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Item 1 Cover Page
Cornerstone Alternatives
132 Keowee Avenue
Greenville, SC 29605
www.CornerstoneAlternatives.com
August 4, 2025
This brochure provides information about the qualifications and business practices of
Cornerstone Alternatives (CRD #330043). If you have any questions about the contents of this
brochure, please contact us at (864) 202-4920. 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. Registration as a registered investment advisor does not imply a certain
level of skill or training.
Additional information about Cornerstone Alternatives also is available on the SEC’s website
at www.adviserinfo.sec.gov.
Item 2 Material Changes
July 29, 2025: Item 10 was modified to disclose (i) management of Coller Credit Seed, LLC and
ownership of Alternative Asset Management LLC, and (ii) minority interest in CrowdDD LLC and
the reciprocal promotional arrangement between 506 Investor Group LLC and Cornerstone
Alternatives.
February 21, 2025: Item 1 Cover Page was modified with the Advisor’s new principal office
telephone number. Item 5 Fees and Compensation was updated
The material changes discussed above are only those changes that have been made to this Brochure
since the last annual update of the Brochure. The date of the last annual update of the Brochure was
February 21, 2025.
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Item 3 Table of Contents
Brochure
Item 1 Cover Page
i
Item 2 Material Changes
ii
Item 3 Table of Contents
iii
Item 4 Advisory Business
4
Item 5 Fees and Compensation
6
Item 6 Performance-Based Fees and Side-by-Side Management
7
Item 7 Types of Clients
7
Item 8 Methods of Analysis, Investment Strategies and Risk of Loss
8
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
14
Item 12 Brokerage Practices
15
Item 13 Review of Accounts
19
Item 14 Client Referrals and Other Compensation
19
Item 15 Custody
19
Item 16 Investment Discretion
20
Item 17 Voting Client Securities
20
Item 18 Financial Information
21
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Item 4 Advisory Business
Cornerstone Alternatives LLC (“Advisor”) is an investment advisor firm registered with the U.S.
Securities and Exchange Commission, since March 2024. The principal owner of Cornerstone
Alternatives is Andrew Goldberg, Managing Partner.
Cornerstone Alternatives primarily advises on investments in private placements, Investment
Company Act of 1940 (“40 Act”) closed-end funds, structured notes, special purpose vehicle private
funds (SPVs), other non-traditional investments, and executes certain options-based investment
strategies (hereinafter, “Advised Investments”).
Advisory Services — Class G
For Class G Clients, Cornerstone Alternatives’ principal service is providing non-discretionary fee-
based investment advisory services consisting of trade execution services. The Class G clients, who
at a minimum self-certify as “accredited investors,” elect to participate in certain Advised
Investments and Cornerstone Alternatives provides trade execution in such Advised Investments
(see Item 7 - Types of Clients for additional information on the minimum requirements to be an
accredited investor). Cornerstone does allow non-accredited family members of Class G clients to
also become Class G Clients, and provides trade execution services to such clients in a limited pool
of Advised Investments. As part of Advisor’s services, Class G Clients bear the sole responsibility
for determining and deciding the suitability of any Advised Investment. Cornerstone Alternatives
does not conduct investment suitability analysis for Class G Clients, and does not make Advised
Investment recommendations to Class G Clients. Rather, Cornerstone Alternatives provides Class
G Clients with end-client due diligence materials and trade execution support for investment
decisions made by Class G Clients to invest in Advised Investments. Class G Clients inform
Cornerstone Alternatives of their investment decisions in Advised Investments and Cornerstone
Alternatives is then responsible for trade execution of the transactions for the Class G Client.
Cornerstone Alternatives may also provide access to internal research reports on Advised
Investments as part of its services.
The Advisor will only charge an advisory fee on that portion of Class G Client assets invested in
Advised Investments (see Item 5 - Fees and Compensation for a discussion of Cornerstone
Alternatives’ advisory fees).
Advisory Services — Class N
For Class N Clients, the Advisor provides customized recommendations on portfolio management
of Advised Investments, on a non-discretionary basis, according to their investment objectives. With
non-discretionary investment management recommendations, the Class N Clients bears sole
responsibility to determine and decide whether a recommended investment is suitable, and Advisor
will not initiate any trades for the account without the client’s prior approval.
In providing services to Class N Clients, the Advisor’s primary approach is to use a tactical allocation
strategy aimed at reducing risk and increasing performance. Advisor will recommend Advised
Investments to accomplish this objective. The Advisor may recommend, on occasion, redistributing
investment allocations to diversify the portfolio to reduce risk and increase performance of Advised
Investments. The Advisor may recommend employing cash positions as a possible hedge against
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market movement that may adversely affect the portfolio. The Advisor may recommend selling
positions for reasons that include, but are not limited to, harvesting capital gains or losses, business
or sector risk exposure to a specific security or class of securities, overvaluation or overweighting
of the position(s) in the portfolio, change in risk tolerance of client, or any other risk identified by
Advisor as potentially unacceptable for the client’s risk tolerance. Advisor’s scope is limited to
Advised Investments, and any investments or consideration of any investment that is not an Advised
Investments is the sole responsibility of the client.
Advisory Services — Class D
For Class D Clients, the Advisor practices custom management of portfolios, on a discretionary
basis, according to their investment objectives. With discretionary investment management, the
Advisor may initiate any trades for the Class D Client’s account without the client’s prior approval.
In providing services to Class D Clients, the Advisor’s primary approach is to use a tactical allocation
strategy aimed at reducing risk and increasing performance. Advisor will primarily use Advised
Investments to accomplish this objective. The Advisor may employ techniques such as redistributing
investment allocations to diversify the portfolio in an effort to reduce risk and increase performance.
The Advisor may employ cash positions as a possible hedge against market movement that may
adversely affect the portfolio. The Advisor may sell positions for reasons that include, but are not
limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security
or class of securities, overvaluation or overweighting of the position(s) in the portfolio, change in
risk tolerance of client, or any risk deemed unacceptable for the client’s risk tolerance. Advisor’s
scope is limited to Advised Investments, and any investments or consideration of any investment
that is not an Advised Investments is the sole responsibility of the client.
Special Purpose Vehicle Sponsorship/Management
The Advisor also provides certain discretionary or non-discretionary advisory services to special
purpose vehicles (“SPV”s) that hold Advised Investments and are typically exempt from registration
under Section 3(c)(1) or 3(c)(7) of the Investment Company Act of 1940. In addition to such advisory
services, the Advisor may in some cases act as the manager of an SPV, providing entity management
services outside of its advisory services. Furthermore, the Advisor may in some cases receive fees
related to various services it provides to SPVs managed by other managers.
Estate Transition Program
The Advisor also offers estate transition services to clients (“Estate Transition Program”), designed
to support the client’s Advised Investments and related interests upon death, incapacitation or similar
event (hereby “death”) of the client, including support to family members, heirs, and beneficiaries,
estate administrators, and other interested persons. These services may include (a) personalized
education and support about client’s Advised Investments to (i) client’s family members, heirs, and
beneficiaries, and (ii) those involved in managing and distributing the client’s estate (e.g., executors,
administrators, personal representatives, etc.), and (b) investment management and advisory services
for the client’s Advised Investments following death of the client, including without limitation
portfolio management and advice (discretionary or non-discretionary); communication and
interaction with investment issuers and sponsors; investment transfers; and investment sale and
liquidation support.
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A one-time fee is charged to all participating clients. For class G clients, upon estate engagement a
minimum of 10 hours at the prevailing hourly rate will apply for the first year. For Class N and D
clients, services unrelated to the normal and customary management of private market investments
(as defined in our Brochure) will be billed at Advisor's prevailing hourly rate for any time exceeding
10 hours.
Advisor does not sponsor, participate in or provide portfolio management services to wrap fee
programs.
At any time, and without notice, Advisor may establish a minimum account size for new clients.
As of February 7, 2025 , Advisor had $181,359,121 in non-discretionary client assets under
management.
Item 5 Fees and Compensation
Investment Advisory Fees
Pursuant to an investment advisory contract signed by each Class G, Class N, Class D, and SPV
client, the client will pay Advisor up to a 1.0% annual management fee, payable quarterly in
arrears, based on the value of Advised Investments in the client’s account on the last business day
of the quarter. Under rare circumstances, Client and Advisor may arrange a fixed fee arrangement.
Although the client may have other investable assets in the account, including cash or other
securities, for Class G clients, Advisor only charges an advisory fee on that portion of the account
that is invested in Advised Investments that require an RIA to invest. New account fees will be
prorated from the inception of the account to the end of the first quarter. Advisor may, at its own
discretion, charge a clerical fee of up to $100 per instance to assist the client in any account opening
paperwork or other paperwork related to an application for inclusion in an Advised Investment. For
Class G clients, the Advisor will charge a clerical fee of up to $100 per instance to assist the client
in obtaining an accreditation certificate. For class G clients, any new investments purchased away
from the custodian where Advisor has an institutional advisory agreement will be charged an
additional $100 per year administration fee. If the client has existing non-custodied investments,
there will be no additional charge. Upon prior notice by Advisor to Client, and for any reason, one
or more of these fees may increase for new investments. These fees on existing investments may
increase each year for existing Advised Investments at a rate no greater than the Consumer Price
Index for All Urban Consumers, or CPI-U, beginning in 2025.
In the event that Client de-links their account from Advisor, a management fee on prior RIA-only
investments will continue to be charged unless the Client demonstrates that the assets have been
formally linked to another Registered Investment Advisor, which must be different from any default
brokerage RIA (e.g., the Schwab RIA designation that occurs upon de-linking). This fee will
continue to be charged based on the terms previously agreed upon until such proof is provided to the
Advisor. The Client agrees that any new drawdown investment purchased through Advisor is subject
to a minimum cumulative fee of 1% of the total commitment amount by Client to such investment
(“Minimum Drawdown Fee”). In the event that Client de-links from the Advisor before Advisor has
received the full Minimum Drawdown Fee for any of Client’s drawdown investments, then Client
will be responsible for paying Advisor the difference to reach the Minimum Drawdown Fee for each
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drawdown investment. If Advisor increases its advisory fee to an amount greater than specified in
this agreement, Client may delink their account(s) without paying the continuation fees in this
provision.
If any investment initially designated as RIA-only changes its status to non-RIA-only during the
investment period, Advisor will continue to bill the management fee for such investment for the
duration of client’s ownership of such investment, unless the investment has been linked to another
RIA as described in the preceding paragraph.
F ees may be negotiated at the sole discretion of the Advisor. Investment advisory fees will be
directly deducted from the client account on a quarterly basis by the qualified custodian or by other
means determined by Advisor and Client. The Client will give written authorization permitting
the Advisor to be paid directly from their account held by the custodian. The custodian will send a
statement at least quarterly to the client. In the event that sufficient funds are not available in the
custodian account to cover the advisory fees, the client remains ultimately responsible for payment
of any outstanding fees.
Advisor ’s fees for investment advisory services are separate and distinct from custodial and
execution fees charged by broker-dealers, and the expenses charged by mutual funds, exchange
traded funds, limited partnerships, and other securities issuers to their investors and shareholders.
These fees will generally include a management fee and other fund or product expenses and are
described in each fund’s or product’s prospectus or offering memorandum.
Advisor may charge a minimum quarterly administration fee as outlined in the Investment Advisory
Agreement if the client holds a low balance.
At no time will Advisor accept or maintain custody of a client’s funds or securities except for
authorized fee deduction.
Neither Advisor nor its supervised persons accept compensation for the sale of securities or other
investment products, including asset-based sales charges or service fees from the sale of mutual
funds.
Item 6 Performance-Based Fees and Side-by-Side Management
Advisor does not charge performance-based fees.
Item 7 Types of Clients
Advisor will offer its services to individuals, trusts, estates, or charitable organizations, and
corporations or other business entities. At any time, and without notice, Advisor may establish a
minimum account size for new clients.
The Advisor will primarily support trade execution, recommend or offer investments in Advised
Investments. Generally, investors in Advised Investments must be “accredited investors.” While
the U.S. Securities and Exchange Commission has defined multiple types of institutions as
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accredited investors (for example, certain employee benefit plans and tax exempt charitable
organizations with assets in excess of $5 million), Advisor primarily advises individuals and
high-net worth individuals. Individuals are accredited investors if they meet certain financial criteria
defined by applicable law, which may change over time. Currently, an individual qualifies as an
accredited investor if they have a net worth, or joint net worth with a spouse or spousal equivalent,
of at least $1 million excluding the value of their primary residence; or have an income exceeding
$200,000 (or joint income with a spouse or spousal equivalent exceeding $300,000) in each of the
two most recent calendar years and a reasonable expectation of the same income level in the current
year.
Advisor requires that its Class G clients be accredited investors to invest in most Advised
Investments, but may at times accept non-accredited investors in connection with Advised
Investments that do not require investors who are accredited investors (e.g., certain investments
exempt under Rule 506 under SEC Regulation D). Investors in most Advised Investments must
meet the qualification requirements of investments using exemptions under Section 3(c)(1) or 3(c)(7)
of the Investment Company Act of 1940, as amended. When applicable, suitability will be
determined for Class N and D clients through due diligence inquiries determined to be appropriate
in the circumstances by Advisor . Advisor , at its sole discretion, may reject any client
application where the above qualification standards are not met and/or where it reasonably believes
the investor lacks the necessary financial sophistication, who purport to not fully understand
Advisor ’s method of compensation and the nature of its risks, or who are otherwise deemed to be
unsuitable for such an arrangement in the Advisor’s sole discretion.
Item 8 Methods of Analysis, Investment Strategies and Risk of Loss
Advisor may utilize various analysis techniques, including fundamental, technical or cyclical
techniques in formulating investment advice or managing assets for clients.
Fundamental analysis of a business involves analyzing its financial statements and health, its
management and competitive advantages, and its competitors and markets. Fundamental analysis is
performed on historical and present data but with the goal of making financial forecasts. There are
several possible objectives: to conduct a company stock valuation and predict its probable price
evolution; to make a projection on its business performance; to evaluate its management and make
internal business decisions; and to calculate its credit risk.
Technical analysis is a method of evaluating securities by relying on the assumption that market
data, such as charts of price, volume and open interest can help predict future (usually short-term)
market trends. Technical analysis assumes that market psychology influences trading in a way that
enables predicting when a stock will rise or fall.
Cyclical analysis of economic cycles is used to determine how these cycles affect the returns of an
investment, an asset class or an individual company’s profits. Cyclical risks exist because the broad
economy has been shown to move in cycles, from periods of peak performance followed by a
downturn, then a trough of low activity. Between the peak and trough of a business or other
economic cycle, investments may fall in value to reflect the uncertainty surrounding future returns
as compared with the recent past.
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The investment strategies the Advisor will implement may include long term purchases of securities
held at least for one year and short term purchases for securities sold within a year.
The methods of analysis and investment strategies followed by the Advisor are utilized across all of
the Advisors clients, as applicable. One method of analysis or investment strategy is not more
significant than the other as the Advisor is considering the client’s portfolio, risk tolerance, time
horizon and individual goals. However, the client should be aware that with any trading that occurs
in the client account, the client will incur transaction and administrative costs.
Investing includes the risk that the value of an investment can be negatively affected by factors
specifically related to the investment (e.g., capability of management, competition, new inventions
by other companies, lawsuits against the company, labor issues, patent expiration, etc.), or to factors
related to investing and the markets in general (e.g., the economy, wars, civil unrest or terrorism
around the world, concern about oil prices or unemployment, etc.).
Risks of fundamental analysis may include risks that market actions, natural disasters, government
actions, world political events or other events not directly related to the price or valuation of a
specific company’s fundamental analysis can adversely impact the stock price of a company causing
a portfolio containing that security to lose value. Risks may also include that the historical data and
projections on which the fundamental analysis is performed may not continue to be relevant to the
operations of a company going forward, or that management changes or the business direction of
management of the company may not permit the company to continue to produce metrics that are
consistent with the prior company data utilized in the fundamental analysis, which may negatively
affect the Advisor’s estimate of the valuation of the company.
The primary risks in technical analysis are that the factors used to analyze the price, trends and
volatility of a security may not be replicated, or the outcomes of such analysis will not be the same
as in past periods where similar combinations existed. Because of the reliance on trends, technical
analysis can signal buying at market peaks and selling at market troughs.
In cyclical analysis, economic or business cycles may not be predictable and may have many
fluctuations between long-term expansions and contractions. Also, the lengths of the economic
cycles may be difficult to predict with accuracy. Therefore, the risk of cyclical analysis is the
difficulty in predicting economic trends and consequently the changing value of securities that would
be affected by these changing trends.
All investments involve some degree of risk. In finance, risk refers to the degree of uncertainty
and/or potential financial loss inherent in an investment decision. In general, as investment risks
rise, investors seek higher returns to compensate themselves for taking such risks. Clients need to
be aware that investing in securities involves risk of loss that clients need to be prepared to bear.
Every saving and investment product has different risks and returns. Differences include how
readily investors can get their money when they need it, how fast their money will grow, and how
safe their money will be. The primary risks faced by investors include:
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Business Risk
With a stock, you are purchasing a piece of ownership in a company. With a bond, you are loaning
money to a company. Returns from both of these investments require that the company stays in
business. If a company goes bankrupt and its assets are liquidated, common stockholders are the last
in line to share in the proceeds. If there are assets, the company’s bondholders will be paid first,
then holders of preferred stock. If you are a common stockholder, you get whatever is left, which
may be nothing.
Volatility Risk
Even when companies aren’t in danger of failing, their stock price may fluctuate up or down. Large
company stocks as a group, for example, have lost money on average about one out of every three
years. A stock’s price can be affected by factors inside the company, such as a faulty product, or by
events the company has no control over, such as political or market events.
Inflation Risk
Inflation is a general upward movement of prices. Inflation reduces purchasing power, which is a
risk for investors receiving a fixed rate of interest. The principal concern for individuals investing
in cash equivalents is that inflation will erode returns.
Interest Rate Risk
Interest rate changes can affect a bond’s value. If bonds are held to maturity the investor will receive
the face value, plus interest. If sold before maturity, the bond may be worth more or less than the
face value. Rising interest rates will make newly issued bonds more appealing to investors because
the newer bonds will have a higher rate of interest than older ones. To sell an older bond with a
lower interest rate, you might have to sell it at a discount.
Liquidity Risk
This refers to the risk that investors won’t find a market for their securities, potentially preventing
them from buying or selling when they want. This can be the case with the more complicated
investment products. It may also be the case with products that charge a penalty for early withdrawal
or liquidation such as a certificate of deposit (CD).
The Advisor primarily performs suitability and recommendations in the private market sector, but
may review the rest of the client’s investment portfolio and advise on other investment options or
strategies. Clients are advised that many unexpected broad environmental factors can negatively
impact the value of portfolio securities causing the loss of some or all of the investment, including
changes in interest rates, political events, natural disasters, and acts of war or terrorism. Further,
factors relevant to specific securities may have negative effects on their value, such as competition
or government regulation. Also, the factors for which the company was selected for inclusion in a
client portfolio may change, for example, due to changes in management, new product introductions,
or lawsuits.
Risks of Investing in Advised Investment Offerings:
Many of the Advised Investment offerings pertain to the sale of securities to accredited investors
rather than through the broader open market. In particular, for private placement offerings, there are
few regulatory requirements to registering and the issuer is not required to provide investors with a
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prospectus or detailed financial information. Issuers instead provide potential investors with a
private placement memorandum or private offering memorandum. Although private offerings may
provide advantageous returns on investment, they are often issued by new companies that may not
grow as expected or obtain the financial footing needed to provide investors with expected returns.
Risks of investing in Advised Investments, including private funds (including hedge funds) include,
but are not limited to: leverage risk; interest rate risk; equity risk; currency risk; credit risk;
concentration risk; liquidity risk; lock-up periods; redemption risk; commodity risk; business risk;
volatility risk; correlation risk; basis risk; common holder risk; event risk; counterparty risk;
asset/liability matching risk or funding liquidity risk; and meta risks.
Leverage Risk
This refers to funds purchasing securities on margin, meaning the fund leverages a broker’s money
in order to make larger investments. Fund managers invest using credit lines and hope their returns
outpace the interest charged. Leverage allows funds to amplify their returns but can also magnify
losses and lead to increased risk of failure if the investment strategy fails.
Interest Rate Risk
Interest rate changes can affect a bond’s value. If bonds are held to maturity the investor will receive
the face value, plus interest. If sold before maturity, the bond may be worth more or less than the
face value. Rising interest rates will make newly issued bonds more appealing to investors because
the newer bonds will have a higher rate of interest than older ones. To sell an older bond with a
lower interest rate, an investor might have to sell it at a discount.
Equity Risk
This refers to the risk that a portfolio will change in value due to fluctuations in equity prices. Equity
risk can be managed through hedging strategies that utilize equity derivatives such as options and
futures contracts or by employing market-neutral investment strategies that generally do not
correlate with broad market movements.
Currency Risk
Currency risk is the risk of changes to the relative value of a foreign currency in which investments
are denominated. This risk directly affects the value of such investments but can be offset using
forward or futures contracts as hedges against foreign exchange rate fluctuations.
Credit Risk
This refers to the risk of default in an underlying borrower, and depending on the nature of the
borrower there can be consumer credit risk or corporate credit risk. Relying solely on third-party
credit rating providers can expose a portfolio to rating agency risk.
Concentration Risk
Concentration risk involves an excessive focus on a particular type of strategy or investing in a
restricted sector for enhancing returns. This risk can be conflicting for investors who expect
diversification to enhance returns in various sectors.
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Liquidity Risk
This refers to the risk that investors won’t find a market for their securities, potentially preventing
them from buying or selling when they want. This can be the case with the more complicated
investment products. It may also be the case with products that charge a penalty for early withdrawal
or liquidation.
Lock-up Periods
A lock-up period is a window of time in which investors are forbidden from redeeming or selling
shares of their investment. For hedge funds, the lock-up period is intended to give the fund manager
time to exit investments that may be illiquid or otherwise unbalance the portfolio of investments too
rapidly. Lock-up periods generally expire after 1-3 years. Certain funds may include a rolling lock-
up period, which requires investors to commit to an initial 2-3 year lock-up, and if the investor does
not submit a redemption notice within a set time prior to expiration of the lock-up, the investor is
locked-up for another 2-3 years, and so forth.
Redemption Risk
This is the risk that a fund will run into financial trouble (or Funding Liquidity Risk, see below) if a
large number of investors attempt to redeem their shares at the same time. Consequently, hedge
funds are normally subject to redemption restrictions (or Lock-Up Periods, see above).
Commodity Risk
This refers to the risk of rising or falling commodity prices that may result from supply and demand
imbalances, changing spending patterns, or changing input costs. Commodity risk can be contained
through futures and forward commodity contracts.
Business Risk
With a stock, an investor is purchasing a piece of ownership in a company. With a bond, an investor
is loaning money to a company. Returns from both of these investments require that the company
stays in business. If a company goes bankrupt and its assets are liquidated, common stockholders
are the last in line to share in the proceeds. If there are assets, the company’s bondholders will be
paid first, then holders of preferred stock. If an investor is a common stockholder, the investor gets
whatever is left, which may be nothing.
Volatility Risk
Even when companies aren’t in danger of failing, their stock price may fluctuate up or down. Large
company stocks as a group, for example, have lost money on average about one out of every three
years. A stock’s price can be affected by factors inside the company, such as a faulty product, or by
events the company has no control over, such as political or market events.
Correlation Risk
This is the risk of changes in the way prices of different investments in a portfolio relate to each
other. Increasing correlations can attenuate the expected benefits of diversification.
Basis Risk
This refers to the risk remaining after hedging has been implemented. Certain investment
opportunities may not allow for effective hedging, and hedge funds may be able to hedge some
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components of risk but not others. Generally, there will always be some basis risk in hedged
investments.
Common Holder Risk
This results where many investors holding the same asset need to exit it at the same time, resulting
in significant downward price pressure.
Event Risk
Event risks are unusual circumstances in which large-scale swings occur from unpredictable events
such as terrorist attacks, natural disasters, unusual weather patterns, or oil supply shocks.
Counterparty Risk
This risk arises from transacting with parties that are unable to meet their obligations. Fund
managers generally attempt to mitigate or diversify counterparty risk by choosing counterparties
with strong balance sheets and consistent cash flow, and by using security interests in collateral,
covenants, and credit derivatives, such as credit default swaps or other types of protection, to support
the timely and orderly repayment of financial obligations.
Asset/Liability Matching Risk or Funding Liquidity Risk
This refers to the risk of loss when the amount of capital available to a fund falls due to redemptions
or the loss of other financing sources and the fund cannot fund its redemptions, investments,
payments to creditors, or expenses.
Meta Risks
These are the qualitative risks beyond explicit measurable financial risks. They include human and
organizational behavior, moral hazard, excessive reliance on and misuse of qualitative tools,
complexity and lack of understanding of market interactions, and the very nature of capital markets
where extreme events happen with greater regularity than standard models suggest. It is virtually
impossible to plan for and hedge against them.
Item 9 Disciplinary Information
Neither Advisor nor its management persons have had any legal or disciplinary events, currently
or in the past.
Item 10 Other Financial Industry Activities and Affiliations
Neither Advisor nor any of its management persons are registered, or have an application pending
to register, as a broker-dealer or a registered representative of a broker-dealer.
Neither Advisor nor any of its management persons are registered or have an application pending
to register, as a futures commission merchant, commodity pool operator, a commodity trading
advisor, or an associated person of the foregoing entities.
The Managing Partner and 100% owner of the Advisor, Andrew Goldberg, is also the Managing
Member of Coller Credit Seed LLC, a special purpose vehicle (SPV), and the Managing Member of
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that SPV’s management company, Alternative Asset Management LLC. Clients of Advisor may be
offered the opportunity to invest in this SPV. This arrangement presents a conflict of interest, as
Mr. Goldberg has a financial incentive to recommend investments in the SPV due to his ownership
and management roles in these related entities. Client participation in these SPVs is completely
optional. Client funds invested in these SPVs are not managed by Advisor and will not be included
in any advisory fee calculation or the calculation of Advisor’s assets under management (AUM).
Mr. Goldberg is also a minority owner in CrowdDD LLC. CrowdDD LLC is the parent company
of 506 Investor Group LLC, an investment group of which certain Advisor clients may be members.
506 Investor Group LLC and Advisor have a reciprocal agreement whereby 506 Investor Group
LLC will provide promotional services for Cornerstone on its online forum. In exchange,
Cornerstone will offer a preferential fee structure to members of the 506 Investor Group. This
arrangement presents a conflict of interest, as the Advisor and its owner receive a benefit
(promotional services and potential business growth) from this relationship, and prospective clients
receive the incentive for a preferential fee structure. This also creates an incentive for the Advisor
to recommend that investment advisory clients become members of the 506 Investor Group, which
would further benefit Mr. Goldberg.
Advisor and its employees may attend conferences or events sponsored by other investment
managers or product providers, who may cover associated expenses such as travel, lodging, and
meals. While these events offer valuable insights into potential investment opportunities and other
information, the sponsorship presents a potential conflict of interest, as it could influence our
investment recommendations for Advised Investments. To mitigate these potential conflicts,
Advisor has adopted a Code of Ethics and is fully committed to acting in your best interest and
will disclose any such conflicts when recommending investments from these sponsors.
Advisor does not recommend or select other investment advisors for clients.
Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading
Advisor is registered with the U.S. Securities and Exchange Commission and maintains a Code
of Ethics pursuant to SEC rule 204A-1. Advisor has adopted a Code of Ethics that sets forth the
basic policies of ethical conduct for all managers, officers, and employees of the Advisor. In
addition, the Code of Ethics governs personal trading by each employee of Advisor deemed to
be an Access Person and is intended to ensure that securities transactions effected by Access Persons
of Advisor are conducted in a manner that avoids any conflict of interest between such persons
and clients of the Advisor or its affiliates. Advisor collects and maintains records of securities
holdings and securities transactions effected by Access Persons. These records are reviewed to
identify and resolve conflicts of interest. Advisor will provide a copy of the Code of Ethics to
any client or prospective client upon request.
Advisor may, on occasion, recommend that advisory clients buy or sell securities or investment
products in which it or a related person has some financial interest. Management of Advisor will
at times offer or sell interests in special purpose vehicles (SPVs). As a result of this arrangement,
management of Advisor may receive additional compensation or other financial benefit based
upon their ownership or financial interest in the security or investment product. This creates a
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conflict of interest. A conflict of interest exists because of the receipt of additional compensation or
other financial benefit. If a client purchases these securities or investment products, Advisor will
disclose all fees and costs the client will pay and the relationships between Cornerstone, firm
management, and the security or investment product, in advance.
Advisor and/or its investment advisor representatives may from time to time purchase or sell
products that they may recommend to clients. This practice creates conflicts of interest in that
personnel of Advisor can take advantage of the advance knowledge of firm securities trading and
trade their personal accounts ahead of the client trades or recommend trades in client accounts that
may affect the price of the securities owned by the investment advisor representatives. To mitigate
these conflicts, Advisor has adopted a Code of Ethics as noted above. Advisor ’s Code of
Ethics is available upon request. Finally, supervised persons of registered investment advisors are
fiduciaries by law and are required to put the client’s interest before those of the firm and themselves.
Advisor requires that its investment advisor representatives follow its basic policies and ethical
standards as set forth in its Code of Ethics.
Investment advisor representatives of Advisor may trade for their own accounts securities that
are being traded for client accounts at or about the same time. To mitigate the conflict of interest in
such circumstances, Advisor ’s policy is to require the trading of all relevant client accounts prior
to the trading of their own accounts. The Chief Compliance Officer examines personal trading
activities of Advisor ’s personnel to verify compliance with this policy.
Item 12 Brokerage Practices
If requested by the client, Advisor may suggest brokers or dealers to be used based on execution
and custodial services offered, cost, quality of service and industry reputation. Advisor will
consider factors such as commission price, speed and quality of execution, client management tools,
and convenience of access for both the Advisor and client in making its suggestion. Advisor
intends to recommend that our clients use Fidelity Brokerage Services LLC or, primarily, Charles
Schwab & Co., Inc., both registered broker-dealers, members SIPC, as the qualified custodian for
advisory accounts. At its discretion, Advisor may agree to advise on client accounts at other
custodians (i.e., held away assets) upon the client’s request.
The custodian and brokers we use
Advisor does not maintain custody of your assets, although we are deemed to have custody of
your assets if you give us authority to withdraw assets from your account (see Item 15 – Custody,
below). Your assets must be maintained in an account at a “qualified custodian,” generally a broker-
dealer or bank. We recommend that our clients use Charles Schwab & Co., Inc. (“Schwab”), a
registered broker-dealer, member SIPC, as the qualified custodian. We are independently owned
and operated and are not affiliated with Schwab. Schwab will hold your assets in a brokerage
account and buy and sell securities when we instruct them to. While we recommend that you use
Schwab as custodian/broker, you will decide whether to do so and will open your account with
Schwab by entering into an account agreement directly with them. We do not open the account for
you, although we may assist you in doing so. Not all advisors require their clients to use a particular
broker-dealer or other custodian selected by the advisor. Even though your account is maintained at
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Schwab, we can still use other brokers to execute trades for your account as described below (see
“Your brokerage and custody costs”).
How we select brokers/custodians
We seek to recommend a custodian/broker that will hold your assets and execute transactions on
terms that are overall most advantageous when compared with other available providers and their
services. We consider a wide range of factors, including:
● Combination of transaction execution services and asset custody services (generally
without a separate fee for custody)
● Capability to execute, clear, and settle trades (buy and sell securities for your account)
● Capability to facilitate transfers and payments to and from accounts (wire transfers,
check requests, bill payment, etc.)
● Breadth of available investment products (stocks, bonds, mutual funds, exchange-traded
funds (ETFs), etc.)
● Availability of investment research and tools that assist us in making investment
decisions
● Quality of services
● Competitiveness of the price of those services (commission rates, margin interest rates,
other fees, etc.) and willingness to negotiate the prices
● Reputation, financial strength, security and stability
● Prior service to us and our clients
● Availability of other products and services that benefit us, as discussed below (see
“Products and services available to us from Schwab”)
Your brokerage and custody costs
For our clients’ accounts that Schwab maintains, Schwab may charge you separately for custody
services as part of their compensation model. Schwab is compensated by charging you commissions
or other fees on trades that it executes or that settle into your Schwab account. Certain trades (for
example, many mutual funds, ETFs, and online stock and options trades) may not incur Schwab
commissions or transaction fees. Schwab is also compensated by earning interest on the uninvested
cash in your account in Schwab’s Cash Features Program. For some accounts, Schwab may charge
you a percentage of the dollar amount of assets in the account in lieu of commissions. In addition
to commissions and asset-based fees, Schwab charges you a flat dollar amount as a “prime broker”
or “trade away” fee for each trade that we have executed by a different broker-dealer but where the
securities bought or the funds from the securities sold are deposited (settled) into your Schwab
account. These fees are in addition to the commissions or other compensation you pay the executing
broker/dealer. Because of this, in order to minimize your trading costs, we have Schwab execute
most trades for your account. We have determined that having Schwab execute most trades is
consistent with our duty to seek “best execution” of your trades. Best execution means the most
favorable terms for a transaction based on all relevant factors, including those listed above (see “How
we select brokers/custodians”).
Products and services available to us from Schwab
Schwab Advisor Services™ is Schwab’s business serving independent investment advisory firms
like us. They provide our clients and us with access to their institutional brokerage services (trading,
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custody, reporting and related services), many of which are not typically available to Schwab retail
customers. Schwab also makes available various support services. Some of those services help us
manage or administer our clients’ accounts, while others help us manage and grow our business.
Schwab’s support services are generally available on an unsolicited basis (we do not have to request
them) and at no charge to us. Following is a more detailed description of Schwab’s support services:
Services that benefit you
Schwab’s institutional brokerage services include access to a broad range of investment products,
execution of securities transactions, and custody of client assets. The investment products available
through Schwab include some to which we might not otherwise have access or that would require a
significantly higher minimum initial investment by our clients. Schwab’s services described in this
paragraph generally benefit you and your account.
Services that may not directly benefit you
Schwab also makes available to us other products and services that benefit us but may not directly
benefit you or your account. These products and services assist us in managing and administering
our clients’ accounts. They include investment research, both Schwab’s own and that of third
parties. We may use this research to service all or a substantial number of our clients’ accounts,
including accounts not maintained at Schwab. In addition to investment research, Schwab also
makes available software and other technology
that:
● provide access to client account data (such as duplicate trade confirmations and account
statements)
● facilitate trade execution and allocate aggregated trade orders for multiple client
accounts
● provide pricing and other market data
● facilitate payment of our fees from our clients’ accounts
● assist with back-office functions, recordkeeping, and client reporting
Services that generally benefit only us
Schwab also offers other services intended to help us manage and further develop our business
enterprise. These services include:
● Educational conferences and events
● Consulting on technology, compliance, legal, and business needs
● Publications and conferences on practice management and business succession
● Access to employee benefits providers, human capital consultants, and insurance
providers
● Marketing consulting and support
Schwab may provide some of these services itself. In other cases, it will arrange for third-party
vendors to provide the services to us. Schwab may also discount or waive its fees for some of these
services or pay all or a part of a third party’s fees. Schwab may also provide us with other benefits
such as occasional business entertainment of our personnel.
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Our interest in Schwab’s services
The availability of these services from Schwab benefits us because we do not have to produce or
purchase them. We don’t have to pay for Schwab’s services. These services are not contingent upon
us committing any specific amount of business to Schwab in trading commissions or assets in
custody. This creates an incentive to recommend that you maintain your account with Schwab,
based on our interest in receiving Schwab’s services that benefit our business and Schwab’s payment
for services for which we would otherwise have to pay rather than based on your interest in receiving
the best value in custody services and the most favorable execution of your transactions. This is a
potential conflict of interest. We believe, however, that our selection of Schwab as custodian and
broker is in the best interests of our clients. Our selection is primarily supported by the scope, quality,
and price of Schwab’s services (see “How we select brokers/custodians”) and not Schwab’s services
that benefit only us.
For any such products and services Advisor receives from Schwab or other custodians, it will
follow procedures which ensure compliance with Section 28(e) of the Securities Exchange Act of
1934 or applicable state securities rules.
Advisor does not receive client referrals from any broker-dealer or third party as a result of the
firm selecting or recommending that broker-dealer to clients.
As an investment advisory firm, Advisor has a fiduciary duty to seek best execution for client
transactions. While best execution is difficult to define and challenging to measure, there is some
consensus that it does not solely mean the achievement of the best price on a given transaction.
Rather, it appears to be a collective consideration of factors concerning the trade in question. Such
factors include the security being traded, the price of the trade, the speed of the execution, apparent
conditions in the market, and the specific needs of the client. Advisor ’s primary objectives when
placing orders for the purchase and sale of securities for client accounts is to obtain the most
favorable net results taking into account such factors as 1) price, 2) size of order, 3) difficulty of
execution, 4) confidentiality and 5) skill required of the broker. Advisor may not necessarily pay
the lowest commission or commission equivalent as specific transactions may involve specialized
services on the part of the broker.
Advisor does not permit clients to direct brokerage.
For Class G and Class N clients, Advisor does not have discretionary authority over client
accounts for trading, and it is impractical to aggregate trades across the accounts and not applicable.
For Class D clients, Advisor may aggregate trades across multiple accounts when purchasing or
selling the same securities. This practice aims to achieve administrative efficiency and potentially
lower execution costs. However, Class D clients should be aware that trade aggregation can present
certain risks, such as the possibility of partial fills. In such cases, we allocate securities or proceeds
among participating accounts in a fair and equitable manner, consistent with our fiduciary duty.
Furthermore, Advisor ’s practice is to analyze client accounts individually and currently all
accounts are managed on a non-discretionary basis. Thus, there exists in the vast majority of cases
no opportunity to initiate trades for multiple accounts at the same time.
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Item 13 Review of Accounts
The firm reviews Class N and Class D client accounts on a continuous and ongoing basis, but no
less frequently than annually or when conditions would warrant a review based on market conditions
or changes in client circumstances. Triggering factors may include Advisor becoming aware of a
change in client’s investment objective, a change in market conditions, change of employment, or a
change in recommended asset allocation weightings in the account that exceed a predefined
guideline. The nature of the review is to determine if the client account is still in line with the client’s
stated objectives.
Because Advisor will not conduct an investment suitability analysis for Class G clients, and
because Class G clients elect at their own discretion to participate in Advised Investments, account
reviews are not conducted by Advisor .
The client is encouraged to notify the Advisor and investment advisor representative if changes occur
in his/her personal financial situation that might materially affect his/her investment plan.
The client will receive written statements no less than quarterly from the custodian. In addition, the
client will receive other supporting reports from mutual funds, asset managers, trust companies or
other custodians, broker-dealers, and others who are involved with client accounts. Advisor may
prepare and deliver separate reports to clients. Clients are urged to compare the account statements
they receive from the qualified custodian with the reports they receive from Advisor . Any
discrepancies should be immediately brought to the firm’s attention.
Item 14 Client Referrals and Other Compensation
Advisor is not currently compensated by anyone for providing investment advice or other advisory
services except as previously disclosed in this Brochure.
Advisor may compensate persons or firms for client referrals in compliance with the Adviser’s
Act and state securities rules and regulations. The fees paid to referral sources do not affect the fees
clients pay to Advisor . In each instance, a written agreement will exist between the Advisor and
the referral source. At the time of a referral, prospective advisory clients will receive the Advisor’s
Brochure and a Solicitor’s Disclosure Document. Advisor has established policies and procedures
to ensure that its solicitation activities are compliant with the requirements under Rule 206(4)-1 of
the Adviser’s Act and state securities rules and regulations.
Item 15 Custody
Advisor does not take or accept physical custody of client funds or securities, but is deemed to
have custody by virtue of its ability to withdraw advisory fees directly from client accounts (please
see Item 5, which describes the safeguards around direct fee deduction). As noted in Item 13 above,
clients will receive statements not less than quarterly from the qualified custodian, and we encourage
you to review those statements carefully. Any discrepancies should be immediately brought to the
firm’s attention.
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If Advisor becomes the manager and/or Investment Manager of any SPV, Advisor may be
deemed to have constructive custody of the fund’s assets. Advisor will comply with SEC Rule
206(4)-2 (the “Custody Rule”) in such cases by ensuring that (1) assets are maintained by a qualified
custodian in an account with the fund’s name, (2) the fund receives quarterly account statements
delivered by the qualified custodian, (3) the fund and its investors are notified of the qualified
custodian’s name and how and where the assets are maintained, and (4) no less frequently than
annually the fund undergoes an audit or surprise examination by an independent public accountant
registered with the PCAOB with the resulting statements being distributed to the fund.
Advisor may also provide account statements or performance reports to clients. Clients are urged
to compare the account statement they receive from the qualified custodian with those they receive
from Advisor . Any discrepancies should be immediately brought to the firm’s attention.
Item 16 Investment Discretion
Advisor does not have trading discretion over Class G and Class N client accounts, and those
clients will initiate and approve all transactions in their accounts prior to an order being entered. For
Class D clients, Advisor generally will have discretion over the selection and amount of securities
to be bought or sold in accounts without obtaining prior consent or approval from the client for each
transaction.
If Advisor becomes the General Partner and/or Manager of any SPV, Advisor may have
discretion over the selection and amount of securities to be bought or sold in fund accounts without
obtaining prior consent or approval from the investors in the SPV for each transaction. However,
these purchases or sales may be subject to specified investment objectives, guidelines, or limitations
previously set forth by the fund documents.
Discretionary authority will only be provided upon full disclosure to the Class D client or SPV. The
granting of such authority will be evidenced by the applicable client’s execution of an Investment
Advisory Agreement containing all applicable limitations to such authority. All discretionary trades
made by Advisor will be in accordance with each applicable client’s investment objectives and
goals.
Item 17 Voting Client Securities
Advisor will not vote, nor advise clients how to vote, proxies for securities held in client accounts.
The client clearly keeps the authority and responsibility for the voting of these proxies. Also,
Advisor cannot give any advice or take any action with respect to the voting of these proxies.
The client and Advisor agree to this by contract. Clients will receive proxy solicitations from
their custodian and/or transfer agent.
However, if Advisor becomes the General Partner and/or Manager of any SPV, Advisor will
vote proxies on the fund’s behalf. As applicable, Advisor will adopt and implement written Proxy
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Voting Policies and Procedures (“Proxy Voting Procedures”) designed to reasonably ensure that
Advisor votes proxies in its clients’ best interests.
The Proxy Voting Procedures will describe how Advisor addresses voting authority, material
conflicts of interest, voting decisions, notification to the client, books and records requirements, and
ensures that proxies are voted in t eh best interest of its clients.
Advisor acknowledges and agrees that it has a fiduciary obligation to its clients to ensure that any
proxies for which it has voting authority are voted solely in the best interest of and for the exclusive
benefit of its clients. The Proxy Voting Procedures will be intended to guide Advisor and its
personnel in ensuring that proxies are voted in such manner, without limiting Advisor or its
personnel in specific situations to vote in a predetermined manner. These policies will be designed
to assist Advisor in identifying and resolving any conflicts of interest it may have in voting client
proxies.
Item 18 Financial Information
Advisor does not require or solicit prepayment of more than $1,200 in fees per client, six months
or more in advance, and is not required to file a balance sheet.
Advisor does not have discretionary authority over Class G and Class N client accounts, but does
have discretionary authority over Class D and SPV client accounts. Management is not aware of
any financial condition that will likely impair the firm’s ability to meet contractual commitments to
clients. If Advisor does become aware of any such financial condition, this Brochure will be
updated and clients will be notified.
Advisor has never been subject to a bankruptcy petition.
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