CLARITY WEALTH ADVISORS

Clarity Wealth Advisors, LLC 2160 The Alameda; Suite A San Jose, CA 95126 Telephone: 408-560-3220 Facsimile: 408-560-3221 www.claritywa.com www.claritywealthadvisors.com March 25, 2026 FORM ADV PART 2A BROCHURE This brochure provides information about the qualifications and business practices of Clarity Wealth Advisors. If you have any questions about the contents of this brochure, contact us at 408-560-3220. 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 Clarity Wealth Advisors is available on the SEC's website at Additional www.adviserinfo.sec.gov. Clarity Wealth Advisors is a registered investment adviser. Registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training. 1  Item 2 Summary of Material Changes Form ADV Part 2 requires registered investment advisers to amend their brochure when information becomes materially inaccurate. If there are any material changes to an adviser's disclosure brochure, the adviser is required to notify you and provide you with a description of the material changes. Since our last annual updating amendment dated March 25, 2025, we have not made any material amendments to this Brochure. We will review and update, as needed, our brochure at least annually to make sure that it remains current. If you would like to receive a complete copy of our current brochure free of charge at any time, please contact us at 408-560-3220. 2  Item 3 Table of Contents Item 2 Summary of Material Changes .................................................................................................. 2 Item 3 Table of Contents ...................................................................................................................... 3 Item 4 Advisory Business ..................................................................................................................... 4 Item 5 Fees and Compensation ........................................................................................................... 6 Item 6 Performance-Based Fees and Side-By-Side Management ...................................................... 9 Item 7 Types of Clients ......................................................................................................................... 9 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss ................................................. 9 Item 9 Disciplinary Information ........................................................................................................... 14 Item 10 Other Financial Industry Activities and Affiliations ................................................................ 14 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ........ 15 Item 12 Brokerage Practices .............................................................................................................. 16 Item 13 Review of Accounts ............................................................................................................... 17 Item 14 Client Referrals and Other Compensation ............................................................................ 18 Item 15 Custody ................................................................................................................................. 18 Item 16 Investment Discretion ............................................................................................................ 18 Item 17 Voting Client Securities ......................................................................................................... 19 Item 18 Financial Information ............................................................................................................. 19 Additional Information ......................................................................................................................... 19 3  Item 4 Advisory Business Description of the Advisory Firm Clarity Wealth Advisors, LLC is a Limited Liability Company organized in the State of California. Our firm has been in business since May 2011, and the principal owners of our firm are Parvin Manuchehri and Milind P. Dalal. Portfolio Management Services We offer discretionary portfolio management services and in limited circumstances, we may agree to manage your account(s) on a non-discretionary basis. Our investment advice is tailored to meet our clients’ needs and investment objectives. If you retain our firm for portfolio management services, we will meet with you to determine your investment objectives, risk tolerance, and other relevant information at the beginning of our advisory relationship. We will use the information we gather to develop an investment strategy that enables our firm to give you continuous and focused investment advice and/or to make investments on your behalf in accordance with your risk profile and investing objectives. As part of these services, we may create a custom portfolio for you or we may invest your assets in one or more investment model strategies. These investment models may be proprietary or they may be managed by a third-party manager. In either case, we will monitor your portfolio’s performance on an ongoing basis, and will rebalance the portfolio as required by changes in market conditions and in your financial circumstances. Where appropriate we may also assist you with establishing an account for purposes of holding certain securities. firm based on your If you engage our firm for discretionary portfolio management services, we require you to grant our firm discretionary authority to manage your account. Discretionary authorization will allow us to determine the specific securities, and the number of securities, to be purchased or sold for your account without your approval prior to each transaction. This discretionary authority will also provide our firm with authorization to delegate discretionary management services to other unaffiliated Sub-Advisors selected by our investment objectives and/or determined portfolio strategy. Discretionary authority is granted by the advisory agreement you sign with our firm and the appropriate trading authorization forms. In our sole discretion, we may accept instructions from you that limit our discretionary authority (for example, limiting the types of securities that can be purchased or sold for your account). Such requests must be presented to our firm in writing. If you enter into non- discretionary arrangements with our firm, we will obtain your approval prior to the execution of any transactions for your account(s). You have an unrestricted right to decline to implement any advice provided by our firm on a non-discretionary basis. As part of our investment advisory services, we may recommend that you use the services of a third- party asset manager (“TPAM”) to manage your investment portfolio (or a portion of your investment portfolio). When determining the TPAM to recommend, the client’s best interest will be the main determining factor. Other factors that we take into consideration when making our recommendation(s) include, but are not limited to, the TPAM's services, performance, investment strategies, fees, and other added value that we believe will benefit our clients. In addition to our ongoing monitoring of your portfolio, we will assist you in completing the necessary paperwork and agreements required by the recommended TPAM. We will also be responsible for collecting and maintaining information on each client's financial circumstances, and communicating such information to the TPAM as may be necessary in efforts to ensure that portfolio allocations are aligned with each client's investment objectives. We will provide you the TPAM's disclosure brochure and other information as may be required. In most instances, clients will be required to sign an agreement directly with the TPAM. 4  We do not sponsor a wrap fee program, but the recommended TPAM may provide a wrap fee program as part of their program. Please refer to the TPAM's disclosure brochure for more information. For information on our methods of analysis, investment strategies, and how we might manage your account(s), please see Item 8 (Methods of Analysis, Investment Strategies and Risk of Loss section) of this Disclosure Brochure. Financial Planning Services We provide financial planning services as a stand-alone service that generally involves a variety of services regarding the management of the client's financial resources based upon an analysis of their individual needs. If you retain our firm for these services, we will meet with you to gather information about your financial circumstances and objectives. As required, we will conduct follow-up interviews for the purpose of reviewing and/or collecting additional financial data. Once such information has been reviewed and analyzed, we will provide you with our recommendations designed to help you achieve your stated financial goals and objectives. financial situation at the Our recommendations are based on your time we provide our recommendations, and on the financial information you provide to our firm. You will always have the right to accept or reject our recommendations. All terms of the engagement, including specific services to be performed, will be evidenced in a written agreement between you and our firm. Portfolio Consulting Services As part of our investment advisory services, we may recommend that you use the services of a third- party asset manager ("TPAM") to manage all, or a portion of, your investment portfolio with discretionary trading authority. When determining the TPAM platform to recommend, the client’s best interest will be the main determining factor. Other factors that we take into consideration when making our recommendation(s) may include, but are not limited to, the following: the TPAM's performance, methods of analysis, fees, your financial needs, investment goals, risk tolerance, and investment objectives. the TPAM with any changes in your If we recommend a TPAM to you for management services, we will serve as the Primary Adviser and will act as your liaison with the TPAM. We may also be responsible for: helping you complete the necessary paperwork of the TPAM; communicating your investment objectives to the TPAM; providing financial ongoing services and support; updating circumstances; reviewing monthly and/or quarterly statements provided by the TPAM; and, where applicable, delivering the Privacy Notice and required notices and/or disclosure documents (for instance, Form CRS and Form ADV Part 2) of the TPAM to you. We also monitor the TPAM's performance to ensure its management and investment style remains aligned with your investment goals and objectives. You must notify our firm immediately if your financial circumstances and/or investment objectives change from what has already been disclosed to our firm. You may be required to sign an agreement directly with the recommended TPAM. You are never under any obligation to engage the services of any TPIA that we recommend. Pension Consulting Services We offer pension consulting services to employee benefit plans and their fiduciaries based upon the needs of the plan and the services requested by the plan sponsor or named fiduciary. In general, these services may include an existing plan review and analysis, plan-level advice regarding fund selection and investment options, education services to plan participants, investment performance monitoring, and/or ongoing consulting. The ultimate decision to act on behalf of the plan generally remains with the plan sponsor or other named fiduciary. 5  We may also assist with participant enrollment meetings and provide investment-related educational seminars to plan participants on such topics as: Diversification; Asset allocation; Risk tolerance; and Time horizon. Our educational seminars may include other investment-related topics specific to the particular plan. We may also provide additional types of pension consulting services to plans on an individually negotiated basis. All services, whether discussed above or customized for the plan based upon requirements from the plan fiduciaries (which may include additional plan-level or participant- level services) shall be detailed in a written agreement and be consistent with the parameters set forth in the plan documents. the Investment Advisers Act of 1940, and we are not subject In providing services to a Plan and/or Participants, our status is that of an investment adviser registered under to any disqualifications under Section 411 of ERISA. To the extent we perform fiduciary services, we are acting as a fiduciary of the Plan as defined in Section 3(21) under ERISA. Assets Under Management As of January 31, 2026, we provide continuous management services for approximately $732,949,271 in client assets on a discretionary basis. We do not currently manage client assets on a non- discretionary basis. Item 5 Fees and Compensation Portfolio Management Services Our annualized fee for portfolio management services is typically based on a percentage of your assets we manage, and is based on the following blended- tiered fee schedule.** Assets Under Management Up to $2,000,000 $2,000,001 - $3,000,000 $3,000,001 - $4,000,000 $4,000,001 - $5,000,000 Above $5,000,000 Maximum Annualized Fee*** 1.25% 0.90% 0.85% 0.80% 0.75% *In general, we require a minimum of $500,000 to establish a managed account. However, in our sole discretion, we may accept accounts that do not meet our minimum account requirement. **For example, the applicable management fee for a client with $3,500,000 in portfolio assets would be as follows: the first $2,000,000 would be billed at an annual rate of 1.25%; the next $1,000,000 would be billed at an annual rate of 0.90%, and the remaining $500,000 would be billed at an annual rate of 0.85%. ***Adjustments will be made on a pro-rata basis for single transactions involving deposits and/or withdrawals more than $100,000 during the billing period (quarter). While our portfolio management fees are generally based on the tiered fee schedule noted above, we may negotiate management fees that are based on a flat percentage of assets under management. In these instances, our maximum annual fee will not exceed the percentages and corresponding fee break points disclosed in the tiered fee schedule above. Our annual portfolio management fee is billed and payable quarterly in advance based on the value of your account on the last business day of the previous quarter. 6  If the portfolio management agreement is executed at any time other than the first day of a calendar quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in proportion to the number of days in the quarter for which you are a client. Our advisory fee is negotiable, depending on individual client circumstances. At our discretion, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts. Combining account values may increase the asset total, which may result in your paying a reduced advisory fee based on the available breakpoints in our fee schedule stated above. Our fees for portfolio management services will be deducted directly from your account through the qualified custodian holding your funds and securities. We will deduct our advisory fee only when you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all disbursements from your account, and you should review all statements for accuracy. If you have any questions about the statement(s) you receive from the qualified custodian, please call our main office number located on the cover page of this Disclosure Brochure. In instances where you have acted on our recommendation to engage a TPAM (third-party asset manager), the TPAM will generally charge you a percentage of assets under management fee that is separate and apart from our portfolio management fee. Clients will typically enter into an agreement directly with the TPAM, and clients should carefully review that agreement along with the TPAM's disclosure brochure for specific information regarding the terms of their engagement with the TPAM. Clients will incur additional fees and should consider the total cost. Our agreement for services will continue in effect until terminated by either party upon 30-days' written notice to the other party. You will incur a pro rata charge for services rendered prior to the termination of the agreement, which means you will incur advisory fees only in proportion to the number of days in the quarter for which you are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees. Financial Planning Services We provide financial planning services on a fixed fee basis with our fees ranging up to $5,000. These fees are generally due within 30 days of the inception of the engagement, but we reserve the right to negotiate other fee-paying arrangements. The financial plan and related recommendations will be delivered within six months (typically sooner) from the inception of the engagement. For these relationships, we offer complimentary, ongoing consulting services for a period no later than twelve months from the date of contract. The financial planning engagement will renew automatically pursuant to the Financial Planning Agreement on the one-year anniversary unless terminated by the client. If the Financial Planning Agreement is renewed, we will prepare an updated written financial plan for the same fixed fee (unless negotiated otherwise), which will be due within 30 days of the one-year anniversary date. In our sole discretion, we may negotiate our fee and fee-paying arrangements depending on the client's individual circumstances. All terms of our engagement, including the fee and how the fee is payable, will be evidenced in the written agreement that you sign with our firm. We will offset our financial planning fees to the extent you implement our recommendations through our portfolio management services within 90 days from the inception of the financial planning engagement. 7  Either party may terminate the engagement by providing written notice to the other party. You will incur a pro rata charge for services rendered prior to the termination of the agreement. If advanced fee- paying arrangements are negotiated and we have received pre-paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees. Portfolio Consulting Services Our annualized fee for Portfolio Consulting services ranges up to 0.50% of your portfolio assets. Our fee for this service is billed quarterly in arrears. Our fees will be assessed pro rata in the event that the advisory agreement is executed at any time other than the first day of a billing period. In addition to our fee, you will be a separate fee to the TPAM in accordance with the agreement you enter into directly with the TPAM. These fees may or may not be negotiable. You may terminate the portfolio consulting agreement upon written notice to our firm. In the event the portfolio consulting engagement is terminated, no further payments are due so long as the client has paid all invoices in full. Pension Consulting Services Our advisory fee for pension consulting services is based on our portfolio management fee schedule noted above (see tiered fee schedule under Item 5 - Portfolio Management Services). This fee may be negotiated with the plan sponsor or named fiduciary on a case-by-case basis. Our fee is typically billed quarterly in advance based on the value of plan assets on the last day of the previous quarter, but we may negotiate other fee-paying arrangements depending on the individual needs of the plan. Either party to the pension consulting engagement may terminate the agreement upon 30-days' written notice to the other party. The pension consulting fees will be pro-rated for the quarter in which the termination notice is given and, if applicable, any unearned fees will be refunded to the client. The services we provide and the compensation we receive for such services are described in this Disclosure Brochure, and in the service agreement that you sign with our firm. We do not reasonably expect to receive any other compensation, direct or indirect, for the services we provide to the Plan or Participants unless we are retained under a separate engagement. If we receive any other compensation for such services, we will (i) offset the compensation against our stated fees, and (ii) we will promptly disclose the amount of such compensation, the services rendered for such compensation and the payer of such compensation to you. Additional Fees and Expenses As part of our investment advisory services to you, we may invest, or recommend that you invest, in mutual funds and exchange-traded funds. The fees that you pay to our firm for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or exchange- traded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You generally will also incur transaction charges and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. We do not share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange-traded funds, our firm, and others. For information on our brokerage practices, please refer to Item 12 (Brokerage Practices section) of this Disclosure Brochure. 8  Compensation for the Sale of Securities or Other Investment Products Certain Executive officers and other Associated Persons of our firm are licensed as independent insurance agents. These persons will earn commission-based compensation for selling insurance products, including insurance products they sell to our clients. Insurance commissions earned by these persons are separate from and in addition to our advisory fees. The sale of insurance instruments and other commissionable products offered by Associated Persons are intended to complement our advisory services. However, this practice presents a conflict of interest because persons providing investment advice on behalf of our firm who are insurance agents have an incentive to recommend insurance products to you for the purpose of generating commissions rather than solely based on your needs. We address this conflict of interest by recommending insurance products only where we, in good faith, believe that it is appropriate for the client’s particular needs and circumstances and only after a full presentation of the recommended insurance product to our client. Clients to whom the firm offers advisory services are informed that they are under no obligation to purchase insurance services. Clients who do choose to purchase insurance services are under no obligation to use our licensed Associated Persons and may use the insurance brokerage firm and agent of their choice. Item 6 Performance-Based Fees and Side-By-Side Management We do not accept performance-based fees or participate in side-by-side management. Performance- based fees are fees that are based on a share of capital gains or capital appreciation of a client’s account. Side-by-side management refers to the practice of managing accounts that are charged performance-based fees while at the same time managing accounts that are not charged performance- based fees. Our fees are calculated as described in the Fees and Compensation section (Item 5 of this Disclosure Brochure) above, and are not charged on the basis of a share of capital gains upon, or capital appreciation of, the funds in your advisory account. Item 7 Types of Clients We typically offer investment advisory services to individuals (including high-net worth individuals), pension and profit-sharing plans, trusts, estates, charitable organizations, corporations, and other business entities. Generally, we require a minimum account size of $500,000 to open and maintain an advisory account with our firm, but we may waive or lower this minimum requirement in our sole discretion. Additionally, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts to meet the stated minimum. Item 8 Methods of Analysis, Investment Strategies and Risk of Loss Our Methods of Analysis and Investment Strategies We may use one or more of the following methods of analysis or investment strategies when providing investment advice to you: Technical Analysis - involves studying past price patterns, trends and interrelationships in the financial markets to assess risk-adjusted performance and predict the direction of both the overall market and specific securities. 9  The risk of market timing based on technical analysis is that our analysis may not accurately detect anomalies or predict future price movements. Current prices of securities may reflect all information known about the security and day-to-day changes in market prices of securities may follow random patterns and may not be predictable with any reliable degree of accuracy. Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a company's financial statements, details regarding the company's product line, the experience and expertise of the company's management, and the outlook for the company and its industry. The resulting data is used to measure the true value of the company's stock compared to the current market value. The risk of fundamental analysis is that information obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the basis for a stock's value. If securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in favorable performance. Long-Term Purchases - securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Using a long-term purchase strategy generally assumes the financial markets will go up in the long- term which may not be the case. There is also the risk that the segment of the market that you are invested in or perhaps just your particular investment will go down over time even if the overall financial markets advance. Purchasing investments long-term may create an opportunity cost - "locking-up" assets that may be better utilized in the short-term in other investments. Short-Term Purchases - securities purchased with the expectation that they will be sold within a relatively short period of time, generally less than one year, to take advantage of the securities' short- term price fluctuations. Using a short-term purchase strategy generally assumes that we can predict how financial markets will perform in the short-term which may be very difficult and will incur a disproportionately higher amount of transaction costs compared to long-term trading. There are many factors that can affect financial market performance in the short-term (such as short-term interest rate changes, cyclical earnings announcements, etc.) but may have a smaller impact over longer periods of times. Option Writing – an option is the right either to buy or sell a specified amount or value of a particular underlying investment instrument at a fixed price (i.e. the “exercise price”) by exercising the option before its specified expiration date. Options giving you the right to buy are called “call” options. Options giving you the right to sell are called “put” options. When trading options on behalf of a client, we generally use covered options. Covered options involve options trading when you own the underlying instrument on which the option is based. Investments in options contracts have the risk of losing value in a relatively short period of time. Option contracts are leveraged instruments that allow the holder of a single contract to control many shares of an underlying stock. This leverage can compound gains or losses. Margin Transactions – margin strategies allow an investor to purchase securities on credit and to borrow on securities already in their custodial account. Interest is charged on any borrowed funds for the period that the loan is outstanding. When you purchase securities, you may pay for the securities in full or you may borrow part of the purchase price from your broker-dealer. If you intend to borrow funds in connection with your account, you will be required to open a margin account, which will be carried by the broker-dealer of your account. The securities purchased in such an account are the broker-dealer’s collateral for its loan to you. If the securities in a margin account decline in value, the value of the 10  collateral supporting this loan also declines, and, as a result, a brokerage firm is required to take action, such as issue a margin call and/or sell securities or other assets in your accounts, in order to maintain necessary level of equity in the account. It is important that you fully understand the risks involved in trading securities on margin, which are applicable to any margin account that you may maintain, including any margin Account that may be established as a part of our advisory services and held by your broker-dealer. These risks include the following: • You can lose more funds than you deposit in your margin account. • The broker-dealer can force the sale of securities or other assets in your account. • The broker-dealer can sell your securities or other assets without contacting you. • You may not be able to choose which securities or other assets in your margin account are liquidated or sold to meet a margin call. • The broker-dealer may move securities held in your cash account to your margin account and pledge the transferred securities. • You may not be entitled to an extension of time on a margin call. General Approach Our investment strategies and advice may vary depending upon each client's specific financial situation. As such, we determine investments and allocations based upon your predefined objectives, risk tolerance, time horizon, financial horizon, financial information, liquidity needs, and other various suitability factors. Your restrictions and guidelines may affect the composition of your portfolio. Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is in no way an indication of future performance. Other Risk Considerations When evaluating risk, financial loss may be viewed differently by each client and may depend on many different risks, each of which may affect the probability and magnitude of any potential losses. The following risks may not be all-inclusive, but should be considered carefully by a prospective client before retaining our services. Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high volatility or lack of active liquid markets. You may receive a lower price or it may not be possible to sell the investment at all. Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and sovereign fixed income or bonds. A bond issuing entity can experience a credit event that could impair or erase the value of an issuer’s securities held by a client. Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of a client’s future interest payments and principal. Inflation also generally leads to higher interest rates which may cause the value of many types of fixed income investments to decline. Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an unforeseen event, for example, the loss of your job. This may force you to sell investments that you were expecting to hold for the long term. If you must sell at a time that the markets are down, you may 11  lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for people who are retired, or are nearing retirement. Cybersecurity Risks: Our firm and our service providers are subject to risks associated with a breach in cybersecurity. Cybersecurity is a generic term used to describe the technology, processes, and practices designed to protect networks, systems, computers, programs, and data from cyber-attacks and hacking by other computer users, and to avoid the resulting damage and disruption of hardware and software systems, loss or corruption of data, and/or misappropriation of confidential information. In general, cyber-attacks are deliberate; however, unintentional events may have similar effects. Cyber- attacks may cause losses to clients by interfering with the processing of transactions, affecting the ability to calculate net asset value, or impeding or sabotaging trading. In addition, clients could be exposed to losses as a result of the unauthorized use of their personal information. While our firm has established business continuity plans, incident response plans, and systems designed to prevent cyber-attacks, there are inherent limitations in such plans and systems, including the possibility that certain risks have not been identified. Cryptocurrency Risk*: Cryptocurrency (e.g., bitcoin and ether), often referred to as “virtual currency”, “digital currency,” or “digital assets,” is designed to act as a medium of exchange. Cryptocurrency is an emerging asset class. Certain of the firm’s clients may have exposure to bitcoin or another cryptocurrency, directly or indirectly through an investment such as an ETF or other investment vehicles. Cryptocurrency operates without central authority or banks and is not backed by any government. Cryptocurrencies may experience very high volatility and related investment vehicles may be affected by such volatility. As a result of holding cryptocurrency, certain of the firm’s clients may also trade at a significant premium or discount to NAV. Cryptocurrency is also not legal tender. Federal, state or foreign governments may restrict the use and exchange of cryptocurrency, and regulation in the U.S. is still developing. The market price of many cryptocurrencies, including bitcoin, has been subject to extreme fluctuations. Cryptocurrency exchanges and other trading venues on which cryptocurrencies trade are relatively new and, in most cases, largely unregulated and may therefore be more exposed to fraud and failure than established, regulated exchanges for securities, derivatives and other currencies. The SEC has issued a public report stating U.S. federal securities laws require treating some digital assets as securities. *Aside from documented client instruction, Clarity Wealth Advisors does not recommend or invest directly in cryptocurrencies. This disclosure is provided to assist clients with understanding some of the risks associated with these types of investments should clients make such investments on their own. Artificial Intelligence ("AI") Risk: We may rely on programs and systems that utilize AI, machine learning, probabilistic modeling, and other data science technologies ("AI Tools") when delivering our services. AI Tools may be used to record and transcribe client meetings. Clients should note that AI Tools are highly complex, and are known to have been flawed, hallucinate, reflect biases included in the data on which such tools are trained, be of poor quality, or be otherwise harmful. The U.S. and global legal and regulatory environment relating to the use of AI Tools is uncertain and rapidly evolving, and could require changes in the firm’s implementation of AI Tools and increase compliance costs and the risk of non-compliance. Further, the firm may rely on AI Tools developed by third parties, and the firm has limited control over the accuracy and completeness of such AI Tools. Clients who do not want us to record their meetings have the option to opt out at the time of the meeting. Securities Backed Lines of Credit (SBLOCs): SBLOCs are non-purpose loans where you pledge assets in your account as collateral in return for a loan. The loan proceeds can be used for purposes other than to purchase or trade securities. Depending on your objectives, we can help you apply for a SBLOC. This can be a strategic alternative to liquidating assets to pay for unexpected expenses, a business opportunity, or a personal goal, any of which could trigger capital gain taxes. While we do not 12  receive a fee for arranging these loans, our assistance in this process presents a conflict of interest, as we have an incentive for you to maintain these assets in your account instead of liquidating them, as liquidation could decrease the asset-based fees that we earn for managing your account. To address this conflict, we only make recommendations to obtain such loans when we believe obtaining a SBLOC is in the best interests of clients. Clients should note that they retain the ultimate decision to obtain such loans. The following are some of the primary risks associated with obtaining a SBLOC: • Interest rate payments on the principal balance of the loan are not fixed and may increase; • If the value of the securities pledged as collateral decrease, you will be liable for any deficiency; • The lender can force the sale or liquidation of securities held as collateral without contacting you in advance to meet collateral requirements and you are not entitled to choose which securities are liquidated or sold; • You are only entitled to draw on the line to the extent there is credit availability; and • There may be additional risks when money funds or similar investments may produce less interest income or other yield than the interest you are paying on the loan. We urge our clients to carefully read all disclosures and agreements prior to entering into an SBLOC or non-purpose loan. While we can assist in the application process, we are not involved in the approval process. Recommendation of Particular Types of Securities We recommend various types of securities and we do not primarily recommend one particular type of security over another since each client has different needs and different tolerance for risk. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all of the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with the investment. A description of the types of securities we may recommend to you and some of their inherent risks are provided below. Risks Associated with Investing in Equities: Investments in equities generally refer to buying shares of stocks by an individual or firm in return for receiving a future payment of dividends and capital gains if the value of the stock increases. There is an innate risk involved when purchasing a stock that it may decrease in value and the investment may incur a loss. Risks Associated with Fixed Income: When investing in bonds, there is the risk that the issuer will default on the bond and be unable to make payments. Further, individuals who depend on set amounts of periodically paid income face the risk that inflation will erode their spending power. Fixed-income investors receive set, regular payments that face the same inflation risk. Risks Associated with Investing in Mutual Funds: Mutual funds are professionally managed collective investment systems that pool money from many investors and invest in stocks, bonds, short-term money market instruments, other mutual funds, other securities, or any combination thereof. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. While mutual funds generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates on a particular type of security (i.e., equities) rather than balancing the fund with different types of securities. The returns on mutual funds can be reduced by the costs to manage the funds. In addition, while some mutual funds are “no load” and charge no fee to buy into, or sell out of, other types of mutual funds do charge such fees which can also reduce returns. 13  Risks Associated with Investing in Exchange Traded Funds (ETF): Investing in ETFs carries the risk of capital loss (sometimes up to a 100% loss in the case of a stock holding bankruptcy). Investments in these securities are not guaranteed or insured by the FDIC or any other government agency. Detailed information about the risks associated with each ETF is provided in the relevant ETF’s prospectus. Risks Associated with Investing in Options: Transactions in options carry a high degree of risk. A relatively small market movement will have a proportionately larger impact, which may work for or against the investor. The placing of certain orders, which are intended to limit losses to certain amounts, may not be effective because market conditions may make it impossible to execute such orders. Selling ("writing" or "granting") an option generally entails considerably greater risk than purchasing options. Although the premium received by the seller is fixed, the seller may sustain a loss well in excess of that amount. The seller will also be exposed to the risk of the purchaser exercising the option and the seller will be obliged either to settle the option in cash or to acquire or deliver the underlying investment. If the option is "covered" by the seller holding a corresponding position in the underlying investment or a future on another option, the risk may be reduced. Risks Associated with Investing in Alternative Investments: We may recommend to qualified clients the use of alternative investments such as investments in real estate, private equity, or hedge funds. We may also recommend a direct investment into a private company. Investments in such “alternative assets” are generally illiquid, which will impair the ability of the client to exit such investments in times of adversity. Alternative investments may utilize highly speculative investment techniques, including leverage, highly concentrated portfolios, senior and/or subordinated securities positions, control positions and illiquid investments. In addition, they may utilize derivative instruments to attempt to hedge the risks associated with certain of their investments. Transactions in such derivative instruments may expose the assets of investment funds to the risks of material financial loss, which may in turn adversely affect the financial results of the client. Alternative Investments and Private Placements As part of our firm's investment philosophy, we may also recommend to certain qualified clients to invest in private investments, including, but not limited to, private placements, limited partnerships, limited liability companies, alternative investments or private funds. Private investments should be considered to contain an above average amount of risk and the loss of principal is high. These types of investments are generally recommended only as long-term investments as they may be considered illiquid in nature, and clients should be prepared for any investment in these funds to be inaccessible for a prolonged period. To the extent applicable, clients will be provided the required legal investment documentation and must sign documents outside the scope of our firm's investment advisory agreement. These documents may include, but are not limited to: Private Placement Memorandum; Subscription Agreement; Operating Agreement; and/or, Limited Partnership Agreement. Item 9 Disciplinary Information We are required to disclose the facts of any legal or disciplinary events that are material to a client's evaluation of our advisory business or the integrity of our management. We do not have any required disclosures under this item. Item 10 Other Financial Industry Activities and Affiliations Broker-Dealer Registered Representative -- Licensed Insurance Agency / Agents We do not have any financial industry activities, affiliations or relationships that are material to our advisory business or to our advisory clients except as listed below. 14  In addition to being registered as an investment adviser, our firm is also licensed as an insurance agency with the State of California and does business under Clarity Insurance Solutions, LLC, a fictitious business name registered with the State of California. IARs of our firm may also be licensed as independent insurance agents, and they will earn commission-based compensation for selling insurance products. Please refer to the Fees and Compensation section (Item 5 of this Disclosure Brochure) above for additional disclosures on these outside capacities. Any material conflicts of interest between you and our firm, or our employees are disclosed in this Disclosure Brochure. If at any time, additional material conflicts of interest develop, we will provide you with written notification of the material conflicts of interest or an updated Disclosure Brochure. Recommendation of Other Advisers We may recommend that you use a third-party asset manager (“TPAM”) based on your needs and suitability. In these instances, you will sign an agreement directly with our firm, and a separate agreement directly with the TPAM. Our fees are separate and apart from any fees imposed by the TPAM, but the TPAM may debit the combined fee (our fee in addition to the TPAM's fee) and distribute our portion of the fee to us. Clients are not obligated, contractually or otherwise, to use the services of any TPAM we recommend. Please refer to the Advisory Business section above for additional disclosures on this topic. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Description of Our Code of Ethics We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code of Ethics includes guidelines for professional standards of conduct for persons associated with our firm. Our goal is to protect your interests at all times and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with you. All persons associated with our firm are expected to adhere strictly to these guidelines. Persons associated with our firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, non-public information about you or your account holdings by persons associated with our firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this brochure. Participation or Interest in Client Transactions Neither our firm nor any persons associated with our firm have any material financial interest in client transactions beyond the provision of investment advisory services as disclosed in this brochure. Certain investment adviser representatives ("IARs") or related persons of the firm may invest in private investment opportunities, including private funds, side-by-side with advisory clients. These private investments are made solely by the IAR, and not our firm, and such investments are not solicited or recommended to advisory clients. Clarity Wealth Advisors does not receive any compensation or economic benefit from these private investments, and does not participate in or recommend such investments. Personal Trading Practices Our firm or persons associated with our firm may buy or sell the same securities that we recommend to 15  you or securities in which you are already invested. A conflict of interest exists in such cases because we may have the ability to trade ahead of you and potentially receive more favorable prices than you will receive. In efforts to mitigate this conflict of interest, it is our policy that neither our firm nor persons associated with our firm shall have priority over your account in the purchase or sale of securities. As a fiduciary, it is our firm's obligation to act in our client's best interest. Item 12 Brokerage Practices Brokerage Practices While you are free to choose any broker-dealer/custodian or other service provider, clients engaging our firm for portfolio management services must open one or more custodian accounts in their own name at an independent custodian with which we have an existing relationship. In recommending a broker-dealer/custodian we will endeavor to recommend those brokers or dealers that will provide quality services at reasonable fees. The reasonableness of such fees is based on several factors, including the broker's ability to provide professional services, competitive commission rates, volume discounts, execution price negotiations, the custodian's reputation, execution capabilities, and responsiveness to our clients. Clarity Wealth Advisors, LLC maintains brokerage/custodial relationships with Fidelity Brokerage Services LLC ("Fidelity") and/or Charles Schwab & Co., Inc. ("Schwab"), among others. These firms were chosen based on their relatively low transaction fees and access to mutual funds and ETFs. Clarity Wealth Advisors, LLC will never charge a premium or commission on transactions, beyond the actual cost imposed by the acting Custodian. We generally do not allow clients to instruct our firm to use one or more particular brokers for the transactions in their accounts. If you choose to direct our firm to use a particular broker, and we accept such appointment, you should understand that this might prevent our firm from aggregating trades with other client accounts and/or otherwise prevent our firm from obtaining favorable net price and execution. Thus, when directing brokerage business, you should consider whether the commission expenses, execution, clearance, and settlement capabilities that you will obtain through your selected broker-dealer/custodian are adequately favorable in comparison to those that we would otherwise obtain for you. Research and Other Soft Dollar Benefits As a registered investment adviser, we may have access to research products and services from your account custodian and/or other brokerage firm. These products may include financial publications, information about particular companies and industries, research software, and other products or services that provide lawful and appropriate assistance to our firm in the performance of our investment decision-making responsibilities. Such research products and services are provided to all investment advisers that utilize the service platforms of these firms and considered a benefit to our firm, but are not considered to have been paid with soft dollars. To the extent our firm receives any research products and/or services from your acting custodian/broker-dealer, a conflict of interest arises in that such research and/or services might not directly benefit client accounts. In effort to mitigate this conflict of interest it is our firm's policy to use such research or services to assist in making investment decisions on behalf of client accounts or to assist with our overall responsibility for servicing client accounts, respectively. Clients should also be aware that the commissions charged by a particular broker-dealer for a particular transaction or set of transactions may be greater than the amounts another broker who did not provide research services or products might charge. As a registered investment adviser our firm and representatives of our firm have a fiduciary duty to act in our client's best interest. 16  Brokerage for Client Referrals We do not receive client referrals from broker-dealers in exchange for cash or other compensation, such as brokerage services or research. Trade Errors In the event a trading error occurs in your account that we are responsible for, our policy is to restore your account to the position it should have been in had the trading error not occurred. Depending on the circumstances, corrective actions may include canceling the trade, adjusting an allocation, and/or reimbursing the account. Block Trades We may combine multiple orders for shares of the same securities purchased for advisory accounts we manage (this practice is commonly referred to as "block trading"). We will then distribute a portion of the shares to participating accounts in a fair and equitable manner. The distribution of the shares purchased is typically proportionate to the size of the account, but it is not based on account performance or the amount or structure of management fees. Accounts owned by our firm or persons associated with our firm may participate in block trading with your accounts; however, they will not receive preferential treatment. Our firm's strict policy that neither our firm nor persons associated with our firm shall have priority over your account in the purchase or sale of securities or investment products. Where we block trade accounts, we do so only for discretionary accounts. We do not combine orders for non-discretionary accounts. Accordingly, non-discretionary accounts may pay different costs than discretionary accounts pay. If you enter into non-discretionary arrangements with our firm, we may not be able to buy and sell the same quantities of securities for you and you may pay higher commissions, fees, and/or transaction costs than clients who enter into discretionary arrangements with our firm. Item 13 Review of Accounts including, but not limited to: contributions and withdrawals; year-end Portfolio Management Parvin Manuchehri and/or Milind Dalal, Investment Adviser Representatives of our firm, will monitor your accounts on an ongoing basis and will generally conduct account reviews on a quarterly basis, but no less than annually, in efforts to ensure the advisory services provided to you are consistent with your investment needs and objectives. Additional reviews may be conducted based on various circumstances, tax planning; market moving events; security specific events; and/or, changes in your risk/return objectives. Clients will receive trade confirmations and at least quarterly statements from their account custodian. Financial Planning Services For those clients whom we provide personal financial planning services, reviews are conducted on an as-needed basis or as agreed upon in the Financial Planning Agreement. If you engage us for these services, Parvin Manuchehri and/or Milind Dalal will review your financial plan or current circumstances as needed, depending on the arrangements made with you at the inception of your advisory relationship. If the Financial Planning Agreement is renewed, we will prepare an updated written financial plan pursuant to the Financial Planning Agreement. While we recommend meeting with you at least annually, additional reviews will be conducted upon your request. To the extent we provide any written reports, such reports and/or financial plans will be rendered as part of the negotiated services. 17  Portfolio Consulting Services Parvin Manuchehri and/or Milind Dalal, Investment Adviser Representatives of our firm will monitor your accounts on an ongoing basis and will conduct account reviews at least annually in efforts to ensure the TPAM's performance and portfolio allocations are consistent with your investment needs and objectives. Item 14 Client Referrals and Other Compensation We do not receive any compensation from any third party in connection with providing investment advice to you nor do we compensate any individual or firm for client referrals. firm's Please refer to Item 10 of this Brochure for more information on outside business activities involving our Investment Advisor Representatives where such persons might receive additional compensation beyond our advisory fees. Item 15 Custody We do not have physical custody of any client funds and/or securities. However, where clients grant us written authorization to deduct advisory fees from their account(s), we are deemed to have custody over client funds or securities limited to the deduction of advisory fees. With respect to third party standing letters of authorization (“SLOA”) where a client grants us authority to direct custodians to disburse funds to one or more third party accounts, we are deemed to have custody pursuant to Rule 206(4)-2 (the “Custody Rule”). We have taken steps to have controls and oversight in place to comply with the no-action letter issued by the SEC on February 21, 2017 (the “SEC no-action letter”). We are not required to comply with the surprise examination requirements of the Custody Rule if we comply with the representations noted in the SEC no-action letter. Where our firm acts pursuant to a SLOA, we believe we are making a good faith effort to comply with the representations noted in the SEC no-action letter. Additionally, since many of the representations noted in the SEC no-action letter involve the qualified custodian’s operations, we will collaborate closely with our custodian(s) to ensure that the representations are met. Your funds and securities will be held with a bank, broker-dealer, or other independent, qualified custodian. You will receive account statements from the independent, qualified custodian(s) holding your funds and securities at least quarterly. The account statements from your custodian(s) will indicate the amount of our advisory fees deducted from your account. You should carefully review account statements for accuracy. If you have questions regarding your account or if you did not receive a statement from your custodian, please contact us. Item 16 Investment Discretion If you engage our firm for discretionary portfolio management services, we require you to grant our firm discretionary authority to manage your account. Discretionary authorization will allow us to determine the specific securities, and the number of securities, to be purchased or sold for your account without your approval prior to each transaction. This discretionary authority will also provide our firm with authorization to delegate discretionary management services to other unaffiliated Sub-Advisors selected by our firm based on your investment objectives and portfolio strategy. Discretionary authority is granted by the advisory agreement you sign with our firm and the appropriate trading authorization forms. In our sole discretion, we may accept instructions from you that limit our discretionary authority (for example, limiting the types of securities that can be purchased or sold for your account). Such requests must be presented to our firm in writing. 18  If you enter into non-discretionary arrangements with our firm, we will obtain your approval prior to the execution of any transactions for your account(s). You have an unrestricted right to decline to implement any advice provided by our firm on a non-discretionary basis. Item 17 Voting Client Securities We will not vote proxies on behalf of your advisory accounts. At your request, we may offer you advice regarding corporate actions and the exercise of your proxy voting rights. If you own shares of applicable securities, you are responsible for exercising your right to vote as a shareholder. In most cases, you will receive proxy materials directly from the account custodian. However, in the event we were to receive any written or electronic proxy materials, we would forward them directly to you by mail, unless you have authorized our firm to contact you by electronic mail, in which case, we would forward any electronic solicitations to vote proxies. Item 18 Financial Information The following are disclosures required by the Form ADV Instructions: Our firm does not have any financial condition or impairment that would prevent us from meeting our contractual commitments to you. We do not take physical custody of client funds or securities, or serve as trustee or signatory for client accounts, and, we do not require the prepayment of more than $1,200 in fees for services not performed within six months. Therefore, we are not required to include a financial statement with this Disclosure Brochure. We have not filed a bankruptcy petition at any time in the past ten years. Additional Information Your Privacy We view protecting your private information as a top priority. Pursuant to applicable privacy requirements, we have instituted policies and procedures to ensure that we keep your personal information private and secure. We do not disclose any non-public personal information about you to any non-affiliated third parties, except as permitted by law. In the course of servicing your account, we may share some information with our service providers, such as transfer agents, custodians, broker-dealers, accountants, consultants, and attorneys. We restrict internal access to non-public personal information about you to employees, who need that information in order to provide products or services to you. We maintain physical and procedural safeguards that comply with regulatory standards to guard your non-public personal information and to ensure our integrity and confidentiality. We will not sell information about you or your accounts to anyone. We do not share your information unless it is required to process a transaction, at your request, or required by law. You will receive a copy of our privacy notice prior to or at the time you sign an advisory agreement with our firm. Thereafter, we will deliver a copy of the current privacy policy notice to you on an annual basis. Contact our main office at the telephone number on the cover page of this Disclosure Brochure if you have any questions regarding this policy. If you decide to close your account(s) we will adhere to our privacy policies, which may be amended from time to time. 19  If we make any substantive changes in our privacy policy that would further permit or require disclosures of your private information, we will provide written notice to you. Where the change is based on permitted disclosures, you will be given an opportunity to direct us as to whether such disclosure is acceptable. Where the change is based on required disclosures, you will only receive written notice of the change. You may not opt out of the required disclosures. If you have questions about our privacy policies contact our main office at the telephone number on the cover page of this Disclosure Brochure and ask to speak to the Chief Compliance Officer. Class Action Lawsuits We do not determine if securities held by you are the subject of a class action lawsuit or whether you are eligible to participate in class action settlements or litigation nor do we initiate or participate in litigation to recover damages on your behalf for injuries as a result of actions, misconduct, or negligence by issuers of securities held by you. IRA Rollover Considerations As part of our investment advisory services to you, we may recommend that you withdraw the assets from your employer's retirement plan and roll the assets over to an individual retirement account ("IRA") that we will manage on your behalf. If you elect to roll the assets to an IRA that is subject to our management, we will charge you an asset-based fee as set forth in the agreement you executed with our firm. This practice presents a conflict of interest because persons providing investment advice on our behalf have an incentive to recommend a rollover to you for the purpose of generating fee based compensation rather than solely based on your needs. You are under no obligation, contractually or otherwise, to complete the rollover. Moreover, if you do complete the rollover, you are under no obligation to have the assets in an IRA managed by our firm. Many employers permit former employees to keep their retirement assets in their company plan. Also, current employees can sometimes move assets out of their company plan before they retire or change jobs. In determining whether to complete the rollover to an IRA, and to the extent the following options are available, you should consider the costs and benefits of: 1. Leaving the funds in your employer's (former employer's) plan. 2. Moving the funds to a new employer’s retirement plan. 3. Cashing out and taking a taxable distribution from the plan. 4. Rolling the funds into an IRA rollover account. Each of these options has advantages and disadvantages and before making a change we encourage you to speak with your CPA and/or tax attorney. If you are considering rolling over your retirement funds to an IRA for us to manage here are a few points to consider before you do so: 1. Determine whether the investment options in your employer's retirement plan address your needs or whether you might want to consider other types of investments. 1. Employer retirement plans generally have a more limited investment menu than IRAs. 2. Employer retirement plans may have unique investment options not available to the public such as employer securities, or previously closed funds. 2. Your current plan may have lower fees than our fees. 1. If you are interested in investing only in mutual funds, you should understand the cost structure of the share classes available in your employer's retirement plan and how the costs of those share classes compare with those available in an IRA. 2. You should understand the various products and services you might take advantage of at an IRA provider and the potential costs of those products and services. 20  3. Our strategy may have higher risk than the option(s) provided to you in your plan. 4. Your current plan may also offer financial advice. 5. If you keep your assets titled in a 401k or retirement account, you could potentially delay your required minimum distribution beyond a certain age. 6. Your 401k may offer more liability protection than a rollover IRA; each state may vary. 1. Generally, federal law protects assets in qualified plans from creditors. Since 2005, IRA assets have been generally protected from creditors in bankruptcies. However, there can be some exceptions to the general rules so you should consult with an attorney if you are concerned about protecting your retirement plan assets from creditors. 7. You may be able to take out a loan on your 401k, but not from an IRA. 8. IRA assets can be accessed any time; however, distributions are subject to ordinary income tax and may also be subject to a 10% early distribution penalty unless they qualify for an exception such as disability, higher education expenses or the purchase of a home. 9. If you own company stock in your plan, you may be able to liquidate those shares at a lower capital gains tax rate. 10. Your plan may allow you to hire us as the manager and keep the assets titled in the plan name. It is important that you understand the differences between these types of accounts and to decide whether a rollover is best for you. Prior to proceeding, if you have questions contact your investment adviser representative, or call our main number as listed on the cover page of this Disclosure Brochure. IRA Rollover Recommendations When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule’s provisions, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest. 21