GORDIAN WEALTH ADVISORS, LLC

Item 1 – Cover Page Part 2A of Form ADV Brochure for: Gordian Wealth Advisors, LLC 100 B Shoreline Hwy Suite 302 Mill Valley, CA 94941 Phone: (833) 467-3426 Email: elliott@gordianwa.com September 25, 2025 This Brochure provides information about the qualifications and business practices of Gordian Wealth Advisors, LLC (“Gordian”, “GWA”, “We”, “Us”, or the “Firm”). If you have any questions about the contents of this Brochure, please contact us at (415) 383-9990 or elliott@gordianwa.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Gordian is a registered investment adviser with the SEC. Registration of an investment adviser does not imply any certain level of skill or training. information about Gordian is also available on the SEC’s website at Additional www.adviserinfo.sec.gov.  Part 2A of ADV: Gordian Wealth Advisors, LLC Item 2 – Material Changes This brochure shall serve as an interim amendment and an update to our previous brochure dated March 19, 2025. Updates were made to various Items throughout this brochure to reflect the removal of Gordian Capital Management, LLC. This is due to the fact that Gordian Capital Management, LLC has registered separately as a related investment advisory firm to Gordian Wealth Advisors, LLC. There was also an update made to Item 5 to reflect our fee schedule. ii  Part 2A of ADV: Gordian Wealth Advisors, LLC Item 3 – Table of Contents Item 1 – Cover Page ............................................................................................................... i Item 2 – Material Changes ...................................................................................................... ii Item 3 – Table of Contents .................................................................................................... iii Item 4 – Advisory Business .....................................................................................................1 Item 5 – Fees and Compensation ............................................................................................2 Item 6 - Performance-Based Fees and Side-By-Side Management ............................................4 Item 7 – Types of Clients ........................................................................................................4 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss .....................................4 Item 9 – Disciplinary Information ...........................................................................................8 Item 10 – Other Financial Industry Activities and Affiliations ...................................................8 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading13 Item 12 – Brokerage Practices .............................................................................................. 14 Item 13 – Review of Accounts ............................................................................................... 16 Item 14 – Client Referrals and Other Compensation .............................................................. 16 Item 15 – Custody ................................................................................................................ 16 Item 16 – Investment Discretion ........................................................................................... 17 Item 17 – Voting Client Securities ......................................................................................... 17 Item 18 – Financial Information ............................................................................................ 18 iii  Part 2A of ADV: Gordian Wealth Advisors, LLC Item 4 – Advisory Business GWA is a SEC registered investment advisor located in Mill Valley, California and was formed in 2011. GWA also has an office in Palm Desert, California. GWA’s principal owners and Managing Members are: • • Elliott Elbaz Michael Phippen • GWA provides investment management services to: • Individuals • High net worth individuals Trusts and estates The Firm currently manages client assets of approximately $348,069,536 on a discretionary basis. This amount reflects regulatory assets under management (“RAUM”) and was calculated as of December 31, 2025. It is noted that RAUM are assets of securities portfolios over which the adviser provides “continuous and regular supervisory or management services,” regardless of whether they are proprietary assets, assets managed without receiving compensation or assets of foreign clients, all of which an adviser currently may, but is not required to exclude in calculating the “assets under management” for SEC registration purposes. RAUM represents gross assets rather than net assets Portfolio Management: (AUM). GWA provides investment management services and investment advice to its advisory clients. This advice is based on the individual needs of each client. Client needs are determined by reviewing the client’s financial circumstances and working with the client to determine his/her goals and objectives. During this process an Investment Policy Statement (“IPS") is created, by which the portfolio will be managed. Investment recommendations are tailored to each client’s needs, taking into consideration investment objectives, tolerance for risk, liquidity and suitability, and clients may be able to add reasonable restrictions on investing in certain securities, types of securities, or industry sectors. A scenario when restrictions may not be accommodated includes selection of an outside portfolio manager who may not be able to accommodate such restriction. Advisory client accounts are managed on either a discretionary or non-discretionary basis and advice is not limited to specific types of investments or products. Based on the client’s IPS, allocations may include a range of investments. Including exchange-listed securities, securities traded over-the- counter, corporate debt securities (other than commercial paper), municipal securities, mutual fund shares, exchange-traded funds (“ETFs”), United States governmental securities, options contracts on securities, interests in partnerships investing in real estate, Interests in partnerships investing in oil and gas interests, interests in private equity, venture capital funds, private companies, hedge funds or cash or cash equivalents. 1  Part 2A of ADV: Gordian Wealth Advisors, LLC Independent Managers: Where appropriate, GWA recommends the use of independent investment manager(s) (“independent manager(s)”) to manage certain types of investments in advisory client’s portfolios. As such, we have an investment committee process by where we evaluate and monitor these independent managers. More information about our investment committee process can be made available upon request. Financial Planning: GWA offers financial planning as part of the services it offers to its advisory clients at no extra cost to the client. This is not a separate advisory business, and advisory clients are under no obligation to participate in the financial planning services offered. Item 5 – Fees and Compensation GWA charges asset-based fees for its advisory client services. Fees can be deducted from the advisory client’s account, or the advisory client may elect to receive a bill. Fee payment methods are documented in the Investment Management Agreement (“IMA”) between GWA and the advisory client. Advisory clients who elect to have fees deducted from their account(s) will receive monthly account statements that reflect and disclose the fee amount deducted. Advisory clients who elect to be billed for fees incurred will receive bills quarterly. The annual fee shall be computed on the basis of the schedule set forth as follows (or as negotiated with the client) and shall be paid quarterly in advance: Assets Under Advisement (AUA) Standard Fee First $5 million 1.50% of AUA $5 million to $15 million $75.000 +1.35% of AUA over $5 million $15 million to $25 million $210,000 +1.20% of AUA over $15 million $25 million to $50 million $330,000 + 1.00% of AUA over $25 million Over $50 million negotiable GWA may at its option increase the advisory fee one (1) time per year, effective on the anniversary of the effective date of the IMA, by an amount equal to the increase in the Consumer Price Index in the United States over the one (1)-year period immediately prior to that anniversary date, however the advisory fee for all assets in all accounts will not exceed the standard fee. Fees may be discounted on a case-by-case basis only with the approval of the supervisor. If an advisory contract is terminated within 5 days of signing and delivery of this disclosure Brochure, Additions & withdrawals no fees may be charged. Assets shall be valued and the advisory fee calculated as of the close of business on the last business day of the preceding calendar quarter in such manner as will, in the judgment of the Firm, best and most accurately reflect their fair market value. Substantial additions to or withdrawals from client advisory accounts may be pro-rated on an equitable basis for the period the assets involved were under management. In the event that a fee period is less than one full quarter, the advisory fee shall 2  Part 2A of ADV: Gordian Wealth Advisors, LLC be calculated by multiplying a full quarterly management fee by a fraction, the numerator of which shall be the number of days that the advisory agreement is in effect prior to the end of the calendar quarter and the denominator of which shall be the number of days in the quarter. It is noted that withdrawals may prevent the advisory client’s portfolio from achieving investment objectives as the Firm’s recommended strategies tend to be more long-term in nature. Withdrawals are subject to securities settlement procedures. Upon termination of a relationship (terminated by either party in accordance with the terms of the client advisory agreement), advisory clients will remain liable for any accrued but unpaid fees through the date of termination. In the event any assets are invested in illiquid private funds, clients remain liable to pay annual fees, calculated on the basis of the remaining assets invested in such private fund(s), for the remainder of such private fund’s investment. Clients should review their advisory agreement for further details. Transaction and custodial related costs Lower fees for comparable services may be available from other sources. The above noted fees are not inclusive of custodial fees charged by the custodial broker-dealer. As such, advisory clients may incur brokerage and other transaction costs in connection with services provided by the Firm. These fees are disclosed in the IMA and on the monthly brokerage statements. Other fees See Item 12 “Brokerage Practices” for more information regarding brokerage practices. In certain instances, GWA will charge a one-time fee for the introduction of a specific investment opportunity. Such fees will be disclosed to advisory clients at the time of investment and will require Independent managers a separate, signed statement acknowledging the fee. As previously discussed in Item 4, in certain instances GWA recommends independent managers to manage certain types of investments in advisory client portfolios. Fees charged by the independent manager and broker-dealer/custodian of the account are generally in addition to GWA’s advisory fee discussed above. In some cases, independent managers have billing practices that vary from our practices discussed above. As such, we may alter our advisory client account requirements or billing practices to accommodate those independent managers. Please refer to the independent manager’s ADV Part 2 disclosure Brochure for specific terms relating to the independent managers you select through your relationship with GWA as their terms may vary Financial Planning from that of GWA. Other Compensation As mentioned in Item 4 above GWA does not charge a separate fee for financial planning services. Representatives of GWA enter into selling agreements with independent managers and issuers of private offerings through a broker-dealer relationship with Capulent, LLC. The representative of GWA may receive transaction-based compensation for referring investors or clients under these 3  Part 2A of ADV: Gordian Wealth Advisors, LLC • selling agreements. In instances where GWA advisory clients are referred under these selling agreements and transaction-based compensation is received, the following will occur: • The amount of selling compensation will be disclosed to the client. • The fact that the recommendation is being made through Capulent, LLC will be disclosed to the client. The amount of assets invested under the selling agreement will not be included in the client’s AUM with GWA and thus excluded from the amount on which advisory fees are charged. (The fee received from the selling agreement generally will not be materially different than the advisory fee charged to the client if invested in another product offered through GWA thus mitigating the potential conflict around recommending a manager who pays a referral fee.) GWA has entered into an agreement with WC RH-GI GP LLC (“Manager”), whereby GWA holds a 40% interest in order to be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into RH-GI Investor LLC (a pooled real estate investment vehicle). In instances where GWA advisory clients are referred to RH-GI Investor LLC, the following will occur: • • The fact that GWA receives an incentive allocation will be disclosed to the client. • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in RH-GI Investor LLC. Please see Item 10 for more information on these arrangements. Item 6 - Performance-Based Fees and Side-By-Side Management GWA does not currently collect any performance-based fees for its advisory clients and the Firm’s standard advisory fee agreement does not anticipate performance-based fees. Item 7 – Types of Clients The Firm’s advisory clients include high net worth individuals, trusts and estates. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis: Fundamental analysis In formulating our investment advice and managing client accounts, we generally rely on a fundamental analysis of historical and present data. This type of analysis includes determining an investments “core health” and examining core numbers of the company, issuer of securities or 4  Part 2A of ADV: Gordian Wealth Advisors, LLC investment manager, as applicable. This includes reviewing financial statements, performance, economic state, interest rates, management, etc. This type of analysis tends to be more useful for long-term investment decisions and may not be appropriate for someone with a short-term investment horizon. As with any method of analysis, this analysis type involves risk. The price of a security can move up or down regardless of the economic or financial factors considered and unanticipated social or economic events can change the outcome of investments. In conducting our analysis we rely on the assumption that the sources of information considered accurate and unbiased. We do review information for any indication that data may be incorrect, but Charting and technical analysis there is always a risk that our analysis may be compromised by inaccurate or misleading information. We attempt to forecast future financial price movements based on an examination of past price movements and review of charts of market and security activity. This does not result in absolute predictions about the future, but is an attempt to identify when the market is moving up or down and to predict how long the trend may last and when that trend might reverse. As such, this tool can help assess what is “likely” to happen to prices over time. Technical analysis does not consider the underlying financial condition of a company. This presents a risk in that a poorly-managed or Cyclical analysis financially unsound company may underperform regardless of market movement. In this type of technical analysis, we measure the movements of a particular investment opportunity Investment Strategies: against the overall market in an attempt to predict the price movement of an investment. Investment strategies used by the Firm to implement investment advice vary and may include long and short-term purchases, trading, short sales, margin transactions, options trading or selection of independent managers. Our primary strategy does not involve frequent trading of securities, rather, we utilize an asset allocation process to identify independent managers who implement investment strategies that are appropriate for the client’s individual situation and investment objectives. Disclosures of the risks of a specific investment strategy implemented by an independent manager are made to our advisory clients by the independent manager. This disclosure can be found in the independent manager’s ADV Part 2 or similar disclosure Brochure, which will discuss the independent manager’s strategy and associated risks. Specific investment strategies managed by the Firm and may be included as part of an advisory client’s total portfolio are discussed below. It is important to note, any investment has the risk of loss. No investment in securities or specific strategies come without the risk of losing money on your investment. As part of the IPS process, we Covered Call Strategy will work with you to understand your risk tolerance. 5  Part 2A of ADV: Gordian Wealth Advisors, LLC The investment objective of our Covered Call Strategy is to provide investors with exposure to the large cap dividend paying equity markets with a call option overlay for increased levels of income. Although the covered call strategy can be effective in any market condition, it is most effective during range bound market cycles. The portfolio will contain approximately 25-35 names with diversified exposure across all sectors of the S&P 500. The investment process begins with a top down approach aimed at finding the relative value in each of the sectors of the S&P 500. Based on the investment team’s current view of the equity markets, the portfolio will underweight/overweight sectors based on equity valuations and growth prospects over the next 12 months. The goal is to create a balanced portfolio that will closely correlate to the sector weightings of the S&P 500. The strategy will vary its exposure to individual sectors based on economic conditions and valuations, but at no time will any one sector represent more than 25% of the entire portfolio. In addition, at no time will any single position represent more than 10% of the portfolio. The portfolio will not use leverage. The portfolio will necessarily have approved money market funds that it invests in on the client’s behalf due to the expected income from investments. Our investment team uses several quantitative screens to identify potential candidates for the portfolio. The first and most important characteristic is a consistent and increasing dividend yield. The portfolio will target stocks with a current yield of 3% or higher but will consider stocks with a lower yield if that security exhibits the ability to grow the dividend significantly. The portfolio will actively look for companies that have a long history of increasing the dividend through several market cycles. Sample screens that we run include companies that have an average growth pattern of quarterly dividend yields of 5% or greater over the past 36 quarters. In order to feel confident our companies can sustain paying their dividends, other screens are run to check the financial health of the company. These include, but are not limited to, improving revenue and earnings growth, strong cash flows, debt to equity ratios, and historically low valuations. An example of a screen that we find useful is the dividend payout ratio. This screen helps us indicate the likelihood that a company will continue paying dividends, and also its ability to increase the dividend in the future. Covered call writing is a bullish, premium selling, strategy. Maximum profit occurs when the underlying stock is at or above the strike price of the option at time of expiration. By writing the call and collecting the premium, you give up some of the stock's upside potential, as you agree to sell the stock at the strike price at expiration. The true risk in the strategy comes from owning the underlying stock. At the time of expiration, if the stock is lower, loss is calculated by subtracting the sale price of the underlying stock from the purchase price, and then adding back the premiums received by writing the calls during the time of ownership. Therefore, if an investor is comfortable owning the underlying stock, writing calls on the portfolio becomes an income strategy, and somewhat of a loss mitigation strategy and enhanced by the dividends the company pays on a quarterly basis. Depending on market conditions, covered calls will be written, or sold on the stocks typically 4-6 months out, providing 5-15% upside potential to the strike price. At the time of expiration, if the stock is above the strike price of the call option, a decision will be made on whether to roll the option to a higher strike price and keep the underlying stock, or allow the stock to be called away. If the 6  Part 2A of ADV: Gordian Wealth Advisors, LLC stock price is below the strike and we continue to believe the fundamentals of the company are Endowment Model strong, we will write another option to collect more income and lower our cost basis. Our Endowment Model is an asset allocation strategy that seeks to generate high risk-adjusted returns with lower volatility by diversifying the portfolio with a strong global mix of ETFs, mutual funds, and liquid alternatives. The goal of the strategy is to offer a tax-efficient vehicle to act as the core investment portfolio for clients that can be adjusted based on the client’s risk tolerance. We start off with a top-down, customizable approach to select the best asset allocations for clients, using quantitative based models as well as other Wall Street modeling programs. We then will invest in ETFs that we feel do the best to reduce costs and drive performance and use mutual funds to buffer the portfolio and strategically invest where active management is required to navigate dislocations or inefficiencies in specialized markets. Our investment philosophy is to offer clients a well- Large Cap Growth Strategy diversified, global portfolio with lower volatility and reasonable management fees. Our Large Cap Growth Strategy seeks long-term capital appreciation through investment in equity securities with market capitalizations over $1 billion. Our strategy is to invest in a diversified portfolio of large cap US stocks that have strong fundamentals and the ability to either pay dividends or buy back stock because of strong cash flow characteristics. We employ a process that combines fundamental research, stock selection, and risk management to construct a diversified portfolio. Longer term, we strive for our portfolio to demonstrate higher performance relative to risk compared Best Ideas Fund to the S&P 500 benchmark. Our Best Ideas Fund is an actively managed strategy comprised of our high conviction investments designed to generate alpha by utilizing intensive fundamental research. We strive to generate above average returns in inefficient sectors in the market or where there are price dislocations or changes in management/ company structures offer unique opportunities to invest. We will leverage our deep Risks of Loss: relationships with our contacts in the hedge fund community to help source ideas. • Some of the strategies discussed above include discussion of specific risks associated that specific strategy. Additional risks for these and other strategies used by the Firm include: • Market Risk – Either the stock market as a whole, or the value of an individual company, does down resulting in a decrease in the value of client investments. This is also referred to as systemic risk. • Interest Rate Risk – The risk that an investment’s value will change due to a change in interest rates. Such changes usually affect securities inversely. Equity (stock) market risk – Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value as market confidence in and perceptions of their issuers change. If you held common stock, or common stock equivalents, of any given issuer, you would generally be exposed to greater risk than if you held preferred stocks and debt obligations of the issuer. 7  Part 2A of ADV: Gordian Wealth Advisors, LLC • • Company Risk - When investing in stock positions, there is always a certain level of company or industry specific risk that is inherent in each investment. This is also referred to as unsystematic risk and can be reduced through appropriate diversification. There is the risk that the company will perform poorly or have its value reduced based on factors specific to the company or its industry. For example, if a company’s employees go on strike or the company receives unfavorable media attention for its actions, the value of the company may be reduced. • Options Risk - Options on securities may be subject to greater fluctuations in value than an investment in the underlying securities. Purchasing and writing put and call options are highly specialized activities and entail greater than ordinary investment risks. • Fixed Income Risk - When investing in bonds, there is the risk that issuer will default on the bond and be unable to make payments. Further, individuals who depend on set amounts of periodically paid income face the risk that inflation will erode their spending power. Fixed- income investors receive set, regular payments that face the same inflation risk. • ETF and Mutual Fund Risk – When investing in an ETF or mutual fund, there are additional expenses based on your pro rata share of the ETF’s or mutual fund’s operating expenses, including the potential duplication of management fees. The risk of owning an ETF or mutual fund generally reflects the risks of owning the underlying securities the ETF or mutual fund holds. Leveraged and inverse ETFs may not be suitable for all investors and have unique characteristics and risks. Although there are limited occasions where a leveraged or inverse ETF may be useful for some types of investors, it is extremely important to understand that, for holding periods longer than a day, these funds may not give you the returns you may be expecting. Management Risk – The value of your investment with will vary with the success and failure of GWA’s investment strategies, research, analysis and determination of portfolio securities. If the investment strategies do not produce the expected returns, the value of the investment may decrease. 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 your evaluation of GWA or the integrity of GWA’s management. Neither GWA nor its management persons have been involved in any events required to be disclosed in this Item. Item 10 – Other Financial Industry Activities and Affiliations Gordian Capital Management, LLC: Elliott Elbaz and Michael Phippen own and manage Gordian Capital Management, LLC GCM. GCM is registered as a related investment advisor to GWA. GCM is the General Partner and provides investment advisory services to pooled investment vehicles (each a “Fund”). In their capacity as Advisors of GWA, Messrs. Elbaz and Phippen may invest or recommend that advisory clients of GWA invest assets into the Fund(s) managed by GCM. This practice poses a conflict of interest. As such, when advisory clients of GWA invest in the Fund(s) managed by GCM, they are invested in a share 8  Part 2A of ADV: Gordian Wealth Advisors, LLC class that does not charge a management fee; however, they may be charged an incentive allocation discussed in Items 5 and 6 of GCM’s ADV Part 2A Brochure. The offering of investment advice by GCM is entirely separate and distinct from Messrs. Elbaz and Phippen’s business with GWA. Clients of GCM are not clients of GWA, and vice versa, in absence of a Capulent, LLC: clear and written agreement to such effect. GWA is not registered as a broker-dealer, however certain of its management and supervised persons are registered representatives of a broker-dealer. Advisors Elliott Elbaz, Michael Phippen and Scott Peters are registered representatives of Capulent, LLC (“Capulent”), a registered broker-dealer. • In their capacity as registered representatives of Capulent, the representatives enter into selling agreements with independent managers and/or issuers of private securities (acting as placement agent) and may receive transaction-based compensation for referring investors or clients under these selling agreements. In instances where GWA advisory clients are referred under these selling agreements and transaction-based compensation is received, the following will occur: • The amount of selling compensation will be disclosed to the client. • The fact that the recommendation is being made through Capulent will be disclosed to the client. Insurance Agencies: The amount of assets invested under the selling agreement will not be included in the client’s AUM with GWA and thus excluded from the amount on which advisory fees are charged. (The fee received from the selling agreement generally will not be materially different than the advisory fee charged to the client if invested in another product offered through GWA thus mitigating the potential conflict around recommending a manager who pays a referral fee.) Certain Advisors may have a relationship with Mr. Matt McKenzie of Thomas Brady & Associates and/or Mr. John DeDominic of TCS Insurance Agency Inc. Mr. McKenzie is a licensed life insurance agent with insurance agency Thomas Brady & Associates and Mr. DeDominic is a licensed life insurance agent with insurance agency TCS Insurance Agency Inc. Certain Advisors may have an arrangement in place with Mr. McKenzie and/or Mr. DeDominic where they may refer advisory clients of GWA to Mr. McKenzie and/or Mr. DeDominic for life insurance business. These Advisors would receive compensation in the form of a referral fee from Mr. McKenzie and/or Mr. DeDominic for referring the life insurance clients. As this represents a conflict of interest, Advisors will be obligated by their fiduciary responsibility to always act in the best interest of the client. RH-GI GP LLC GWA has entered into an agreement with WC RH-GI GP LLC (“Manager”), whereby GWA holds a 40% interest in order to be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into RH-GI Investor LLC (a pooled real estate investment vehicle). In instances where GWA advisory clients are referred to RH-GI Investor LLC, the following will occur: 9  Part 2A of ADV: Gordian Wealth Advisors, LLC • • The fact that GWA receives an incentive allocation will be disclosed to the client. • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. NV Advisors LLC The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in RH-GI Investor LLC. GWA has entered into an agreement with NV Advisors LLC (“Manager”) whereby GWA will be sharing a portion of their management fees and of earned incentive allocation with the manager for certain predetermined investments made by NV Advisors, LLC represented families. In instances where NV Advisors LLC clients are referred to investments presented by GWA the following will occur: • The fact that GWA shares its management fee and incentive allocation will be disclosed to client. • DPW TRA Investment LLC The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. GWA has entered into an agreement with DPW TRA Investments LLC (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into the FDG Novato Land Associates, LLV. In instances where GWA advisory clients are referred to the DPW TRA Van Ness L.P., the following will occur: • • The fact that GWA receives an incentive allocation will be disclosed to the client. • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in the DPW TRA Van Ness L.P. Ironside Capital, LLC – ICG Southern Co-Investment GWA has entered into an agreement with Ironside Capital, LLC (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into the ICG Southern Co-Investment, LLC. In instances where GWA advisory clients are referred to the ICG Southern Co-Investment, LLC, the following will occur: • The fact that GWA receives an incentive allocation will be disclosed to the client. 10  Part 2A of ADV: Gordian Wealth Advisors, LLC • • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. • The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in the ICG Southern Co-Investment, LLC. • The traditional management fee charged by GWA will be waived for the assets invested in the ICG Southern Co-Investment, LLC. The Manager will reduce their management fee from 2.0% to 1.5% for investors referred by GWA. Ironside Capital, LLC – Rickhouse II GWA has entered into an agreement with Ironside Capital, LLC (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into Rickhouse II SPV, LLC. In instances where GWA advisory clients are referred to the project Richouse II SPV, LLC the following will occur: • • • • • The fact that GWA receives an incentive allocation will be disclosed to the client. The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in Rickhouse II SPV, LLC. The traditional management fee for the assets invested in Rickhouse II SPV LLC will be charged by GWA. The fact that the clients will be paying management fees to both GWA and the Manager will be disclosed to the client. The Manager will reduce their management fee from 2.0% to 1.5% for investors referred by GWA. Ironside Capital, LLC – Iron Cask Fund III GWA has entered into an agreement with Ironside Capital, LLC (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into Iron Cask Fund III, LLC. In instances where GWA advisory clients are referred to the Fund Iron Cask III, LLC the following will occur: • • • The fact that GWA receives an incentive allocation will be disclosed to the client. The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in Iron Cask Fund III, LLC. 11  Part 2A of ADV: Gordian Wealth Advisors, LLC • The traditional management fee for the assets invested in Iron Cask Fund III,LLC will be charged by GWA. The fact that the clients will be paying management fees to both GWA and the Manager will be disclosed to the client. 12/12 Ventures GP I, LLC GWA has entered into an agreement with 12/12 Ventures GP I, LLC (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into the 12/12 Ventures Fund I QP, LP. In instances where GWA advisory clients are referred to the 12/12 Ventures Fund I QP, LP, following will occur: • • The fact that GWA receives an incentive allocation will be disclosed to the client. • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. • The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in the ICG Southern Co-Investment, LLC. The Manager will reduce their management fee from 2.0% to 1.5% for investors referred by GWA. Forum Management, Inc. GWA has entered into an agreement with Form Management, Inc. (“Manager”), whereby GWA will be paid a portion of the incentive allocation charged by the Manger for any investments made by GWA clients into the FDG Novato Land Associates, LLV. In instances where GWA advisory clients are referred to the FDG Novato Land Associates, LLV, the following will occur: • • The fact that GWA receives an incentive allocation will be disclosed to the client. • The incentive allocation will only be charged to investors who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”), in accordance with the provisions of the California Corporations Code Section 260.234. The client will not be required, as a result of the incentive allocation, to pay any additional or different amount than other investors in the FDG Novato Land Associates, LLV. General Information on Conflicts Resulting from These Arrangements We recognize that receipt of additional compensation by the Firm and its employees creates a conflict of interest that may impair the objectivity of our Firm and these individuals when making advisory recommendations. As such, we endeavor at all times to put the interest of our clients first as part of our fiduciary duty as a registered investment adviser. Specific steps to address these conflicts include: 12  Part 2A of ADV: Gordian Wealth Advisors, LLC • • disclosure to clients of the existence of conflicts of interest (including the potential for our Firm and employees to earn compensation in addition to our Firm’s advisory fees); • collection of information relevant in completing an advisory client’s IPS by which the client’s portfolio is managed; • conducting regular reviews of each client account to verify that all recommendations made to a client are suitable to the client’s needs and circumstances; and implementing a code of ethics that governs Firm and employee ethical obligations. It is important to note that you are not obligated to purchase recommended investment products from our employees or affiliated entities. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading We have adopted a Code of Ethics to govern our ethical obligations regarding personal securities transactions pursuant to Rule 204A-1 under the Advisors Act. A copy of the Code will be provided to advisory clients or a perspective client upon request. Our Code of Ethics addresses conflicts that could occur with our employees around making decisions in the best interest of advisory clients and implementing such decisions while, at the same time, allowing employees to invest for their own accounts. Our Firm, individuals and entities associated with our Firm are permitted to trade in their personal securities accounts in securities that are identical to or different from those recommended to our clients. Our Code of Ethics seeks to govern issues that may arise from such activity. As such, none of our “Access Persons” may effect for themselves or for their immediate family (i.e., spouse, minor children, and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold, or is being considered for purchase or sale, on behalf of any of our clients. These requirements are not applicable to: (i) direct obligations of the Government of the United States; (ii) money market instruments, bankers’ acceptances, bank certificates of deposit, commercial paper, repurchase agreements and other high quality short-term debt instruments, including repurchase agreements; (iii) shares issued by mutual funds or money market funds; and (iv) shares issued by unit investment trusts that are invested exclusively in one or more mutual funds. With respect to personal or Firm accounts, our Code of Ethics covers the following to mitigate conflicts around trading activity: (i) disclosure of holdings; (ii) pre-clearance of securities transactions; (iii) short-term trading; (iv) new issues securities; (v) private placements; and (vi) private fund investments and distributions. The Code of Ethics requires quarterly reporting, employee verification, and receipt of reporting from broker-dealers. 13  Part 2A of ADV: Gordian Wealth Advisors, LLC As discussed in Item 10 above, we have a number of arrangements by where we may have a financial interest in making specific recommendations. Please see the disclosures made around these arrangements and the conflicts of interest they present. If issues arise with regard to an Advisor’s fiduciary obligation and/or violations of our Code of Ethics, it will be escalated to the Firm’s Compliance Department. Item 12 – Brokerage Practices We generally recommend that advisory clients establish brokerage accounts with Schwab Advisor Services division of Charles Schwab & Co., Inc. (“Schwab”) (referred to as “custodial broker”) to maintain custody of their assets and to effect trades for their accounts. We make this recommendation for custodial purposes only and do not recommend brokers on a transaction basis. Although we make recommendations to Schwab, it is the advisory client’s decision on where to custody assets. We are not affiliated with Schwab and have no financial interest in recommending clients to them. Recommendations to a custodial broker will take into account a number of factors, including transaction fees, custodial fees charged by the custodial broker for holding securities for the client, commission rates, interest charges on debit balances and interest credits on credit balances, quality of execution, and record-keeping and reporting capabilities. Our goal is to minimize the total cost for all brokerage services paid by the client. However, it may be the case that a recommended custodial broker charges a higher fee for a particular type of service, such as commission rates, than can be obtained from another broker. It may also be the case that the total costs of all services provided by the recommended broker may be higher than can be obtained at another broker. GWA may determine in good faith that such total costs are reasonable in relation to the value of brokerage and research services provided by such broker, viewed in terms of GWA’s overall responsibilities to the client. The custodial broker provides GWA with access to their institutional trading and custody services, which are typically not available to retail investors of the custodial broker. In certain instances these services generally are available to independent investment advisors on an unsolicited basis, at no charge to them so long as a total of at least $10 million of the advisor’s clients’ assets are maintained in accounts at the custodial broker. The custodial broker’s services may include brokerage services that are related to the execution of securities transactions, custody, research, including that in the form of advice, analyses and reports, and access to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial investment. The custodial broker may also make available to GWA other products and services that benefit GWA but may not benefit its clients’ accounts. These benefits may include national, regional or GWA- specific educational events organized and/or sponsored by the custodial broker. Other potential benefits may include occasional business entertainment of personnel of GWA by the custodial broker’s personnel, including meals, invitations to sporting events, including golf tournaments, and other forms of entertainment, some of which may accompany educational opportunities. Other of 14  Part 2A of ADV: Gordian Wealth Advisors, LLC these products and services assist GWA in managing and administering clients’ accounts. These include software and other technology (and related technological training) that provide access to client account data (such as trade confirmations and account statements), facilitate trade execution (and allocation of aggregated trade orders for multiple client accounts), provide research, pricing information and other market data, facilitate payment of GWA’s fees from its clients’ accounts, and assist with back-office training and support functions, recordkeeping and client reporting. Many of these services generally may be used to service all or some substantial number of GWA’s accounts, including accounts not maintained at the custodial broker. The custodial broker may also make available to GWA other services intended to help GWA manage and further develop its business enterprise. These services may include professional compliance, legal and business consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance, employee benefits providers, human capital consultants, insurance and marketing. In addition, the custodial broker may make available, arrange and/or pay vendors for these types of services rendered to GWA by independent third parties. The custodial broker may discount or waive fees it would otherwise charge for some of these services or pay all or a part of the fees of a third-party providing these services to GWA. While, as a fiduciary, GWA endeavors to act in its clients’ best interests, GWA’s recommendation that clients maintain their assets in accounts at Schwab may be based in part on the benefit to GWA of the availability of some of the foregoing products and services and other arrangements and not solely on the nature, cost or quality of custody and brokerage services provided by the custodial broker, which may create a potential conflict of interest. We do not receive client referrals from broker-dealers for recommending clients, thus we do not have any incentive to select or recommend a broker-dealer based on the Firm’s interest in receiving client referrals. GWA does not routinely recommend, request or require that a client direct the Firm to execute transactions through a specific broker-dealer and the Firm does not have directed brokerage arrangements. follow these procedures regardless of compensation From time to time, receives certain benefits from the independent managers that our clients invest (or may potentially invest with) with based on our recommendation. Such benefits include invitations to attend Limited Partnership conferences or industry conferences to learn about investments and general markets sponsored by the independent managers on a complimentary basis. Benefits include the independent manager(s) paying for items such as airfare, hotel rooms and meals during the conferences. Because benefits like these could result in a conflict of interest, the Firm mitigates this conflict by having a procedure for allocating to and redeeming from third party managers. These decisions are made following our investment committee process. We have an internal process regarding when a manager is recommended, retained or redeemed. All such structure or decisions must conflicts. Additionally, travel and events (or other benefits received) that are paid for by managers or other third parties must be reviewed by the CCO for determination of appropriateness. 15  Part 2A of ADV: Gordian Wealth Advisors, LLC Transactions for each client generally will be effected independently, unless we decide to purchase or sell the same securities for several clients at approximately the same time. We may (but are not obligated to) combine or aggregate these orders to obtain best execution, to negotiate more favorable commission rates, or to allocate equitably among the accounts involved. In the event that GWA determines that a prorated allocation is not appropriate under the particular circumstances, the allocation will be made based upon other relevant factors. Item 13 – Review of Accounts Advisory client accounts are reviewed by the supervisors of the Firm on an ongoing basis to assess trading activity and ensure that the portfolios are being managed consistent with the stated investment objectives (outlined in the IPS for advisory clients). This review is a collective process by the advisors and supervisors. Elliott Elbaz and Michael Phippen have the supervisory responsibility of ensuring reviews are conducted. These reviews are conducted informally on a regular basis and formally with the client on a time schedule agreed upon between us and the client, but no less than annually. Advisory clients receive month-end account statements showing activity and month end positions, and a year-end tax statement detailing the previous year’s taxable activity. This information will be prepared and sent to clients by the custodial broker-dealer. Clients may also choose to have online access to their accounts to view daily information. Quarterly management reports, compiled by a third-party data aggregator, will also be made available to clients. These reports are comprehensive and provide a review of all assets and performance information for the advisory client’s whole portfolio as well as each independent manager held in the client’s portfolio. All third-party aggregators must be pre-approved by the Firm. Item 14 – Client Referrals and Other Compensation We do not receive any economic benefit, directly or indirectly from any third party for advice rendered to clients. Please reference Items 4 and 10 for disclosure of other types of compensation arrangements. Item 15 – Custody GWA does not have custody of client funds or securities, except for authorized fee withdrawals. All client funds and securities will be held with a custodial broker-dealer and each client will have online access and will receive a monthly account statement directly from the custodian. 16  Part 2A of ADV: Gordian Wealth Advisors, LLC As discussed in Item 4, we do withdraw advisory fees directly from client accounts and as such, we comply with the following guidelines: The custodian will send monthly statements to the Firm’s clients, which will reflect all disbursements for the account, including the amount of the advisory fees. GWA will receive written authorization from its clients permitting the payment of fees directly from their accounts held by the custodian. This written authorization will be provided in the advisory account agreement signed by each client. Item 16 – Investment Discretion We provide discretionary and non-discretionary services to our advisory clients. For discretionary accounts, we may place trades in a client's account without contacting the client prior to each trade to obtain the client's permission. • Our discretionary authority includes the ability to do the following without contacting the client: • determine the security to buy or sell; and/or determine the amount of the security to buy or sell Advisory clients give us discretionary authority when they sign a discretionary agreement with our Firm and may limit this authority by giving us written instructions. Advisory clients may also change/amend such limitations by once again providing us with written instructions. Item 17 – Voting Client Securities GWA does not accept authority to vote client securities. Advisors shall not vote or advise the client on voting proxies for securities held in client’s accounts. Therefore, the client maintains exclusive responsibility for: (1) directing the manner in which proxies solicited by issuers of securities beneficially owned by client shall be voted, and (2) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy proceedings or other type events pertaining to client’s investment assets. Advisors and/or the clients shall instruct the client’s qualified custodian to forward to client copies of all proxies and shareholder communications relating to the client’s investment assets. Clients will receive their voting proxies or other solicitations directly from the custodian. For accounts managed by independent managers the proxy voting is dictated by the independent manager (and outlined in their ADV - either the independent manager will vote or proxies will be sent to the client to vote). If a client has questions on any particular proxy or solicitation, they can contact their advisor. 17  Part 2A of ADV: Gordian Wealth Advisors, LLC Item 18 – Financial Information As an advisory firm who has discretionary authority and custody, we are required to disclose any financial condition that is reasonably likely to impair our ability to meet our contractual obligations. We have no circumstances that meet this disclosure requirement. We do not require or solicit payment of fees in excess of $1,200 per client more than six months in advance of services rendered. Therefore, we are not required to include a financial statement with this disclosure Brochure. GWA has not been the subject of a bankruptcy petition at any time during the past ten years. 18