GAINSPOLETTI WEALTH PLANNERS

Item 1 – Cover Page Form ADV Part 2A Brochure Gainspoletti Wealth Planners 805 W. Sunflower Rd. Cleveland, Mississippi 38732 662-843-6090 www.gainspoletti.com April 1, 2026 This Brochure provides information about the qualifications and business practices of Gainspoletti Wealth Planners (“Gainspoletti”). If you have any questions about the contents of this Brochure, please contact us at 662-843-6090. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission or any state securities authority. Registration as an investment adviser does not imply any level of skill or training. The oral and written communications of an adviser provide you with information from which you can determine whether to hire or retain an adviser. Additional information about Gainspoletti (CRD# 333768) is also available via the SEC’s web site www.adviserinfo.sec.gov.  Item 2 – Material Changes Gainspoletti Wealth Planners has the following material changes to report for our annual Form ADV Part 2A dated March 27, 2026: • • • • Item 5 – added securities and insurance sales to this section including conflicts of interest in earning additional compensation associated with these activities. Item 8 – added equity risk Item 10 – Added information about fees earned through sub-advisers and co-advisors Item 12 – added that Gainspoletti does not utilize soft dollars On April 1, 2026, we made the following changes to the Form ADV Part 2A • Item 4 – Changed the sentence which said Gainspoletti will assume discretionary authority over your account to hire and fire TPMs and reallocate your assets to another TPM we deem appropriate to say Clients have the authority to hire and firm TPMs. Investors may request the most recent version of Gainspoletti’s Brochure by submitting an email request to russell@gainspoletti.com or phone call to 662-843-6090. Current and prospective investors are urged to review this Brochure in its entirety. 2  Item 3 ‐ Table of Contents Item 1 – Cover Page ....................................................................................................................................... 1 Item 2 – Material Changes ............................................................................................................................. 2 Item 3 ‐ Table of Contents ............................................................................................................................. 3 Item 4 – Advisory Business ............................................................................................................................ 4 Item 5 – Fees and Compensation .................................................................................................................. 7 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 ................................................................................................................ 12 Item 10 – Other Financial Industry Activities and Affiliations ...................................................................... 12 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ................. 14 Item 12 – Brokerage Practices ..................................................................................................................... 14 Item 13 – Review of Accounts ..................................................................................................................... 16 Item 14 – Client Referrals and Other Compensation ................................................................................... 17 Item 15 – Custody ........................................................................................................................................ 17 Item 16 – Investment Discretion .................................................................................................................. 18 Item 17 – Voting Client Securities ................................................................................................................ 18 Item 18 – Financial Information ................................................................................................................... 19 3  Item 4 – Advisory Business Gainspoletti Wealth Planners Advisory LLC D.B.A. Gainspoletti Wealth Planners (“Gainspoletti”) is applying for registration with the U.S. Securities and Exchange Commission (“SEC”) as an investment adviser. Gainspoletti is based in and organized as a limited liability company under the laws of the State of Mississippi and the United States of America. The firm has been in business since 2025. Gary Gainspoletti is the founder, owner, and President of Gainspoletti Wealth Planners. Gainspoletti provides personalized fee-based investment management to individuals, retirement plans, trusts, estates and small businesses. Investment Management Services Gainspoletti offers discretionary asset management services to advisory clients. Under this arrangement you will enter into a written Investment Management Agreement with Gainspoletti wherein you authorize Gainspoletti to supervise and direct your investment accounts on a discretionary basis in accordance with the investment objectives for each account. Investment management services provided by Gainspoletti, may be provided through an unaffiliated third-party investment managers (“TPM”), or may be provided jointly by Gainspoletti and TPMs in the form of a “co-advisory” arrangement. After gathering information about your financial situation and objectives, we may recommend that you engage a specific TPM or investment program. Factors that we take into consideration when making our recommendation(s) include, but are not limited to, the following: the TPM's performance, methods of analysis, fees, your financial needs, investment goals, risk tolerance, and investment objectives. We will monitor the TPM’s performance to ensure its management and investment style continues to be aligned with your investment goals and objectives. Each TPM will actively manage your portfolio and will assume discretionary investment authority over your account. Clients have the authority to hire and fire TPMs. The purpose of using a TPM is to invest your assets in portfolios modeled to mirror your investment objectives and financial needs. All recommendations depend on your circumstances, goals and objectives, strategy desired, account size, risk tolerance, or other factors. You are not obligated to take advantage of any of our TPM recommendations. 4  Before making recommendations, we review the TPM’s backgrounds and consider factors, such as fees, reputation, performance, financial strength, management, price, and reporting capabilities. We will present our recommendation to you based on your financial situation, goals, needs, and investment objectives. At the time of the recommendation, we provide you with the TPM’s written disclosures describing its services and fees. Generally, a TPM is responsible for portfolio management, portfolio design, best execution, portfolio reporting, trading, trade error resolution, and custodian reconciliations. Our agreements with TPMs usually require us to maintain a relationship with you, either as a referrer or as a co-advisor. As a co-advisor, the TPM requires us to ensure that information about your specific goals, financial situation and risk preference remain current, assist you in determining appropriate allocation models, review account activity periodically, initiate contact to update information, meet with you annually or upon request, and respond to your inquiries. Gainspoletti has entered into a co-advisory agreement with Matson Money, Inc. (CRD #110425), a TPM that manages model portfolios for a wide range of investment choices. Matson Money takes responsibility for investment management, portfolio design, best execution, portfolio reporting, trading, trade error resolution, and custodian reconciliations. Gainspoletti’s responsibilities require us to: • • • • • • • • Provide you with Matson Money’s disclosure brochure that describes its services and fees, Provide you with a written disclosure statement, titled “Co-Advisor Disclosure Statement,” that describes the fees we receive for referring you to Matson Money, Maintain a relationship with you, Ensure that information about your specific goals, financial situation and risk preference remain current and advise Matson Money of changes in this information, Assist you in determining appropriate allocation models, Review account activity periodically, Contact or meet with you annually, and Respond to your inquiries. If you choose to proceed with these services, you will enter into a written advisory agreement with both Gainspoletti and Matson Money. Under this agreement, you will authorize Matson Money to supervise and direct your investment accounts in accordance with the investment objectives for each account. Matson Money may accept investment restrictions that you provide to them in writing. Financial Planning and Consulting Services Gainspoletti also provides financial planning and consulting services, which may include reviewing financial objectives, asset allocation, cash flow management, tax preparation and 5 planning, accounting services, insurance, investment management, strategies for education  funding, retirement planning, and estate planning. When engaged to provide financial planning assistance, clients are responsible for determining whether or not to implement a recommendation, and if they decide to do so, are responsible for actual implementation. The actual details of an engagement vary on a case-by-case basis depending on the complexity of the client’s financial situation. Generally, however, an engagement involves identification of goals and objectives, collection and analysis of data, formulation of a strategy, and the preparation of a written plan in some cases. Retirement Plan Consulting Services In addition, Gainspoletti provides nondiscretionary consulting services to sponsors of retirement plans. In this role, Gainspoletti provides plan level advisory services which may include recommending and monitoring plan investment options, assistance with participant enrollment, participant investment education, and other plan administration assistance. Regardless of the services provided, each is tailored to the individual needs of a particular client (whether an individual, a family, or a business) through an assessment conducted prior to an engagement. Clients may impose restrictions related to the level of discretion granted, the types of investments used, etc. Terms of an actual engagement, including description of service, limitations and restrictions, fees, etc., are all detailed before any engagement begins in a written client agreement and applicable account documents. Because Gainspoletti is a registered investment adviser, we are required to meet certain fiduciary standards when providing investment advice to clients. Additionally, when we provide investment advice related to a retirement plan account or an individual retirement account, we are considered 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. As such, we are required to act in your best interest and not put our interest ahead of yours, even though our compensation creates some conflicts with your interests in that the more you have us manage, the more we can earn. Our clients, however, are under no obligation to use services recommended by our associated persons. Furthermore, we believe that our recommendations are in the best interests of our clients and are consistent with our clients’ needs. The firm does not sponsor a wrap fee program. As of December 31, 2025, Gainspoletti managed approximately $127,000,000 in assets on a discretionary basis and $0 on a non-discretionary basis. Gainspoletti was also providing general oversight on approximately $ 125,433,544 of assets managed by its contracted discretionary TPMs and other assets held elsewhere. 6  Item 5 – Fees and Compensation Investment Management Services As mentioned above, investment management services may be provided to clients by Gainspoletti, may be provided by TPMs to whom we refer accounts, or may be provided jointly by Gainspoletti and TPMs in the form of an ongoing “co-advisory” arrangement. Related to fees, clients are generally charged based on the amount of assets under management. The total fee charged to clients, on an annual basis, may range between 0.85% - 2% of total assets under management depending on whether a TPM used, the scope of the engagement, etc. Gainspoletti charges an annual investment advisory fee based on the total assets under management as described in the following tiered fee schedule: Assets Under Management Annual Fee First $100,000 2.00% $100,000-$500,000 1.50% $500,000-$1,000,000 1.25% $1,000,000-$5,000,000 1.00% $5,000,000-$10,000,000 .90% $10,000,000+ .85% In some instances, fees may be negotiable. Payment is generally due quarterly in advance based on the value of the account at the beginning of the applicable period (i.e. the end of the prior period) and is generally deducted from the account (although may be directly billed in some cases). If terminated, a client will receive a prorated refund of any prepaid fees which are unearned and paid in advance based on the number of days of service provided during the partial period. For fees paid in arrears, fees will be charged for partial periods on a prorated basis based on the number of days of service provided during the partial period. When services are provided directly by Gainspoletti, Gainspoletti will receive a fee directly from the client. All relevant fees will be detailed in the client agreement. When services are provided through a TPM, Gainspoletti will receive from the TPM a percentage of the overall fee paid by the client. When services are provided jointly by Gainspoletti and a TPM in the form of a co-advisory arrangement, both Gainspoletti and the TPM will receive a fee directly from the client. All relevant fees will be detailed in the three-party client agreement. 7  Fees paid to Gainspoletti and TPMs are separate and unrelated to any fees or expenses assessed by mutual funds, exchange traded funds, brokers, custodians etc. The firm makes no guarantee related to the competitiveness of investment management fees or outside costs and acknowledges that clients may be able to find comparable services from other sources at a lower cost or fee. See Item 12 below for additional information on brokerage practices. Financial Planning and Consulting Services Gainspoletti may offer financial planning services to clients such as financial plans, investment plans, and/or individual consultations. Clients are typically charged a fixed fee ranging from $1,500 - $5,000 or may be charged on an hourly basis generally at $100 - $300 per hour, depending on the type and complexity of financial planning services to be provided. Fees are generally directly billed to Client in advance but may in some instances be partially billed in advance with the balance billed in arrears upon completion. Fees may be paid by check or ACH transfer. If services are terminated before completion, fees will be prorated based on work completed and any unearned fees paid in advance will be refunded. The fees and scope of service will be documented and agreed upon before commencement of services. All financial planning fees paid to the firm are separate and unrelated to any fees or expenses assessed by any broker, custodian, or other outside party. The firm makes no guarantee related to the competitiveness of financial planning fees or outside costs and acknowledges that clients may be able to find comparable services from other sources at a lower cost or fee. Clients should note that in a financial planning engagement, a conflict of interest may exist between the firm and the client related to the firm’s recommendations, but the client is under no obligation to accept the firm’s recommendations or to purchase any products or service through the firm or its personnel. Retirement Plan Consulting Services Gainspoletti offers non-discretionary consulting services to sponsors of retirement plans. For these types of services, clients are typically charged an initial fixed fee of up to $1,500 (which is based on the estimated amount of set up work needed), and an ongoing fee of up to 0.75% of assets under advisement to be charged quarterly in arrears. Fees are generally deducted from the plan but may be billed directly if approved by Gainspoletti. If deducted directly from the plan, the fee deducted will be noted on the applicable account statements provided to the plan and or plan sponsor. Any fee questions or discrepancies should be brought to the attention of Gainspoletti. If directly billed, the applicable plan or plan sponsor will be invoiced, and fees may be paid by check or ACH transfer. Fees are negotiable and vary depending on the complexity of the engagement. The fees and scope of service will be documented and agreed upon before commencement of services. Securities Sales 8 Certain of Gainspoletti’s Supervised Persons, in their individual capacities, are also registered representatives with an unaffiliated FINRA-registered broker-dealer, and in such capacity, may recommend, on a fully disclosed commission basis, the purchase of  certain investment products. While Gainspoletti does not sell any commissionable investment products to its clients, Gainspoletti does permit its Supervised Persons, in their individual capacities as registered representatives, to sell investment products to their clients. A conflict of interest exists to the extent that Gainspoletti’s advisor recommends the purchase of investment products where Gainspoletti’s Supervised Persons receive commissions or other additional compensation. Clients are not obligated to purchase securities from Gainspoletti’s Supervised Persons and may purchase securities from any registered representative preferred. Insurance Sales Some Gainspoletti Supervised Persons offer insurance through Ashford Advisors and are licensed to provide various insurance products. These individuals receive customary commissions paid in connection with insurance sales. However, our clients are under no obligation to purchase products recommended by our associated persons or to purchase products through our associated persons. A conflict of interest exists to the extent that Gainspoletti’s adviser recommends the purchase of insurance products where Gainspoletti’s Supervised Persons receive insurance commissions and/or other additional compensation. Clients are not obligated to purchase insurance from Gainspoletti’s Supervised Person and may purchase insurance from any agent they prefer. Item 6 – Performance‐Based Fees and Side‐By‐Side Management Gainspoletti does not charge performance-based fees (fees based on a share of capital gains on or capital appreciation of the assets of a client) and consequently does not simultaneously manage performance-based and non performance-based accounts. Item 7 – Types of Clients Gainspoletti provides services to individuals, pension and profit-sharing plans, trusts, estates and small businesses. There is no minimum account size requirement to open an account. In addition, TPMs which we use may have their own minimum investment requirements. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss 9 Gainspoletti’s primary investment strategy is to recommend efficient portfolios for clients managed consistent with the principles of Modern Portfolio Theory, Efficient Market Hypothesis, and Factor Model Theory. The Modern Portfolio Theory is an investment theory that helps investors build an investment mix that aims to achieve the highest possible return for a given level of risk tolerance. It does this by emphasizing  diversification, spreading your money across different investments with uncorrelated returns. Efficient Market Hypothesis is an investment theory that says the knowable and available information is already factored into the price of securities. Therefore, only new and unknowable information can impact prices moving forward. The Factor Model theory suggests that certain factors of the market may have a higher potential return than others over the long-term. To implement the firm’s investment strategy, we generally use long term strategic approaches to investing. We may also delegate investment management responsibility to various TPMs who will employ their own strategies and methods of analysis when implementing their respective investment strategies. These TPMs generally use long term strategic approaches to investing as we do but may use some shorter term tactical techniques from time to time. The selected TPM will provide portfolio analysis, asset allocation modeling, and analysis, trading execution, general back office administration and performance monitoring as required. Investing in securities involves risk of loss that clients should be prepared to bear. These • risks include: • Market Risk - The prices of securities in which Clients invest may decline in response to certain events taking place around the world, including those directly involving the companies whose securities are owned by a fund; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency, interest rate, and commodity price fluctuations. Investors should have a long-term perspective and be able to tolerate potentially sharp declines in market value. • Interest Rate Risk - Fluctuations in interest rates may cause investment prices to fluctuate. For example, when interest rates rise, yields on existing bonds become less attractive, causing their market values to decline. • Currency Risk - Overseas investments are subject to fluctuations in the value of the dollar against the currency of the investment’s originating country. This is also referred to as exchange rate risk. • Capital Risk – The possible loss of principal due to periodic fluctuations in price which vary among assets classes. • Inflation risk - When any type of inflation is present, a dollar today will buy more than a dollar next year, because purchasing power is eroding at the rate of inflation. Investment Companies Risk - When a Client invests in open-end mutual funds or ETFs, the Client indirectly bears their proportionate share of any fees and expenses payable directly by those funds. Therefore, the Client will incur higher expenses, which may be duplicative. In addition, the Client’s overall portfolio may be affected by losses of an underlying fund 10 and the level of risk arising from the investment practices of an  - • underlying fund (such as the use of derivatives). ETFs are also subject to the following risks: (i) an ETF’s shares may trade at a market price that is above or below their net asset value or (ii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are de-listed from the exchange, or the activation of market- wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. Adviser has no control over the risks taken by the underlying funds in which Client invests. • Equity Risk Equity securities tend to be more volatile than other investment choices. The value of an individual mutual fund or ETF can be more volatile than the market as a whole. This volatility affects the value of the Client’s overall portfolio. Small- and mid-cap companies are subject to additional risks. Smaller companies may experience greater volatility, higher failure rates, more limited markets, product lines, and financial resources, and less management experience than larger companies. Smaller companies may also have a lower trading volume, which may disproportionately affect their market price, tending to make them fall more in response to selling pressure - than is the case with larger companies. • Fixed Income Risk The issuer of a fixed income security may not be able to make interest and principal payments when due. Generally, the lower the credit rating of a security, the greater the risk that the issuer will default on its obligation. If a rating agency gives a debt security a lower rating, the value of the debt security will decline because investors will demand a higher rate of return. As nominal interest rates rise, the value of fixed income securities held by a fund is likely to decrease. A nominal interest rate is the sum of a real interest rate and an expected inflation rate. • Management Risk - The advisor’s investment approach may fail to produce the intended results. If the advisor’s assumptions regarding the performance of a specific asset class or fund are not realized in the expected time frame, the overall performance of the Client’s portfolio may suffer. • Liquidity Risk - Liquidity is the ability to readily convert an investment into cash. Generally, assets are more liquid if many traders are interested in a standardized product. For example, Treasury Bills are highly liquid, while real estate properties are not. Cybersecurity Considerations - Our information and technology systems or any other qualified third party, may be vulnerable to damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by their respective professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. Although these parties may implement, 11 various measures to manage risks relating to these types of events, if  these systems are compromised, become inoperable for extended periods of time or cease to function properly, it may take significant investment to fix or replace them. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in operations and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information relating to investors). investors (and the beneficial owners of • Recommendation of Co-Advisers - In the event we recommend a third- party investment adviser (Co-Adviser) to manage all or a portion of your assets, we will advise you on how to allocate your assets among various classes of securities or Co-Advisers, third-party programs, or managed model portfolios. As such, we will primarily rely on investment model portfolios and strategies developed by the Co-Advisers and their portfolio managers. If there is a significant deviation in characteristics or performance from the stated strategy and/or benchmark, we may recommend changing models or replacing a Co-Adviser. The primary risk associated with investing with a third party is that while a particular third party may have demonstrated a certain level of success in the past; it may not be able to replicate that success in future markets. In addition, as we do not control the underlying investments in third-party model portfolios, there is also a risk that a third party may deviate from the stated investment mandate or strategy of the portfolio, making it a less suitable investment for our clients. To mitigate this risk, we seek third parties with proven track records that have demonstrated a consistent level of performance and success over time. A third party’s past performance is not a guarantee of future results and certain market and economic risks exist that may adversely affect an account’s performance that could result in capital losses in your account. Please refer to the third- party investment adviser’s advisory agreements, Form ADV Brochure, and associated disclosure documents for details on their specific investment strategies, methods of analysis, and associated risks. No investment strategy can assure a profit or avoid a loss. Item 9 – Disciplinary Information Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to the evaluation of the firm or the integrity of its management. Gainspoletti is currently not subject to, nor has it ever been subject to, any legal or disciplinary events of a material nature. Item 10 – Other Financial Industry Activities and Affiliations 12 Gainspoletti is not registered, nor does it have an application pending to register, as a  broker-dealer. Certain of Gainspoletti’s Supervised Persons, in their individual capacities, are also registered representatives with various unaffiliated FINRA-registered broker- dealers, and in such capacity, may recommend, on a fully disclosed commission basis, the purchase of certain investment products. While Gainspoletti does not sell any commissionable investment products to its clients, Gainspoletti does permit its Supervised Persons, in their individual capacities as registered representatives, to sell investment products to their clients. A conflict of interest exists to the extent that Gainspoletti’s advisor recommends the purchase of investment products where Gainspoletti’s Supervised Persons receive commissions or other additional compensation. To the extent that clients wish one or more of these individuals to implement any recommendations made by Gainspoletti, the purchase or sale of any securities in conjunction with the implementation of such recommendations is made through one or more of these broker-dealers. Clients are free, however, to implement Gainspoletti’s recommendations though any broker-dealer that they choose. The receipt of commissions for recommended products represents an incentive for these individuals to recommend products that pay a commission over other products, therefore creating a conflict of interest. Additionally, if a client implements the recommendation through these individuals, the client may be limited to those products or services available through these broker-dealers. Commissions earned may be higher or lower at these broker-dealers than other broker- dealers. Notwithstanding the fact that these individuals are registered representatives of such brokerdealers, each of these Investment Advisor Representatives is solely responsible for the investment advice rendered. Gainspoletti’s advisory services are provided separately and independently of these broker-dealers Some Gainspoletti Supervised Persons offer insurance through Ashford Advisors and are licensed to provide various insurance products. These individuals receive customary commissions paid in connection with insurance sales. However, our clients are under no obligation to purchase products recommended by our associated persons or to purchase products through our associated persons. A conflict of interest exists to the extent that Gainspoletti’s adviser recommends the purchase of insurance products where Gainspoletti’s Supervised Persons receive insurance commissions and/or other additional compensation. When Gainspoletti provides services through a TPM, Gainspoletti will receive from the TPM a percentage of the overall fee paid by the client. When services are provided jointly by Gainspoletti and a TPM in the form of a co-advisory arrangement, both Gainspoletti and the TPM will receive a fee directly from the client. All relevant fees will be detailed in the three-party client agreement. Gary Gainspoletti is the owner of Gainspoletti & Associates, an accounting firm. The two companies share the same office space and certain personnel. The two companies may refer business to each other, which raises a potential conflict of interest because of their common interest. 13  Neither the firm nor any of its affiliated persons are registered or have an application pending as a futures commission merchant, commodity pool operator, commodity trading advisor or associated person of any of the forgoing entities. The firm has no other business activities or other financial industry affiliations. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics Gainspoletti has adopted a Code of Ethics expressing the firm's commitment to ethical conduct. The Gainspoletti Code of Ethics describes the firm's fiduciary duties and responsibilities to clients, and details practices for reviewing the personal securities transactions of supervised persons with access to client information. The Code also requires compliance with applicable securities laws, addresses insider trading, and details possible disciplinary measures for violations. Gainspoletti will provide a complete copy of its Code of Ethics to any client or prospective client upon request to the Chief Compliance Officer. Trading Conflicts of Interest Individuals associated with Gainspoletti are permitted to buy or sell securities for their personal accounts identical to or different than those recommended to clients, and at or about the same time trades are made for clients. However, no person is allowed to favor his or her own interest over that of a client or make personal investment decisions based on the investment decisions of advisory clients. Individuals associated with the firm are not permitted to buy or sell client account investments in which the firm or any related person has a material financial interest. In order to address potential conflicts of interest, Gainspoletti retains and monitors records of employee personal securities activities. Item 12 – Brokerage Practices Gainspoletti does not maintain custody of client assets. Instead, we require all client assets be maintained in an account at a non-affiliated “qualified custodian”, generally a broker dealer or bank, or they may be held directly at the mutual fund company(s). Gainspoletti is not affiliated with a brokerage firm, and no brokerage firm supervises Gainspoletti, its associated persons, or its activities. For accounts managed by TPMs, Gainspoletti does not select or recommend broker dealers to clients. All brokers are selected by the respective TPMs. 14  While we may recommend certain brokers or custodians for accounts we manage, you will ultimately decide whether to do so and will open your account directly with them. Non- recommended brokers and custodians will only be considered in limited instances, and on a case-by-case basis. Clients should note, however, that the firm may not be able to achieve similar execution performance when using non recommended brokers or custodians, which could result in increased costs. When recommending brokers or custodians for its clients, Gainspoletti considers many different factors including quality of service, services offered, execution quality, transaction costs, reputation of the firm, financial resources, jurisdiction registration status, and stability, among others. In determining the reasonableness of a broker’s compensation, we consider the overall cost to you relative to the benefits you receive, both directly and Your Brokerage and Custody Costs indirectly, from the broker. Our clients receive various services directly from our custodian. For our clients’ accounts that our custodian maintains, the custodian generally does not charge separately for custody services but instead is compensated by charging commissions or other fees on trades that it executes or trades that are executed by other brokers to and from the custodial accounts. Gainspoletti’s relationship to the custodian and its relationship to the client are entirely independent of trade commission assessed by the custodian in client accounts. Since our custodians charge you a fee for each trade that we have executed by a different broker-dealer, we have the custodian execute most trades for your account in order to Products and Services Available to Us from Brokers/Custodians minimize your trading costs. Our custodians provide us and our clients with access to its institutional brokerage services like trading, custody, reporting, and related services, many of which are not typically available to retail customers. Our custodians also make available various support services, some of which may help us manage or administer our clients’ accounts, while others may help us manage and grow our business. Our custodians’ institutional brokerage services which benefit you directly include access to a broad range of investment products, execution of securities transactions, and asset custody. The investment products available through our custodian include some to which we might not otherwise have access or that would require a significantly higher minimum initial investment from our clients. Our custodian 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 the custodian’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 the 15 custodian. In addition to investment research, the custodian also makes available software  and other technology that provide access to client account data, facilitates trade execution for multiple client accounts, provides pricing and other market data, facilitates payment of our fees from our clients’ accounts, and assists with back-office functions, recordkeeping, and client reporting. Our custodian also offers other services intended to help us manage and further develop our business. These services include educational conferences and events, consulting on technology, compliance, legal, and business needs, publications and conferences on practice management and business succession, and access to employee benefits providers, human capital consultants, and insurance providers. We do not, however, receive client referrals from custodians or brokers which we may use or recommend. The availability of these services from our custodian benefits us because we do not have to produce or purchase them. Of course, this may give us an incentive to recommend that you maintain your account with our custodian based on our interests rather than yours, which is a potential conflict of interest. We believe, however, that our selection of our custodians is in the best interests of our clients, and is primarily supported by the scope, quality, and Directed Brokerage price of our custodians’ services and not those services that benefit only us. Some clients may direct us to a specific broker-dealer to execute securities transactions for their accounts. When so directed, we may not be able to effectively negotiate lower brokerage commissions or achieve best execution on those clients’ transactions. This can result in substantially higher fees, charges or dealer concessions in one or more Soft Dollars transactions for the clients’ accounts because we cannot negotiate favorable prices. Gainspoletti does not utilize soft dollars. Aggregation of Transactions Gainspoletti or outside managers may, from time to time, aggregate client orders into blocks in order to facilitate more efficient account management and execution. When aggregating orders, Gainspoletti requires that an average price is given to all participants in the block, or that other measures are taken in order to treat all accounts fairly. Item 13 – Review of Accounts Reviews of Accounts Investment management accounts are managed on an ongoing basis by Gainspoletti or the respective TPM. In addition to ongoing supervision by TPMs where applicable, third party managed accounts are also generally reviewed on a quarterly basis by Gainspoletti’s investment adviser representatives. The reviews by managers generally include evaluating 16 the employed strategy, monitoring the portfolio, and addressing the need to rebalance. Any  review made by Gainspoletti on third party managed accounts is more general in nature. Gainspoletti will periodically, and at least annually, review clients’ investment policy and risk profile. Additional account reviews may be triggered by a specific client request, by a change in client goals or objectives, by an imbalance in a portfolio asset allocation, or by market or economic conditions. All ongoing clients are advised that it remains their responsibility to advise Gainspoletti of any changes in their investment objectives and/or financial situation. Financial planning client accounts are not subject to ongoing reviews. Regular Reports Provided to Clients Investment management clients are provided with account statements from their custodian on at least a quarterly basis which list account holdings and transactions for the period. Additionally, Gainspoletti may provide various other custom-written reports to clients on a case-by-case basis which could include market information, investment performance, etc. Item 14 – Client Referrals and Other Compensation Gainspoletti does not compensate any outside parties for client referrals. Item 15 – Custody All client funds, securities, and accounts are held with Third-Party Custodians. We do not take custody of your funds and securities. Because of this, we do not accept securities or forward securities to your brokerage firm or custodian. The only checks payable to Gainspoletti that we accept are those payable for an individual financial planning agreement. Gainspoletti is not affiliated with a custodian, and no custodian supervises Gainspoletti, its associated persons, or its activities. You will receive account statements directly from your custodian at least quarterly, which will be sent to the email or postal mailing address you provided. We urge you to carefully review these custodial statements when you receive them and to compare them to reports you receive from us or our TPM. 17 Certain clients have granted or may in the future grant us the limited power in standing letters  of authorization (SLOAs) to disburse funds from their custodial accounts to one or more third parties specifically designated by such clients. While we generally are deemed to have custody of such clients’ cash and securities for purposes of Rule 206(4)-2 under the Advisers Act, we do not expect to obtain a surprise examination of such client accounts in accordance with the relief provided by the SEC in a February 21, 2017 no-action letter addressed to the Investment Adviser Association (“SLOA No-Action Letter”). In the event that we no longer comply with all of the conditions for the relief set forth in the SLOA No-Action Letter with respect to a client account, we will cause such client’s cash and securities to be subject to an annual surprise examination in accordance with the requirements of Rule 206(4)-2 under the Advisers Act. We have included all client assets that are subject to a SLOA that result in custody in response to Item 9.A(2) of Part 1 of Form ADV. Item 16 – Investment Discretion Gainspoletti may accept discretionary authority to manage securities accounts on behalf of clients. Gainspoletti then has the authority to determine, without obtaining specific client consent, the securities to be bought or sold, and the amount of the securities to be bought or sold. Gainspoletti may require that each client investment transaction be authorized by the client. When making recommendations, Gainspoletti observes the written investment policies, limitations and restrictions of the clients for which it advises. Like Gainspoletti, Gainspoletti’s TPMs may also accept discretionary authority to manage accounts. When granted authority to manage accounts, Gainspoletti’s or its TPMs customarily have the authority to determine which securities and the amounts that are bought or sold. Any discretionary authority accepted by Gainspoletti or its TPMs, however, is subject to the client’s risk profile and investment objectives and may be limited by any other limitations provided by the client in writing. Neither Gainspoletti nor its TPMs will exercise any discretionary authority until it has been given authority to do so in writing. Such authority is granted in the written agreement between Gainspoletti, and/or its TPM and the client. Item 17 – Voting Client Securities Gainspoletti does not vote proxies on behalf of clients. Clients are expected to vote their own proxies. The client will receive their proxies directly from the custodian of their account or from a transfer agent. Any questions about our proxy policy can be directed to Russell Gainspoletti, available at the number on the cover page of this document. 18  Item 18 – Financial Information Registered investment advisers are required in some cases to provide certain financial information and disclosures about their financial condition. For example, if the firm requires prepayment of fees of $1,200 or more for six months in advance, has custody of client funds, or has a condition that is reasonably likely to impair its ability to meet its contractual commitments to its clients, it must provide financial information and make disclosures. Gainspoletti has not been subject to bankruptcy and has had no financial or operating conditions which trigger such additional reporting requirements. 19