’s discretion at either a % of plan assets (BPS) or at an annual flat fee and is based on specific factors regarding the plan and the services required. The specific fee arrangement will be indicated in our Retirement Plan Investment Advisory Agreement. Item 6. Performance-Based Fees and Side-By-Side Management Chatterton does not charge performance fees to our clients (fees based on a share of capital gains on or capital appreciation of the assets of a client). Item 7. Types of Clients and Account Requirements Chatterton has the following types of clients: Individuals; • • High Net-Worth Individuals; and • Pension and Profit-Sharing Plans. We require a minimum household balance of $500,000 for our asset management service. This minimum balance is negotiable and subject to advisor review. We also permit households to maintain accounts that have dropped below this level, unless the account balance is below the threshold due to withdrawals other than retirement account distributions or market actions. Item 8. Methods of Analysis, Investment Strategies and Risk of Loss The following outlines the types of investment strategies and methods of analysis that will be used in managing your account. It is important to keep in mind that there is no specific approach 10  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 to investing that guarantees success or positive returns; investing in securities involves risk of loss that clients should be prepared to bear. We take a top down approach by evaluating global economies and capital markets. We then try to take a closer look at sectors and industries to see where we can find a competitive edge with the goal to reduce portfolio risk. We also take a broad look at assets classes and then try to determine which asset classes we believe may outperform/underperform under current economy/financial conditions/interest rates, etc. We lastly take a look at the client’s investment objectives (liquidity, investment time-frame, client risk tolerance and income demand) and financial goals to determine an appropriate asset allocation. We do not engage in active or short-term trading when managing accounts. Our goal is to construct a portfolio using an appropriate mix of investments consistent with your investment objective and then monitor the account. Accounts that select an SEI asset allocation model are typically set up so that SEI will rebalance the accounts as necessary when the percentages of certain holdings exceed or fall below target allocations. Our firm will make rebalancing recommendations to the client for accounts that do not select an SEI asset allocation model. Our goal is to take a comprehensive financial planning approach that encompasses investments, income taxes, retirement income, insurance and protection, and estate planning. We start by gathering the essential data; we then try to establish goals and objectives with the client. We attempt to match the client’s goals; risk tolerance and cash flow needs with a suitable investment allocation. Through our regular meetings, we will continually monitor the client’s objectives and adjust the portfolio based on any changes that may take place. We generally use the following types of investment vehicles within asset management accounts: mutual funds and exchange traded funds (“ETFs”) (including but not limited to asset allocation funds, index funds, international funds, emerging market funds, real estate funds, gold, option based strategies, and high yield bond funds), individual stocks and bonds. The particular investments selected for your account will depend upon your investment objective, level of risk tolerance, sensitivity to taxes, and other factors. There are risks associated with investing in securities. The following highlights some of the risks associated with the types of investments that may be purchased for your account: • The stock of any company may not perform as well as expected, and may lose value, because of factors related to the company, including adverse developments regarding the company’s business, poor management decisions, or changes in the company’s industry or popularity of its goods and services. In the event a company becomes insolvent, stockholders will generally have lowest priority among owners of that company’s obligations as to the distribution of the company’s assets. Stocks may also be affected by 11  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 general market and economic factors, even when their companies’ respective business fundamentals are unchanged. in international markets presents additional risks • Investing including currency fluctuations, the potential for diplomatic and political instability, regulatory and liquidity risks and foreign taxation among others. The risks of foreign investing are generally greater in emerging markets. • High yield bonds carry greater risks than bonds rated as investment grade. For example, they are issued by organizations that do not qualify for an investment grade rating by one of the rating agencies because of the potential for higher default by the issuer. Another risk is that further financial difficulties by the issuer may result in a decrease in the market value, and this may make it impossible to liquidate the bond prior to maturity. • ETFs and Mutual funds consist of a grouping of underlying securities meant to mimic an index or to accomplish a specific objective. These funds are subject to the risks associated with their underlying holdings, such as stocks and bonds, commodities, such as gold, or options. In addition, funds have specific risks associated with them. Mutual funds are not traded throughout the day, they are priced at NAV at the end of each day, and therefore a liquidity risk exists. ETFs are constantly priced throughout the day at negotiated prices, however these prices will deviate from the NAV of the underlying securities. ETFs also have liquidity risk if the secondary market ceases to exist to redeem a full creation unit (generally 50,000 shares), therefore a shareholder will have no way to dispose of shares if the secondary market ceases to exist. Actively managed mutual funds and ETFs are also subject to the manager’s ability to execute beneficial trades within the fund. ETFs and Mutual funds have tax implications when securities and commodities are bought and sold within the fund, for which the investor may not receive a distribution to pay such tax obligations. • Option contracts consist of call options (the right to buy a security at a specific price before a specific date) and put options (the right to sell a security at a specific price before a specific date). Each of these types of options can either be bought or sold, allowing for numerous strategies using spreads, each with its own risk/reward profile. Options are associated with the same risks as the underlying security, and general market risks, but also have unique risks, such as assignment risk, delivery risk, contract risk, liquidity risk, and other risks depending on the specific strategy. We do not purchase option contracts directly but may invest in ETFs that utilize option-based strategies. Generally, client will invest the first 1% of their overall assets into an Insured Deposit Cash (FDIC) bank deposit program at SEI. Any cash above this 1% can be placed into a money market fund advisor and client’s choice. In most cases, this partial cash balance will be maintained in the 12  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 bank deposit account so that our firm may debit advisory fees for our services related to asset management service, as applicable. We use a variety of sources of data to conduct our economic, investment and market analysis, such as financial newspapers and magazines, economic and market research materials prepared by others, conference calls hosted by mutual funds, corporate rating services, annual reports, prospectuses, and company press releases. Please note: 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. Item 9. Disciplinary Information Chatterton is required to disclose whether there are legal or disciplinary events that are material to a client’s or prospective client’s evaluation of our advisory business or the integrity of our management. We have determined that our firm and management have nothing to disclose under the aforementioned standard. Item 10. Other Financial Industry Activities and Affiliations Registered Representatives: Chatterton is in the business of providing investment advice as described above. However, as also noted in Item 5, our advisors are also registered representatives of Osaic Wealth, Inc. (“Osaic”). In this capacity our advisors can sell securities and receive normal and customary compensation in the form of commissions. In order to minimize the conflict of interest associated with these sales, such compensation will not be received in connection with investments in clients’ SEI accounts over which we are providing ongoing advisory services. In addition, clients purchasing securities through such individuals in a registered representative capacity will receive disclosure documents (e.g., prospectus, brokerage account agreement) when conducting such transactions. When acting as a registered representative of Osaic on a brokerage account for a client, neither Chatterton nor its advisors are acting in a fiduciary capacity to the client. Clients are under no obligation to purchase securities through these registered representatives. Insurance Agents: Chatterton’s representatives may also be insurance agents licensed with the California Division of Insurance, in which they may offer advice and products on life insurance through Osaic Wealth, Inc. (“Osaic”). A conflict of interest may arise as these commissionable insurance product sales may create an incentive to recommend products based on the 13  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 compensation our firm may earn and may not necessarily be in the best interests of the client. In order to minimize this conflict of interest, our firm will place client interests ahead of its own interests and adhere to our firm’s Code of Ethics as well as clearly explaining this conflict when recommending any such products to our clients. Clients are under no obligation to purchase insurance products through our firm’s representatives. Tax and Bookkeeping Services: Through Chatterton Tax, a department of Chatterton & Associates, we offer tax preparation, tax analysis, tax projections, and bookkeeping services (referred to as tax consulting services) to individuals and corporations. This is separate and distinct from the advisory services described in this Brochure. While clients of Chatterton & Associates receiving asset management services may choose to use the services of Chatterton Tax, they are under no obligation to do so. Business Solutions: Through Chatterton Business Solutions, a department of Chatterton & Associates, we provide profitability and efficiency services to business owners, which includes business assessment consultation, cash flow management, product delivery, client experience, converting leads into clients, attracting new clients and revenue, business culture, business valuations, recommendations on how to improve enterprise value, and future transition/exit strategy. Although this is separate and distinct from the asset management services described in this Brochure, some Advisory personnel may also offer business support services. While clients of Chatterton receiving asset management services may choose to use the services of Chatterton Business Solutions, they are under no obligation to do so. Planning You Can Trust (“PYCT”): Robert Chatterton is the owner of Planning You Can Trust (“PYCT”). PYCT is also a marketing tagline used to emphasize to our clients the importance of obtaining qualified tax and estate planning guidance as part of their wealth management needs. In support of encouraging clients to obtain qualified tax and estate planning services when appropriate and in the client’s best interest, clients are introduced specifically to two different business entities which are unrelated to each other: the Law Offices of James F. Roberts (“Roberts”), which is unrelated to our firm, and Chatterton Tax, a department of our firm. While clients of our firm are not required to use Chatterton Tax or Roberts for their tax or estate planning needs, clients are encouraged to consider doing so in order to facilitate a fully balanced approach to serving their needs. To the extent a client elects to use the services of Chatterton Tax or Roberts, and solely upon the approval of the client, certain relevant confidential information may be shared by our firm with Roberts. Our firm does not receive any compensation from Roberts for the introduction of clients. Our firm may, however, receive introductions of potential clients from Roberts in the normal course of business. Clients should also be aware that our firm has an office sharing arrangement with Roberts. Specifically, Roberts pays rent to occupy space in our office building. These rates are either at or slightly below market rental rates but are in no way contingent upon client 14  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 introductions. If recommended by Chatterton, clients with funded asset management accounts may receive up to $450 paid annually toward the cost of a trust review through the Law Offices of James F. Roberts if specifically recommended (“Roberts”). Payment will be made by Chatterton to Roberts directly. This represents one hour of trust review, and the client is responsible for any additional costs incurred through Roberts. Chatterton will only make such recommendation if the client has not had his/her trust reviewed within the past year or the client has experienced financial or life changes that warrant a review. Client should also be aware that at the conclusion of the review, Roberts will provide Chatterton with an update on the current status of client’s estate plan, including a copy of the client’s updated trust and/or information pertaining to the trust review. While the client is under no obligation to use the trust services of Roberts, Chatterton will only pay toward obtaining the trust review through Roberts. This service is provided as a courtesy and may be altered or discontinued at our discretion. The relationships and cross marketing opportunities described above with Roberts presents conflicts of interest. Specifically, our firm could have an incentive to refer clients to Roberts for services in exchange for receiving introductions to new clients and continued rental payments, for example. Our firm also has a conflict in that Chatterton Tax is a department within our firm, and we have a financial incentive to recommend it. These conflicts of interest are addressed by making clients aware of the conflict through this disclosure. In addition, clients should be aware that we take our responsibilities to clients very seriously and will not recommend the services of either Chatterton Tax or Roberts to clients unless we believe it is in the client’s best interest. In addition to the activities previously described Chatterton will occasionally engage in educational seminars, podcasts, events, and similar activities with the intention of providing additional information about laws, circumstances, opportunities, and risks that we believe may interest or edify our clients and prospective clients. As with any such presentations and events, there exists a conflict of interest or potential conflict of interest as we will be presenting our services as potential solutions to problems. Along with our own services we may choose to utilize outside experts, consultants, or similar such persons to present topics to our clients and prospective clients. In some circumstances outside, third-party presenters may have their own line of business that addresses a related or unrelated aspect of the presented material. Although we choose these presenters based on our belief in their competence and integrity, we cannot make any authoritative guarantee or claim as to the ultimate accuracy of their information or the quality of their services. We will not—as fiduciaries in our dealings with clients and prospective clients—recommend or imply recommendation or endorsement of services or persons we do not believe to be trustworthy and reliable, nor will we accept inducements or provide payment for referrals of clients or any similar quid pro quo type arrangement. Despite our intention and efforts to avoid payment for referrals and refusal to accept payment to give referrals, the relationship between Chatterton and any third-party presenters could 15  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 inadvertently or subconsciously result in the Firm’s feeling obligated to refer clients to a third party or the third-party feeling similarly obligated. We do not believe that this potential conflict is any greater or more problematic than any other similar arrangement without overt presentations and services from these third parties (for example, referring a client to a friend who is a realtor to aid in finding a house presents a similar level of potential quid pro quo opportunities). Our employees are required to disclose such arrangements proactively and have any such arrangements that could reasonably impact impartiality or that become frequent or recurring to have such relationships disclosed, approved by the CCO, and evaluated periodically to ensure that the Code of Ethics are followed and the relationship remains appropriate. Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Chatterton recognizes that the personal investment transactions of members and employees of our firm demand the application of a high Code of Ethics and require that all such transactions be carried out in a way that does not endanger the interest of any client. At the same time, we believe that if investment goals are similar for clients and for members and employees of our firm, it is logical and even desirable that there be common ownership of some securities. Therefore, in order to prevent conflicts of interest, we have in place a set of procedures with respect to personal transactions effected by our employees for their personal accounts. In order to monitor compliance with our personal trading policy, all employees are required to submit a quarterly securities transaction report to the CCO so that they may ensure compliance with the Firm’s policies. Furthermore, our firm has established a Code of Ethics which applies to all of our associated persons. An investment adviser is considered a fiduciary. 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. We have a fiduciary duty to all clients. Our fiduciary duty is considered the core underlying principle for our Code of Ethics which also includes Insider Trading and Personal Securities Transactions Policies and Procedures. We require all of our advisors 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 or affiliation and at least annually thereafter, all employees of the Firm will sign an acknowledgement that they have read, understand, and agree to comply with our Code of Ethics. Our firm and advisors 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. However, 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. 16  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Item 12. Brokerage Practices Chatterton seeks to recommend a custodian/broker who will hold your assets and execute transactions on terms that are overall most advantageous when compared to other available providers and their services. We consider a wide range of factors, including, among others, these: • Ability to maintain the confidentiality of trading intentions • Timeliness of execution • Timeliness and accuracy of trade confirmations • Liquidity of the securities traded • Willingness to commit capital • Ability to place trades in difficult market environments • Research services provided • Ability to provide investment ideas • Execution facilitation services provided • Record keeping services provided • Custody services provided • Frequency and correction of trading errors • Ability to access a variety of market venues • Expertise as it relates to specific securities • Financial condition • Business reputation In order to receive mutual fund asset allocation services with SEI, clients are required to select SEI as the custodian for the assets. While we believe that SEI has execution procedures that are designed to obtain the best execution possible, there can be no assurance that best execution can be obtained. If a client chooses not to use the services of SEI, they will not be able to participate in the aggregation of orders and will not receive any benefits associated with this practice. For clients conducting business through an SEI independent investment manager program, the choice of custodian and broker/dealer is the responsibility of SEI or the portfolio manager. In cases where clients are requesting a purchase or an unsolicited sale of a previously held individual stock position, all such transactions are executed through Pershing LLC (“Pershing”). As previously described, our advisors are also registered representatives of Osaic, a FINRA registered broker-dealer. In order to meet its FINRA supervisory obligations, Osaic requires that all individual stock transactions that we conduct are processed through Osaic’s clearing relationships with Pershing. We believe that Pershing’s blend of execution services, commission and transaction costs as well as professionalism will allow us to seek best execution and competitive prices. 17  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Osaic also makes certain research and brokerage services available at no additional cost to our firm. These services include research services obtained by Osaic directly from independent research companies, as selected by our firm (within specific parameters). Research products and services provided by Osaic to our firm may include research reports on recommendations or other information about, particular companies or industries; economic surveys, data and analyses; financial publications; portfolio evaluation services; financial database software and services; computerized news and pricing services; quotation equipment for use in running software used in investment decision-making; and other products or services that provide lawful and appropriate assistance by Osaic to our firm in the performance of our investment decision-making responsibilities. The aforementioned research and brokerage services are used by our firm to manage accounts. Without this arrangement, our firm might be compelled to purchase the same or similar services at our own expense. As a result of receiving these services for no additional cost, we may have an incentive to continue to use or expand the use of Osaic’s services. Our firm examined this potential conflict of interest when we chose to enter into the relationship with Osaic and we have determined that the relationship is in the best interest of our firm’s clients and satisfies our client obligations, including our duty to seek best execution. In addition, Osaic also makes available to our firm products and services that help manage and administer clients’ accounts. These include software and other technology (and related technological training) that provide access to client account data (such as trade confirmations and account statements), facilitate trade execution, provide research, pricing information and other market data, facilitate payment of our fees from clients’ accounts, and assist with back- office training and support functions, recordkeeping and client reporting. We may periodically receive reimbursements from SEI for marketing related expenses in order to assist us in marketing the advisory services offered by SEI. These marketing related activities may include, but are not necessarily limited to, client communications, brochures, seminars and other client events. This presents conflict of interest in that we have a financial incentive to recommend that you maintain your account with SEI. However, to the extent we recommend you use SEI for such services, it is because we believe that it is in your best interest to do so, based on the quality and pricing of the executions, benefits of an integrated platform, and other services provided by SEI. We would have to obtain the aforementioned services and products for cash if we did not receive them from Osaic and/or SEI. As a result of receiving such products and services at no cost, we may have an incentive to continue to place client trades through Pershing as required by Osaic, or SEI. This interest conflicts with the clients’ interest in obtaining the best execution available. Therefore, we must determine in good faith, based on the best execution policy stated above that any transaction costs are reasonable in relation to the value of the services provided by such executing broker-dealers. 18  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 We do not have discretionary authority in making the determination of the brokers with whom orders for the purchase or sale of securities are placed for execution, and the commission rates at which such securities transactions are effected. We routinely recommend that a client directs us to execute through a specified broker dealer. Our firm recommends the use of SEI / Osaic. We may aggregate transactions for a client with other clients to improve the quality of execution. When transactions are aggregated, the actual prices applicable to the aggregated transactions will be averaged, and the client account will be deemed to have purchased or sold its proportionate share of the securities involved at the average price obtained. We may determine not to aggregate transactions, for example based on the size of the trades, the number of client accounts, the timing of the trades, the liquidity of the securities, and the discretionary or non- discretionary nature of the trades. If we do not aggregate transactions, some clients purchasing securities around the same time may receive a less favorable price than other client. This means that the practice of not aggregating may cost clients more money. Chatterton does not utilize soft dollars. Item 13. Review of Accounts Chatterton will review all client accounts at least annually. 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 advisors will conduct reviews. If we cannot get ahold of a client for more than a year, we may need to discuss termination of our relationship due to our fiduciary duties of a minimum annual review. 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. We do not provide written reports to clients, unless asked to do so. However, clients may have online access to certain reports, including performance, through SEI and other sources. Verbal reports to clients take place on at least an annual basis when we meet with clients who subscribe to our asset management service. Item 14. Client Referrals and Other Compensation Tax and Bookkeeping Services: Through Chatterton Tax, a department of Chatterton, we offer tax preparation, tax analysis, tax projections, and bookkeeping services (referred to as tax consulting services) to individuals and corporations. This is separate and distinct from the advisory services described in this Brochure. 19  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Within our firm we do engage in cross-business referrals from wealth to tax and from tax to wealth for those clients we believe could benefit from the services of other aspects of our firm (bookkeeping services, tax preparation services, wealth and investment management services, financial planning, etc.). While clients of Chatterton & Associates receiving asset management services may choose to use the services of Chatterton Tax, they are under no obligation to do so. Advisors may refer clients to Chatterton Tax for tax consulting services to the extent the firm believes it is in the client’s best interest. This is a conflict of interest. The Advisor does not receive any compensation for the referral or otherwise share in the fees charged for tax consulting services. However, the firm will benefit financially through increased revenue and will also receive introductions of potential asset management clients from Chatterton Tax. If the client wishes to bundle services amongst tax, wealth, and business services, if applicable and available, a contract will be created and authorized by the client and all parties involved. A discount may be offered to clients that utilize all three services. Members of the tax team may be incentivized or compensated for referring tax clients who subsequently become wealth clients. The compensation, in the form of a bonus, will be equal to a flat fee for any new accounts. This compensation is not provided by the client and does not impact the fee paid by the client in any manner. These internal referrals represent a potential conflict of interest as our employees may be inclined to refer clients in order to receive compensation. To mitigate this conflict our Code of Ethics specifies that employees attest to this code at least annually. In addition, all financial advisors, by our internal policy, by their status as CFP Professionals, and their personal ethical standards, are required to act in a fiduciary capacity in dealing with their clients and prospective clients. As fiduciaries they must act in accordance with the best interest of the client and will neither accept a new client referred to by the tax team, nor refer a client to the tax team for tax preparation or bookkeeping services, unless they believe it to be in the best interest of the client or prospective client. In addition, Clients with assets under management valued at over $500,000 through Chatterton may receive tiered amounts that vary and are paid annually based upon the total client assets under management (described below) toward the cost of tax preparation and/or tax analysis services through Chatterton Tax. The benefit is for one tax return preparation (personal or trust) and/or one tax analysis/projection session per calendar year; and may not be used for more than one service per calendar year. Chatterton Tax is a department of Chatterton & Associates. This service is provided as a courtesy and may be altered or discontinued at our discretion. 20  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Assets Under Management Maximum Benefit $500,000 - $1,000,000 $1,000 $1,000,001 - $3,000,000 $2,000 $3,000,001 and above $3,000 Business Solutions: Through Chatterton Business Solutions, a department of Chatterton, we provide profitability and efficiency services to business owners, which include business assessment consultation, cash flow management, product delivery, client experience, converting leads into clients, attracting new clients and revenue, business culture, business valuations, recommendations on how to improve enterprise value, and future transition/exit strategy. Although this is separate and distinct from the asset management services described in this Brochure, some Advisory personnel may also offer business support services. While clients of Chatterton receiving asset management services may choose to use the services of Chatterton Business Solutions, they are under no obligation to do so. Chatterton will refer clients to Business Solutions for profitability and efficiency services to the extent the firm believes it is in the client’s best interest. This is a conflict of interest, however, and Chatterton addresses this conflict by disclosing it in this Brochure and reminding clients that they are under no obligation to engage in either advisory services or Business Solutions services. Fees are determined by the advisor and discussed with the client. If the client wishes to bundle services amongst tax, wealth, and business services, if applicable and available, a contract will be created and authorized by the client and all parties involved. A discount may be offered to clients that utilize all three services. Planning You Can Trust (“PYCT”): Robert Chatterton is the owner of Planning You Can Trust (“PYCT”). PYCT is also a marketing tagline used to emphasize to our clients the importance of obtaining qualified tax and estate planning guidance as part of their wealth management needs. In support of encouraging clients to obtain qualified tax and estate planning services when appropriate and in the client’s best interest, clients are introduced specifically to two different business entities which are unrelated to each other: the Law Offices of James F. Roberts (“Roberts”), which is unrelated to our firm, and Chatterton Tax, a department of our firm. While clients of our firm are not required to use Chatterton Tax or Roberts for their tax or estate planning needs, clients are encouraged to consider doing so in order to facilitate a fully balanced approach to serving their needs. To the extent a client elects to use the services of Chatterton Tax or Roberts, and solely upon the approval of the client, certain relevant confidential information may be shared by our firm with Roberts. Our firm does not receive any compensation from Roberts for the introduction of clients. Our firm may, however, receive introductions of potential clients from Roberts in the normal course of business. Clients should also be aware that our firm has an office sharing arrangement with Roberts. Specifically, Roberts pays rent to occupy space in our office building. These rates are 21  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 either at or slightly below market rental rates but are in no way contingent upon client introductions. If recommended by Chatterton, clients with funded asset management accounts may receive up to $450 paid annually toward the cost of a trust review through the Law Offices of James F. Roberts (“Roberts”). Payment will be made by Chatterton to Roberts directly. This represents one hour of trust review, and the client is responsible for any additional costs incurred through Roberts. Chatterton will only make such recommendation if the client has not had his/her trust reviewed within the past year or the client has experienced financial or life changes that warrant a review. Client should also be aware that at the conclusion of the review, Roberts will provide Chatterton with an update on the current status of client’s estate plan, including a copy of the client’s updated trust and/or information pertaining to the trust review. While the client is under no obligation to use the trust services of Roberts, Chatterton will only pay toward obtaining the trust review through Roberts. This service is provided as a courtesy and may be altered or discontinued at our discretion. The relationships and cross marketing opportunities described above with Roberts presents conflicts of interest. Specifically, our firm could have an incentive to refer clients to Roberts for services in exchange for receiving introductions to new clients and continued rental payments, for example. Our firm also has a conflict in that Chatterton Tax is a department within our firm, and we have a financial incentive to recommend it. These conflicts of interest are addressed by making clients aware of the conflict through this disclosure. In addition, clients should be aware that we take our responsibilities to clients very seriously and will not recommend the services of either Chatterton Tax or Roberts to clients unless we believe it is in the client’s best interest. As a result of our relationship with Osaic, certain of our firm’s representatives receive production bonuses and other things of value such as free or reduced-cost attendance at Osaic’s national sales conference or top producer forums and events. Such compensation is based on overall business produced and/or on the amount of assets serviced. Thus, there is a financial incentive for us to recommend that you establish an SEI account so that we will be compensated. We take our responsibilities to clients very seriously and we will only recommend that clients hire us for management services if we believe it is appropriate and it’s in the client’s best interests. We may periodically receive reimbursements from SEI for marketing related expenses in order to assist us in marketing the advisory services offered by SEI. These marketing-related activities may include, but are not necessarily limited to, client communications, brochures, seminars and other client events. This presents conflict of interest in that we have a financial incentive to recommend that you maintain your account with SEI. However, to the extent we recommend you use SEI for such services, it is because we believe that it is in your best interest to do so, based on the quality and pricing of the executions, benefits of an integrated platform, and other services provided by SEI. 22  (714)572-2050 contactus@chattertoninc.com www.chattertoninc.com 3061 E. La Palma Ave. Anaheim, CA 92806 Item 15. Custody Chatterton does not have custody of client funds or securities. Custody for all assets is maintained at SEI, a qualified custodian. All of our clients receive at least quarterly account statements directly from their custodians. We encourage you to carefully review these statements upon receipt. If an additional copy is needed, please contact our office directly. We encourage our clients to raise any questions with us about the custody, safety or security of their assets. Item 16. Investment Discretion Clients have the option of providing our firm with investment discretion on their behalf, pursuant to an executed investment advisory client agreement. 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 Chatterton does not and will not accept the proxy authority to vote client securities. Clients will receive proxies or other solicitations directly from their custodian or a transfer agent. In the event that proxies are sent to our firm, we will forward them on to you and ask the party who sent them to mail them directly to you in the future. Clients may call, write or email us to discuss questions they may have about particular proxy votes or other solicitations. Item 18. Financial Information Chatterton is required to provide clients with certain information or disclosures about our financial condition. We have no financial commitment that impairs our ability to meet contractual or fiduciary commitments to clients, we do not require the prepayment of more than $1,200 in fees and six or more months in advance, we do not take custody of client funds or securities, and we have not been the subject of a bankruptcy petition. 23