GUTT FINANCIAL MANAGEMENT, LLC

Firm Brochure (Part 2A of Form ADV) Gutt Financial Management, LLC 3414 Peachtree Road, NE Suite 103 Atlanta, GA 30326 404-237-4188 404-365-8059 mike@guttfm.com This brochure provides information about the qualifications and business practices of GUTT FINANCIAL MANAGEMENT, LLC. If you have any questions about the contents of this brochure, please contact us at: 404- 237-4188, or by email at: EMAIL. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission, or by any state securities authority. Additional information about GUTT FINANCIAL MANAGEMENT, LLC is available on the SEC’s website at www.adviserinfo.sec.gov. January 2026 Gutt Financial Management  Material Changes Annual Update The Material Changes section of this brochure will be updated annually when material changes occur since the previous release of the Firm Brochure. Material Changes since the Last Update On February 15, 2022, we submitted and Offer of Settlement to the U.S. Securities and Exchange Commission, “SEC”, under which we consented to findings (without admitting or denying those findings) that we had violated Section 204 of the Investment Advisers Act of 1940 by failing to timely create a Form CRS, file it with the SEC, deliver it to clients, and post it on our internet website. In conjunction with the Offer of Settlement, the SEC ordered us to cease and desist from violations of Section 204 of the Investment Advisors Act, censured us, and imposed a monetary fine. Details of this action can be found on https://adviserinfo.sec.gov/. Full Brochure Available Whenever you would like to receive a complete copy of our Firm Brochure, please contact us by telephone at: 404-237-4188 or by email at laurie@guttfm.com. i Gutt Financial Management  Table of Contents Material Changes............................................................................................................ i Annual Update ............................................................................................................ i Material Changes since the Last Update .................................................................... i Full Brochure Available ............................................................................................... i Advisory Business ........................................................................................................ 1 Firm Description ......................................................................................................... 1 Principal Owners ........................................................................................................ 1 Types of Advisory Services ........................................................................................ 1 Tailored Relationships ............................................................................................... 1 Advisory Service Agreement ...................................................................................... 1 Tax Preparation Agreement ....................................................................................... 2 Asset Management .................................................................................................... 2 Termination of Agreement ......................................................................................... 3 Fees and Compensation ............................................................................................... 3 Description ................................................................................................................. 3 Fee Billing .................................................................................................................. 3 Other Fees ................................................................................................................. 3 Expense Ratios .......................................................................................................... 3 Past Due Accounts and Termination of Agreement ................................................... 4 Performance-Based Fees ............................................................................................. 4 Sharing of Capital Gains ............................................................................................ 4 Types of Clients............................................................................................................. 4 Description ................................................................................................................. 4 Account Minimums ..................................................................................................... 4 Methods of Analysis, Investment Strategies and Risk of Loss ................................. 5 Methods of Analysis ................................................................................................... 5 Investment Strategies ................................................................................................ 5 Risk of Loss ............................................................................................................... 5 Disciplinary Information ............................................................................................... 6 Legal and Disciplinary ................................................................................................ 6 TOC 1 Gutt Financial Management  Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ........................................................................................................................... 6 Code of Ethics............................................................................................................ 6 Participation or Interest in Client Transactions ........................................................... 6 Personal Trading........................................................................................................ 7 Brokerage Practices ...................................................................................................... 7 Selecting Brokerage Firms ......................................................................................... 7 Best Execution ........................................................................................................... 7 Order Aggregation ..................................................................................................... 7 Review of Accounts ...................................................................................................... 7 Periodic Reviews ....................................................................................................... 7 Review Triggers ......................................................................................................... 8 Regular Reports ......................................................................................................... 8 Client Referrals and Other Compensation .................................................................. 8 Incoming Referrals ..................................................................................................... 8 Referrals Out ............................................................................................................. 8 Custody .......................................................................................................................... 8 Account Statements ................................................................................................... 8 Performance Reports ................................................................................................. 8 Net Worth Statements ................................................................................................ 8 Investment Discretion ................................................................................................... 9 Discretionary Authority for Trading ............................................................................. 9 Limited Power of Attorney .......................................................................................... 9 Voting Client Securities ................................................................................................ 9 Proxy Votes ............................................................................................................... 9 Financial Information .................................................................................................... 9 Financial Condition .................................................................................................... 9 Business Continuity Plan ........................................................................................... 10 General .................................................................................................................... 10 Disasters .................................................................................................................. 10 TOC 2 Gutt Financial Management  Alternate Offices ...................................................................................................... 10 ..................................................................................................................................... Information Security Program .................................................................................... 10 Information Security ................................................................................................. 10 Privacy Notice .......................................................................................................... 10 Brochure Supplement (Part 2B of Form ADV) .......................................................... 12 Education and Business Standards ......................................................................... 12 Michael Gutt, Education and Certifications..……………………………………………13 Susan Spratlin, Education and Certifications ………….……………………………….13 TOC 3 Gutt Financial Management  Advisory Business Firm Description GUTT FINANICAL MANAGEMENT , LLC was founded in 1987. GUTT FINANCIAL MANAGEMENT, LLC provides personalized confidential financial planning and investment management. Advice is provided through consultation with the client and may include: determination of financial objectives, identification of financial problems, cash flow management, tax planning, insurance review, investment management, education funding, retirement planning, and estate planning. Gutt Financial Management is strictly a fee-only financial planning and investment management firm. Principal Owners Michael Gutt is a 100% stockholder. Types of Advisory Services GUTT FINANCIAL MANAGEMENT, LLC provides investment supervisory services, also known as asset management services. This may include the active management of client assets or furnishing investment advice through consultation. On more than an occasional basis, GUTT FINANCIAL MANAGEMENT, LLC furnishes advice to clients on matters not involving securities, such as financial planning matters, taxation issues, and trust services that often include estate planning. As of January 22,2026, GUTT FINANCIAL MANAGEMENT, LLC manages approximately $162,070,014 in assets for approximately 58 clients. Approximately $123,503,804 is managed on a discretionary basis, and $38,566,210 is managed on a non-discretionary basis. Tailored Relationships The goals and objectives for each client are documented in our client relationship management system. Investment policy statements are created that reflect the stated goals and objective. Clients may impose restrictions on investing in certain securities or types of securities. Agreements may not be assigned without client consent. Advisory Service Agreement Most clients choose to have GUTT FINANCIAL MANAGEMENT, LLC manage their assets in order to obtain ongoing in-depth advice and life planning. All aspects of the client’s financial affairs are reviewed, including those of their children. Realistic and measurable goals are set and objectives - 1 - Gutt Financial Management  to reach those goals are defined. As goals and objectives change over time, suggestions are made and implemented on an ongoing basis. The scope of work and fee for an Advisory Service Agreement is provided to the client in writing prior to the start of the relationship. An Advisory Service Agreement includes: cash flow management; insurance review; investment management (including performance reporting); education planning; retirement planning; estate planning; and tax preparation, as well as the implementation of recommendations within each area. The annual Advisory Service Agreement fee is based on a percentage of the investable assets according to the following schedule: 0.2500% on the first $2,000,000; 0.2250% on the next 2,000,001 to 3,999,999; 0.1875% on the next 4,000,000 to 4,999,999; 0.1500% on 5,000,000 and greater Although the Advisory Service Agreement is an ongoing agreement and constant adjustments are required, the length of service to the client is at the client’s discretion. The client or GUTT FINANCIAL MANAGEMENT may terminate an Agreement by written notice to the other party. At termination, fees will be billed on a pro rata basis for the portion of the quarter completed. The portfolio value at the completion of the prior full billing quarter is used as the basis for the fee computation, adjusted for the number of days during the billing quarter prior to termination. Tax Preparation Agreement Tax preparation work performed separately from an Advisory Service Agreement or a Retainer Agreement is negotiated separately. Eligible federal and applicable state returns are filed electronically without an additional fee. Asset Management Assets are invested primarily in no-load and exchange-traded funds, and individual exchange traded securities, usually through discount brokers. Fund companies charge each fund shareholder an investment management fee that is disclosed in the fund prospectus. Discount brokerages may charge a transaction fee for the purchase of some funds. Stocks and bonds may be purchased or sold through a brokerage account when appropriate. The brokerage firm may charge a fee for stock and bond trades. A combination of stocks, bonds, mutual funds, and ETFs are purchased and managed through our custodian at T.D. Ameritrade. - 2 - Gutt Financial Management  Termination of Agreement A Client may terminate any of the aforementioned agreements at any time by notifying GUTT FINANCIAL MANAGEMENT, LLC in writing and paying the rate for the time spent on the investment advisory engagement prior to notification of termination. If the client made an advance payment, GUTT FINANCIAL MANAGEMENT, LLC will refund any unearned portion of the advance payment. GUTT FINANCIAL MANAGEMENT, LLC may terminate any of the aforementioned agreements at any time by notifying the client in writing. If the client made an advance payment, GUTT FINANCIAL MANAGEMENT, LLC will refund any unearned portion of the advance payment. Fees and Compensation Description GUTT FINANCIAL MANAGEMENT, LLC bases its fees on a percentage of assets under management, hourly charges and fixed fees. Fees are NEGOTIABLE. Fee Billing Investment management fees are billed quarterly, in ADVANCE, meaning that we invoice you BEFORE the three-month billing period has BEGUN. Payment in full is expected upon invoice presentation. Fees are usually deducted from a designated client account to facilitate billing. The client must consent in writing in advance to direct debiting of their investment account. Other Fees Custodians may charge transaction fees on purchases or sales of certain mutual funds and exchange-traded funds. These transaction charges are usually small and incidental to the purchase or sale of a security. The selection of the security is more important than the nominal fee that the custodian charges to buy or sell the security. GUTT FINANCIAL MANAGEMENT, LLC, in its sole discretion, may waive its minimum fee and/or charge a lesser investment advisory fee based upon certain criteria (e.g., historical relationship, type of assets, anticipated future earning capacity, anticipated future additional assets, dollar amounts of assets to be managed, related accounts, account composition, negotiations with clients, etc.). Expense Ratios Mutual funds generally charge a management fee for their services as investment managers. The management fee is called an expense ratio. For example, an expense ratio of 0.50 means that the mutual fund company - 3 - Gutt Financial Management  charges 0.5% for their services. These fees are in addition to the fees paid by you to GUTT FINANCIAL MANAGEMENT, LLC. Performance figures quoted by mutual fund companies in various publications are after their fees have been deducted. Past Due Accounts and Termination of Agreement GUTT FINANCIAL MANAGEMENT, LLC reserves the right to stop work on any account that is more than 60 days overdue. In addition, GUTT FINANCIAL MANAGEMENT, LLC reserves the right to terminate any financial planning engagement where a client has willfully concealed or has refused to provide pertinent information about financial situations when necessary and appropriate, in GUTT FINANCIAL MANAGEMENT, LLC’s judgment, to providing proper financial advice. Any unused portion of fees collected in advance will be refunded within 30 days. Performance-Based Fees Sharing of Capital Gains Fees are not based on a share of the capital gains or capital appreciation of managed securities. GUTT FINANCIAL MANAGEMENT, LLC does not use a performance-based fee structure because of the potential conflict of interest. Performance-based compensation may create an incentive for the adviser to recommend an investment that may carry a higher degree of risk to the client. Types of Clients Description GUTT FINANCIAL MANAGEMENT, LLC generally provides investment advice to individuals, pension and profit sharing plans, trusts, estates, or charitable organizations, corporations or business entities. Client relationships vary in scope and length of service. Account Minimums The minimum account size is $1,000,000 of assets under management, which equates to an annual fee of $10,000. GUTT FINANCIAL MANAGEMENT, LLC has the discretion to waive the account minimum. Accounts of less than $1,000,000 may be set up when the client and the advisor anticipate the client will add additional funds to the accounts bringing the total to $1,000,000 within a reasonable time. Other exceptions will apply to employees of GUTT FINANCIAL MANAGEMENT, LLC and their relatives, or relatives of existing clients. - 4 - Gutt Financial Management  Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis Security analysis methods may include charting, fundamental analysis, technical analysis, and cyclical analysis. The main sources of information include financial newspapers and magazines, inspections of corporate activities, research materials prepared by others, corporate rating services, annual reports, prospectuses, filings with the Securities and Exchange Commission, and company press releases. Investment Strategies The primary investment strategy used on client accounts is strategic asset allocation utilizing a core and satellite approach. This means that we use passively-managed index and exchange-traded funds as the core investments, and then add actively-managed funds where there are greater opportunities to make a difference. Portfolios are globally diversified to control the risk associated with traditional markets. The investment strategy for a specific client is based upon the objectives stated by the client during consultations. The client may change these objectives at any time. Each client executes an Investment Policy Statement that documents their objectives and their desired investment strategy. Risk of Loss All investment programs have certain risks that are borne by the investor. Our investment approach constantly keeps the risk of loss in mind. Investors face the following investment risks: • 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. • Market Risk: The price of a security, bond, or mutual fund may drop in reaction to tangible and intangible events and conditions. This type of risk is caused by external factors independent of a security’s particular underlying circumstances. For example, political, economic and social conditions may trigger market events. • Inflation Risk: When any type of inflation is present, a dollar today will not buy as much as a dollar next year, because purchasing power is eroding at the rate of inflation. • 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. • Reinvestment Risk: This is the risk that future proceeds from investments may have to be reinvested at a potentially lower rate of - 5 - Gutt Financial Management  return (i.e. interest rate). This primarily relates to fixed income securities. • Business Risk: These risks are associated with a particular industry or a particular company within an industry. For example, oil-drilling companies depend on finding oil and then refining it, a lengthy process, before they can generate a profit. They carry a higher risk of profitability than an electric company, which generates its income from a steady stream of customers who buy electricity no matter what the economic environment is like. • 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. • Financial Risk: Excessive borrowing to finance a business’ operations increases the risk of profitability, because the company must meet the terms of its obligations in good times and bad. During periods of financial stress, the inability to meet loan obligations may result in bankruptcy and/or a declining market value. Disciplinary Information Legal and Disciplinary On February 15, 2022, we submitted and Offer of Settlement to the U.S. Securities and Exchange Commission, “SEC”, under which we consented to findings (without admitting or denying those findings) that we had violated Section 204 of the Investment Advisers Act of 1940 by failing to timely create a Form CRS, file it with the SEC, deliver it to clients, and post it on our internet website. In conjunction with the Offer of Settlement, the SEC ordered us to cease and desist from violations of Section 204 of the Investment Advisors Act, censured us, and imposed a monetary fine. Details of this action can be found on https://adviserinfo.sec.gov/. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics The employees of GUTT FINANCIAL MANAGEMENT, LLC have committed to a Code of Ethics that is available for review by clients and prospective clients upon request. Participation or Interest in Client Transactions GUTT FINANCIAL MANAGEMENT, LLC and its employees may buy or sell securities that are also held by clients. Employees may not trade their own - 6 - Gutt Financial Management  securities ahead of client trades. Employees comply with the provisions of the GUTT FINANCIAL MANAGEMENT, LLC Compliance Manual. Personal Trading The Chief Compliance Officer of GUTT FINANCIAL MANAGEMENT, LLC is Michael Gutt. He reviews all employee trades each quarter. His trades are reviewed by Susan Spratlin. The personal trading reviews ensure that the personal trading of employees does not affect the markets, and that clients of the firm receive preferential treatment. Since most employee trades are small mutual fund trades or exchange-traded fund trades, the trades do not affect the securities markets. Brokerage Practices Selecting Brokerage Firms GUTT FINANCIAL MANAGEMENT, LLC does not have any affiliation with product sales firms. Specific custodian recommendations are made to Clients based on their need for such services. GUTT FINANCIAL MANAGEMENT, LLC recommends custodians based on the proven integrity and financial responsibility of the firm and the best execution of orders at reasonable commission rates. GUTT FINANCIAL MANAGEMENT, LLC generally utilizes discount brokerage firms such as T.D. Ameritrade as custodian. GUTT FINANCIAL MANAGEMENT, LLC DOES NOT receive fees or commissions from any of these arrangements. Best Execution GUTT FINANCIAL MANAGEMENT, LLC reviews the execution of trades at each custodian each quarter. The review is documented in the GUTT FINANCIAL MANAGEMENT, LLC Compliance Manual. Trading fees charged by the custodians is also reviewed on a quarterly basis. GUTT FINANCIAL MANAGEMENT, LLC does not receive any portion of the trading fees. Order Aggregation Most trades are mutual funds or exchange-traded funds where trade aggregation does not garner any client benefit. Review of Accounts Periodic Reviews Account reviews are performed at least annually by advisor Michael Gutt, President. Account reviews are performed more frequently when market conditions dictate. - 7 - Gutt Financial Management  Review Triggers Other conditions that may trigger a review are changes in the tax laws, new investment information, and changes in a client's own situation. Regular Reports Clients receive periodic communications on at least an annual basis. The written updates may include a net worth statement, portfolio statement, tax return (if the client requests tax preparation services), and a summary of objectives and progress towards meeting those objectives. Client Referrals and Other Compensation Incoming Referrals GUTT FINANCIAL MANAGEMENT, LLC has been fortunate to receive many client referrals over the years. The referrals came from current clients, estate planning attorneys, accountants, employees, personal friends of employees and other similar sources. The firm does not compensate referring parties for these referrals. Referrals Out GUTT FINANCIAL MANAGEMENT, LLC does not accept referral fees or any form of remuneration from other professionals when a prospect or client is referred to them. Custody Account Statements Assets under management are typically held by T.D. Ameritrade. T.D. Ameritrade provides account statements directly to clients at their address of record at least quarterly. Performance Reports Clients are urged to compare the account statements received directly from their custodians to the performance report statements provided by GUTT FINANCIAL MANAGEMENT, LLC. Net Worth Statements Clients are frequently provided net worth statements and net worth graphs that are generated from our client relationship management system. Net worth statements contain approximations of bank account balances provided by the client, as well as the value of land and hard-to-price real estate. The net worth statements are used for long-term financial planning where the exact values of assets are not material to the financial planning tasks. - 8 - Gutt Financial Management  Investment Discretion Discretionary Authority for Trading GUTT FINANCIAL MANAGEMENT, LLC accepts discretionary authority to manage securities accounts on behalf of clients in writing. GUTT FINANCIAL MANAGEMENT, LLC 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. However, GUTT FINANCIAL MANAGEMENT, LLC consults with the client prior to each trade to obtain concurrence if a blanket trading authorization has not been given. The client approves the custodian to be used and the commission rates paid to the custodian. GUTT FINANCIAL MANAGEMENT, LLC does not receive any portion of the transaction fees or commissions paid by the client to the custodian on certain trades. Discretionary trading authority facilitates placing trades in your accounts on your behalf so that we may promptly implement the investment policy that you have approved in writing. Limited Power of Attorney A limited power of attorney is a trading authorization for this purpose. You sign a limited power of attorney so that we may execute the trades that you have approved. Voting Client Securities Proxy Votes GUTT FINANCIAL MANAGEMENT, LLC does not vote proxies on securities. Clients are expected to vote their own proxies. When assistance on voting proxies is requested, GUTT FINANCIAL MANAGEMENT, LLC will provide recommendations to the Client. If a conflict of interest exists, it will be disclosed to the Client. Financial Information Financial Condition GUTT FINANCIAL MANAGEMENT, LLC does not have any financial impairment that will preclude the firm from meeting contractual commitments to clients. A balance sheet is not required to be provided because GUTT FINANCIAL MANAGEMENT, LLC does not serve as a custodian for client funds or securities, and does not require prepayment of fees of more than $1,200 per client, and six months or more in advance. - 9 - Gutt Financial Management  Business Continuity Plan General GUTT FINANCIAL MANAGEMENT, LLC has a Business Continuity Plan in place that provides detailed steps to mitigate and recover from the loss of office space, communications, services or key people. Disasters The Business Continuity Plan covers natural disasters such as snow storms, hurricanes, tornados, and flooding. The Plan covers man-made disasters such as loss of electrical power, loss of water pressure, fire, bomb threat, nuclear emergency, chemical event, biological event, T-1 communications line outage, Internet outage, railway accident and aircraft accident. Electronic files are backed up daily and archived offsite. Alternate Offices Alternate offices are identified to support ongoing operations in the event the main office is unavailable. It is our intention to contact all clients within five days of a disaster that dictates moving our office to an alternate location. Information Security Program Information Security GUTT FINANCIAL MANAGEMENT, LLC maintains an information security program to reduce the risk that your personal and confidential information may be breached. Privacy Notice GUTT FINANCIAL MANAGEMENT, LLC is committed to maintaining the confidentiality, integrity and security of the personal information that is entrusted to us. The categories of nonpublic information that we collect from you may include information about your personal finances, information about your health to the extent that it is needed for the financial planning process, information about transactions between you and third parties, and information from consumer reporting agencies, e.g., credit reports. We use this information to help you meet your personal financial goals. With your permission, we disclose limited information to attorneys, accountants, and mortgage lenders with whom you have established a relationship. You may opt out from our sharing information with these nonaffiliated third parties by notifying us at any time by telephone, mail, fax, email, or in person. With your permission, we share a limited amount of information about you with your brokerage firm in order to execute securities transactions on your behalf. - 10 - Gutt Financial Management  We maintain a secure office to ensure that your information is not placed at unreasonable risk. We employ a firewall barrier, secure data encryption techniques and authentication procedures in our computer environment. We do not provide your personal information to mailing list vendors or solicitors. We require strict confidentiality in our agreements with unaffiliated third parties that require access to your personal information, including financial service companies, consultants, and auditors. Federal and state securities regulators may review our Company records and your personal records as permitted by law. Personally identifiable information about you will be maintained while you are a client, and for the required period thereafter that records are required to be maintained by federal and state securities laws. After that time, information may be destroyed. We will notify you in advance if our privacy policy is expected to change. We are required by law to deliver this Privacy Notice to you annually, in writing. - 11 - Gutt Financial Management  Brochure Supplement (Part 2B of Form ADV) Education and Business Standards GUTT FINANCIAL MANAGEMENT, LLC requires that advisors in its employ have a bachelor's degree and further coursework demonstrating knowledge of financial planning and tax planning. Examples of acceptable coursework include: an MBA, a CFP®, a CFA, a ChFC, JD, CTFA, EA or CPA. Additionally, advisors must have work experience that demonstrates their aptitude for financial planning and investment management. Michael S. Gutt Educational Background: Ithaca College, 1976, B.S. Business Administration • • Emory University School of Law, 1980, J.D. • New York University Graduate School of Business, 1981 Advanced Taxation Certificate in Taxation • Emory University School of Law, 1985, Master of Laws Degree in Taxation Business Experience: • The Ayco Corporation (1981 – 1986) • Gutt Financial Management, LLC (1986 to Present) Susan C. Spratlin Educational Background: • University of NC at Chapel Hill, 1984. Business Experience: • The Ayco Corporation (1984 – 1987) • Gutt Financial Management, LLC (1988 to Present) Disciplinary Information: None Other Business Activities: None Additional Compensation: None Supervision: SUSAN SPRATLIN is supervised by MICHAEL GUTT, PRESIDENT. He reviews SUSAN SPRATLIN’S work through frequent office interactions as well as remote interactions. He also reviews SUSAN SPRATLIN’S activities through our client relationship management system. MICHAEL GUTT’S contact information: PHONE: 404-237-4188 EMAIL: mike@guttfm.com - 12 - Gutt Financial Management