Holcombe Financial, Inc.

Disclosure Brochure Form ADV Part 2A Holcombe Financial, Inc. CRD# 142238 4151 Ashford-Dunwoody Road, Suite 165 Atlanta, Georgia 30319 (800) 298-9904 www.HolcombeFinancial.com March 27, 2026 Item 1 – Cover Page This Disclosure Brochure provides information about the qualifications and business practices of Holcombe Financial, Inc. If you have any questions about the contents of this Brochure, please contact us at (800) 298-9904 or hello@holcombefinancial.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. Holcombe Financial, Inc. is a registered investment adviser. Registration does not imply a certain level of skill or training. Additional information about Holcombe Financial, Inc. is also available on the SEC’s website at www.AdviserInfo.sec.gov.  Item 2 – Material Changes Registered investment advisers are required to use the Disclosure Brochure to inform clients of the nature of advisory services provided, types of clients served, fees charged, conflicts of interest, and other important information. The Brochure requirements include providing an updated Brochure or a summary of material changes reflecting any material changes to our services, fees, policies, practices, or conflicts of interest that were made to the Brochure since our last required annual update filing. In the event of any material changes, our full Brochure or a summary of material changes is provided to all clients within 120 days of our fiscal year-end. Since the last annual update to our Brochure dated March 28, 2025, we have made the following material changes: • We have updated the starting fixed fee for our Financial Planning Services to $10,000 (from $2,500). Please see Item 5 for a full description of the fees for this service. • We added a minimum annual fee of $10,000 for our Portfolio Management Services. Please see Item 5 for a full description of the fees for this service. A current copy of our Brochure is available to clients at any time upon request by contacting us at (800) 298-9904 or hello@holcombefinancial.com. Our Brochure can also be obtained from the SEC’s website described in Item 1 above. Item 3 – Table of Contents Item 1 – Cover Page ................................................................................................................................................................................................ 1 Item 2 – Material Changes .................................................................................................................................................................................. 2 Item 3 – Table of Contents ................................................................................................................................................................................. 2 Item 4 – Advisory Business ................................................................................................................................................................................ 2 Item 5 - Fees and Compensation .................................................................................................................................................................. 7 Item 6 – Performance-Based Fees and Side-By-Side Management ............................................................................... 12 Item 7 – Types of Clients ...................................................................................................................................................................................13 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ..........................................................................13 Item 9 – Disciplinary Information ................................................................................................................................................................ 18 Item 10 – Other Financial Industry Activities and Affiliations ................................................................................................... 18 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .................. 19 Item 12 – Brokerage Practices ...................................................................................................................................................................... 20 Item 13 – Review of Accounts ....................................................................................................................................................................... 24 Item 14 – Client Referrals and Other Compensation .................................................................................................................... 24 Item 15 – Custody .................................................................................................................................................................................................. 25 Item 16 – Investment Discretion .................................................................................................................................................................. 26 Item 17 – Voting Client Securities ............................................................................................................................................................... 26 Item 18 – Financial Information .................................................................................................................................................................... 27 Item 4 – Advisory Business Firm Information Holcombe Financial, Inc. (“HF”) was formed in May 2006 and first became registered as an investment adviser in November 2006. We provide Financial Planning, Portfolio Management, General Consulting, and Retirement Plan Advisory Services to our clients. We also provide advisory and management services to private investment vehicles. 2  Russell (“Rusty”) Holcombe is the principal owner of HF. Please see the Form ADV Parts 2B (“Brochure Supplements”) for more information about Rusty, including his formal education and business background, and information for other individuals who formulate investment advice for or have discretionary authority over client accounts. As of December 31, 2025, we managed $451,562,514 in assets on a discretionary basis and $23,825,330 in assets on a non-discretionary basis. We do not participate in or offer any wrap programs. Services Provided We tailor our advisory services to the individual needs of our clients. Each client relationship begins with a detailed discussion to assess your current financial situation, what goals you want to accomplish, and address areas of your financial circumstances that are of concern. Our process is designed to create a plan for your wealth and how it can help achieve and impact your goals. We use our proprietary BluePages financial planning software to organize, analyze, and present each client’s family balance sheet, cash flow, and retirement readiness in a concise written report (the “BluePages”). The BluePages serves as the client’s financial profile and planning roadmap, summarizing assets, liabilities, income, expenses, key ratios, and “Making Work Optional” projections using current data and reasonable assumptions. We deliver the BluePages to clients in writing (electronically and/or in hard copy) and treat it as a living document that is reviewed and updated as part of our ongoing review process or when we are notified of material changes in the client’s financial circumstances. Because all planning depends on future events, market conditions, tax laws, and personal decisions that cannot be known in advance, the BluePages is an educational and planning tool to support decision making. The financial profile and Investment Plan describe your financial circumstances and goals and outline the types of investments HF will make on your behalf to pursue those goals, but they are planning tools only and do not guarantee any particular outcome or performance. In cases where we provide General Consulting Services, we will work with you to define the scope of the engagement, to the extent necessary or advisable under the circumstances. Although our financial planning and investment recommendations could consider your tax situation or estate plan, HF is not an accounting or law firm and does not provide tax, accounting, or legal advice. We recommend you work closely with your attorney, accountant, or other professionals in implementing our recommendations. We are happy to work with your professionals to coordinate your financial plan with your estate planning and tax planning needs. HF shall have no responsibility for the tax consequences of any investment recommendations, strategies, or transactions implemented for the client. The client remains solely responsible for determining the tax treatment and reporting obligations associated with their accounts and investment activity and for consulting with a qualified tax professional of the client’s choosing regarding all tax matters. Each of our services is described in more detail below. Before receiving any advisory services, you will need to sign a written advisory agreement that details the exact terms of service. Financial Planning Services We believe that our Financial Planning Services are paramount to your success. We rarely provide Portfolio Management Services to those who do not engage in our financial planning process. We think a good financial plan has four components: • It understands what independence means in both financial and emotional terms for the client. • It understands the importance of cash flow to the financial success of the client. 3  • It understands the importance of risk mitigation in life. Not all risks are possible to protect against, but a good financial planning process tries to uncover and either eliminate or insulate against them, if possible. • It creates actionable tasks for the client to improve their probability of independence. Financial Planning Services involve an evaluation of your current financial circumstances and future projections by using currently known variables to predict future cash flows, asset values, and withdrawal plans. We will guide you through a process to establish your goals and objectives. You will be required to provide information as necessary to help us analyze your current financial situation and develop a financial plan specific to your needs. With this engagement, we will provide analysis and recommendations, typically on a project-basis for a comprehensive financial plan, regarding specific topics, which could include any or all of the following, depending on your specific needs: cash flow and debt management, investment analysis, retirement planning, business planning, education planning and student loan repayment, insurance and risk management, estate planning strategies, tax planning strategies, and charitable planning. Financial Planning Services are provided on a non-discretionary basis. This means you have the option to implement any of the recommendations we make, and you are not obligated to implement any of our recommendations. Unless the client engages our Portfolio Management Services, we do not have any control over the timing or accuracy of any investment transactions executed by the client. Portfolio Management Services Our Portfolio Management Services provide continuous and ongoing management of your investment portfolio, based on your individual needs and investment objectives. Your investment portfolio includes your brokerage accounts held by a qualified custodian for which you have appointed us as your investment adviser of record. As described above, at the beginning of a client relationship, we will meet with you to gather information and perform research and analysis as necessary to develop your Investment Plan. The Investment Plan will be updated from time to time upon your request or when determined to be necessary or advisable by us based on updates to your financial situation or other circumstances. We will monitor your portfolio’s performance on a continuous basis and rebalance the portfolio when we deem necessary, as changes occur in market conditions and/or your financial situation. To implement your Investment Plan, we will manage your investment portfolio on a discretionary basis. This means we will have the authority to supervise and make investments in your portfolio without prior consultation with you. Notwithstanding our discretionary authority, we will not engage in transactions in private funds without your prior authorization. Portfolio Management for Held-Away Accounts Clients can choose to have us provide discretionary management for certain assets that are not held at a qualified custodian with which we have an advisory relationship (“held-away accounts”). We are able to provide Portfolio Management Services for held-away accounts through a third-party order management system, Pontera Solutions, Inc. (“Pontera”). Held-away accounts typically include 401(k) plans, 403(b) plans, health savings accounts (“HSAs”), 529 plans, and other similar accounts. We can view held-away accounts through the Pontera dashboard and enter trading instructions through their trading tool. Participating clients are provided access to the Pontera website and, from there, directly link their held-away account to Pontera using their personal login credentials. The client’s login credentials are never made available to, held by, or stored by us. 4  Clients should understand that our investment of assets held within such accounts is limited to the various investment options made available by the account sponsor, issuer, or custodian. The goal is to allocate the portfolio assets in such a way as to improve account performance over time, minimize loss during difficult markets, and manage internal fees that harm account performance. We regularly review the available investment options in these accounts, monitor them, and rebalance the assets when deemed necessary in light of the client’s investment goals and risk tolerance and with consideration of current economic and market trends. Pontera charges us a percentage fee based on the amount of the client assets we manage through their platform. Clients do not pay any additional fee to Pontera or to us in connection with platform participation. We are not affiliated with Pontera and receive no compensation from Pontera for using their platform. Separate Account Managers When appropriate and in accordance with the client’s Investment Plan, we may recommend the use of one or more third-party investment managers (“Separate Account Managers”). Having access to various Managers offers a wide variety of investment styles and offers clients the opportunity to utilize more than one Manager if necessary to meet the needs and investment objectives of the client. We will select or recommend Managers we deem most appropriate for the client. Factors that we consider in recommending or selecting Managers generally include the client’s stated investment objectives and risk level, in addition to the Manager’s management style, performance, reputation, financial strength, reporting, pricing, and research. On an ongoing basis, we will monitor the overall financial situation of the client, monitor the investment approach and performance of the Managers, and assist the client in understanding the investments of the portfolio to ensure that maintaining the account remains appropriate. The Managers will generally be granted discretionary trading authority to provide investment supervisory services for the client’s portfolio. Under certain circumstances, we retain the authority to terminate the Manager’s relationship or to add new Managers without specific client consent. In other cases, the client will ultimately select one or more Managers recommended by us. Fees paid to such Managers are separate from and in addition to the fee assessed by HF. Additionally, certain Managers may impose more restrictive account requirements than HF, and billing practices may vary. In such instances, we may be required to alter our corresponding account requirements and/or billing practices to accommodate those of the Managers. Such instances will be discussed with the client in advance of engaging the Manager, and we encourage clients to review the Disclosure Brochure of any Managers we recommend for more details regarding their services, fees, and other important information. General Consulting Services In addition, we may provide General Consulting Services for clients seeking a more limited engagement. These services are generally provided on a project basis and usually include, without limitation, cash flow planning for certain events, such as the sale of a business, education expenses or retirement, estate planning analysis, income tax planning analysis, and review of your insurance portfolio, as well as other matters specific to you that we agree upon. The scope of the project will be agreed upon at the time of engagement. With this service, we do not provide ongoing review or updates of our recommendations unless you engage us for an additional fee. Individuals who engage us for this service can implement any advice or recommendations on their own. 5  Retirement Plan Advisory Services We provide Retirement Plan Advisory Services to employer-sponsored qualified retirement plans and plan fiduciaries. The particular services provided will be detailed in the advisory agreement. The appropriate plan fiduciaries designated in the plan documents (e.g., the plan sponsor or named fiduciary) will make the decision to retain our firm, agree to the scope of the services that we will provide, and make the ultimate decision as to accepting any of our recommendations. The plan fiduciaries are free to seek independent advice about the appropriateness of any recommended services for the plan. Retirement Plan Advisory Services may be offered on a limited advisory basis or as part of a comprehensive suite of services. The Employee Retirement Income Security Act of 1974, as amended (“ERISA”), sets forth rules under which plan fiduciaries may retain investment advisers for various types of services with respect to plan assets. For certain services, HF will be considered a fiduciary under ERISA. For example, we will act as an ERISA § 3(21) fiduciary when providing non-discretionary investment advice to the plan fiduciaries by recommending a suite of investments as choices among which plan participants may select. Also, to the extent that the plan fiduciaries retain us to act as an investment manager within the meaning of ERISA § 3(38), we will provide discretionary investment management services to the plan. Establishing a sound fiduciary governance process is vital to good decision-making and to ensuring that prudent procedural steps are followed in making investment decisions. As agreed to advance and outlined in the client’s specific advisory agreement, the services that we may provide as part of our Retirement Plan Advisory Services include: • Investment Selection Services: We will provide plan fiduciaries with recommendations of investment options consistent with ERISA section 404(c). Plan fiduciaries retain responsibility for the final determination of investment options and for compliance with ERISA section 404(c). • Non-Discretionary Investment Advice: We will provide plan fiduciaries and plan participants general, non-discretionary investment advice regarding asset classes and investments. • Investment Monitoring: We will assist in monitoring the plan’s investment options by preparing periodic investment reports that document investment performance, consistency of fund management, and conformation to the guidelines set forth in the investment policy statement, and we will make recommendations to maintain or remove and replace investment options. The details of this aspect of service will be outlined in the advisory agreement between the parties. • Discretionary Management Services: When retained as an investment manager within the meaning of ERISA § 3(38), we will provide continuous and ongoing supervision over the designated plan assets. We will have discretionary authority to make all decisions to buy, sell, or hold securities, cash, or other investments for the designated plan assets in our sole discretion without first consulting with the plan fiduciaries. We also have the power and authority to carry out these decisions by giving instructions, on the client’s behalf, to broker-dealers and the qualified custodians of the plan for our management of the designated plan assets. • Discretionary Investment Selection Services: We will monitor the investment options of the plan and add or remove investment options for the plan without prior consultation with the plan fiduciaries. We will have discretionary authority to make and implement all decisions regarding the investment options that are available to plan participants. • Investment Management via Model Portfolios: We will provide discretionary management of model portfolios, among which the participants may choose to invest as plan options. Plan participants will also have the option of investing only in options that do not include model portfolios (i.e., the plan 6  participants may elect to invest in one or more of the mutual fund options made available in the plan and choose not to invest in the model portfolios at all). Retirement Account Transfers and Plan Rollovers We are fiduciaries under the Investment Advisers Act of 1940, as amended (“Advisers Act”). Additionally, when we provide investment advice to you regarding your retirement plan account or individual retirement account (“IRA”), we are also fiduciaries within the meaning of Title I of ERISA and the Internal Revenue Code, as amended and as applicable, which are laws governing retirement accounts. If we recommend that a client transfer their IRA or roll over retirement plan assets into an account to be managed by us, such a recommendation creates a conflict of interest if we will earn a new or increased advisory fee because of the transfer or rollover. We have a fiduciary duty and must act in your best interest when making a recommendation regarding whether to transfer your IRA assets, maintain investments in a retirement plan, take a distribution from a retirement plan, or roll over investments from a retirement plan to an IRA. Clients are under no obligation to transfer an IRA or rollover plan assets to an IRA managed by us or to engage us to monitor or manage the account while maintained at a client’s employer. Affiliated Private Funds We serve as the Managing Member and investment manager of the HF Retail Income Fund, LLC; HF Office Income Fund, LLC; and HF FMC Income Fund II, LLC (collectively, “Affiliated Funds”). The Affiliated Funds are pooled investment vehicles that are not registered under the Investment Company Act of 1940, as amended (“Investment Company Act”), in reliance on the exemptions provided in Sections 3(c)(1) or 3(c)(7) thereunder, as applicable. Additionally, the Affiliated Funds are not registered with the SEC, and investors must be “accredited investors” within the meaning under Regulation D of the Securities Act of 1933, as amended (“Securities Act”), and, in some instances, must also be “qualified clients” within the meaning of Rule 205-3 of the Advisers Act. From time to time, as appropriate and in accordance with the established Investment Plan and risk tolerance of certain clients, we may recommend investments in one or more of the Affiliated Funds. Clients investing in the Affiliated Funds are assessed a fee that is a percentage of assets under management in the applicable fund. In addition, depending on the specific fund, we also receive a performance allocation from investors’ accounts, equal to a percentage of the net profits for the investor as described in the fund’s offering documents. A performance-based fee can create an incentive to make risker, more speculative investments than would be the case under a solely asset-based fee arrangement. Please see Item 6 below for more information on this practice. Investors of the Affiliated Funds are provided with private placement memorandums and other offering and subscription documentation that detail the nature, risks, and associated fees of each pooled investment vehicle. It is important that you read these documents before investing to fully understand the types of investments, risks, and conflicts pertaining to the private funds. Please see Item 10 below for more information about the Affiliated Funds. Types of Investments We generally employ long-term buy-and-hold passive investment strategies, and we do not engage in market timing. We typically recommend mutual funds, exchange-traded funds (“ETFs”), private funds, stocks, bonds, and real estate for our clients’ investment portfolios, but we could also recommend other types of investments when appropriate based on a client’s circumstances. See Item 8 below for additional information on our portfolio management practices. You may impose certain written restrictions on the management of your investment portfolio, such as prohibiting the inclusion of certain types of investments in your portfolio or prohibiting the sale of certain 7  investments held in the account at the commencement of our relationship. We will make a reasonable attempt to honor any restrictions you request. You should note, however, that if you impose restrictions, it may adversely affect the composition and performance of your portfolio. You should also note that your portfolio is treated individually by considering each purchase or sale for your account. For these and other reasons, performance of client portfolios within the same investment objectives, goals, and/or risk tolerance may differ, and you should not expect that the composition or performance of your portfolio would necessarily be consistent with similar clients of the firm. Client-Tailored Services We tailor our advisory services to your individual needs. We will conduct an initial interview and data gathering process to determine your financial situation and investment objectives. We provide our advisory services consistent with your objectives and with our fiduciary duty to you. We determine our recommendations based on the information you provide to us. Inaccurate or incomplete information could result in inappropriate recommendations or portfolio strategies. We must make certain assumptions with respect to interest and inflation rates, past trends, and future projections of the performance of the market and economy. Past performance is no indication of future performance, and we cannot offer any guarantees or promises that your goals and objectives will be met. Changes to your personal financial circumstances, goals, or objectives could cause our recommendations to become inaccurate and out of date. We will contact or attempt to contact you annually to confirm if there have been any changes in your financial situation or investment objectives or determine if you wish to impose or modify account restrictions. Because our advisory services are based on your specific financial circumstances, you are urged to promptly notify us any time you experience changes to your circumstances, so we can determine if any changes to your investment strategy or our recommendations are necessary. Item 5 - Fees and Compensation Advisory Services Fees How we are paid depends on the type of advisory service we provide. Please review the fee and compensation information below. In our sole discretion, we may make exceptions to any stated fee schedules or minimums and negotiate special fee arrangements where we deem it appropriate under the circumstances. We may charge a different fee based upon various criteria (e.g., anticipated future earning capacity, anticipated future assets, dollar amount of assets to be managed, related accounts, type of services required, account composition, negotiations with client, etc.). Therefore, some clients may pay more or less than other clients for the same services. Further, some clients’ fee schedules are based on prior contractual arrangements or historical fee schedules that differ from our current fee arrangements. Your specific fee arrangement is set forth in your advisory agreement with us. Financial Planning Services Fees We typically charge a fixed fee starting $10,000 for our Financial Planning Services, though fees could be higher depending on the client’s needs and the complexity of their financial situation. Fees are due upon engagement. This service allows you to see how we think before committing to an ongoing engagement with our Portfolio Management Services. In the event you decide to engage us for Portfolio Management Services within 180 days of the date of the Financial Planning Services engagement, you will receive a credit for the fixed fee already paid to be applied toward the first asset-based fee, up to the amount of the first quarterly fee. Thereafter, Financial Planning Services are typically included for no additional fee as part of the fees for Portfolio Management Services. However, we reserve the right to charge an 8  additional financial planning fee in the future, on a case-by-case basis based on the complexity of each client’s individual circumstances. In those potential instances, the additional fee is negotiable and is due upon presentation of the updated financial plan. Under certain circumstances, we may request that you pre-approve travel and other reimbursable expenses incurred in connection with the preparation of the financial plan. Typically, Financial Planning Services will automatically terminate upon completion of the engagement, unless you engage us for ongoing Portfolio Management Services. However, either party may terminate the agreement earlier upon written notice.. If the agreement is terminated prior to presentation of the financial plan, you will be charged a prorated fee based on the percentage of the work completed prior to termination. After deducting fees for work completed, the balance of the unearned, prepaid fees will be refunded to the client promptly. Fees can be paid by check, electronic funds transfer, or debit or credit card through a third-party payment processor’s secure portal through which the client can securely input banking information. Portfolio Management Services Fees The annual fee schedule for our Portfolio Management Services is based on a percentage of assets under our management, according to the following: First $500,000 Next $4,500,000 Next $5,000,000 Assets over $10 million 1.25% 0.90% 0.75% 0.50% This is a blended tier fee schedule, which means that different fees are applied to the different levels of assets under management. Accordingly, as an example, if an account is valued at $2,500,000 the first $500,000 would be charged 1.25% annually, while the balance of $2,000,000 would be assessed the lower fee of 0.90% per year. Clients will be billed in advance at the beginning of each calendar quarter based upon the market value of the average daily balance of the client’s account for the previous quarter. Your account will typically hold investment options that are regularly traded on an open exchange with an observable market value, which is used to calculate the fee. The custodian typically provides the valuation of these securities. Because our services are provided on a discretionary basis, the fee is calculated on all assets held in your account, including cash and cash equivalents. The minimum portfolio value is generally set at $2,000,000. The minimum annual fee per client is $10,000. However, we may waive or reduce these minimum requirements at our discretion. For clients with multiple accounts, at our sole discretion, we may combine the amount of assets in more than one account in determining the fee to be charged to that client for services on the client’s total amount of assets. If services begin after the start of a quarter, fees will be prorated accordingly. With your authorization and unless other arrangements are made, fees are normally debited directly from client accounts. Fees for held away accounts (e.g., 401(k), 403(b), and 529 plans) using Pontera’s platform will typically be deducted from a client’s taxable, non-retirement accounts or will be directly invoiced to the client for payment. Additionally, fees may be paid by check, electronic funds transfer, or debit or credit card through a third-party payment processor’s secure portal through which the client can securely input banking information. We use margin as an investment strategy in limited situations, as appropriate in light of client circumstances. In addition, clients can elect to borrow funds against their investment portfolio for uses other than investing inside the managed account. For accounts with a margin balance, our fee is assessed based on the net value of the assets in your account. In other words, your account value upon 9  which the fee is calculated is not reduced by the margin balance. This could create a conflict of interest, where we may have an incentive to encourage the use of margin because it could result in a higher market value and, therefore, an increased fee. Portfolio Management Services may be terminated at any time by either party by providing written notice at least 30 days prior to the intended termination date. In the event of termination, any paid but unearned fees will be promptly refunded to you based on the number of days that the account was managed in the final billing period, and any fees due to us will be invoiced or deducted from your account prior to termination. Separate Account Manager Services Fees In instances where the services of one or more third-party investment managers (“Separate Account Managers”) are utilized, the Manager’s fee will be charged in addition to HF’s fee and will be disclosed to the client at or before the time of the Manager’s engagement. Additional information regarding the Manager’s services, fees, and termination provisions is outlined in their Disclosure Brochure. General Consulting Services Fees When HF provides General Consulting Services, we charge either a fixed fee or hourly fee. Fixed fees typically start at $10,000, though fees could be higher based on the complexity of the client’s financial situation and the scope of the engagement. Fixed fees are due at the beginning of the engagement. Hourly engagements are typically offered at a rate of $500 to $750 per hour, depending on the complexity of the client’s situation, and are due upon completion of the engagement. Fees can be paid by check, electronic funds transfer, or debit or credit card through a third-party payment processor’s secure portal through which the client can securely input banking information. Typically, this service will automatically terminate upon completion of the engagement. However, either party can terminate an agreement earlier upon written notice to the other party. In the event the client decides to terminate the agreement early, they will be responsible for payment of our services provided prior to termination. For fixed fee engagements, fees will be prorated based upon the percentage of work already completed prior to termination, while hourly fees will be based on the agreed-upon hourly rate multiplied by the hours worked prior to termination. Retirement Plan Advisory Services Fees The fee for our Retirement Plan Advisory Services is charged as a percentage of plan assets under management or advisement. Due to the wide variance in complexity and scope of work with plan sponsors, as well as the requirements of plan service providers, fees are individually negotiated at the time of the engagement and are based on factors that include, but are not limited to, the complexity and size of the plan, anticipated future assets, and the specific services to be provided. Plan sponsors can decide whether the fees will be paid directly by the plan sponsor or deducted from plan assets. The specific fee arrangement, manner, and timing of fee payments will be set forth in the plan’s written advisory agreement with us. Our fees are separate from and additional to any third-party administrative, custodial, recordkeeping, or transaction fees incurred by the plan and any plan participant accounts. We do not share in any part of these fees. Retirement Plan Advisory Services can be terminated by either party according to the terms outlined in the advisory agreement. Fees for partial billing periods will be prorated. If fees are paid in arrears, no refunds will be given. If fees are paid in advance, any unearned fees will be returned. Other Fees and Expenses Fees paid to us are exclusive of all custodial fees, transaction costs, and other related costs and expenses paid to the client’s custodian, brokers, or other third-parties. Please see Item 12 below for 10  additional information on the factors we consider when selecting or recommending broker-dealers and custodians for client accounts and the determining the reasonableness of their compensation (e.g., commissions). Fees paid to HF are also separate and distinct from the fees and expenses charged by mutual funds, ETFs, or other investment pools, generally including a management fee and fund expenses, as described in each fund’s prospectus or offering materials. You should review all fees charged by HF, funds, broker-dealers, custodians, and other third-parties to fully understand the total amount of fees you will pay for investment- and financial-related services. Comparable fees may be available from other sources for fees lower than those charged by HFI. Affiliated Fund Fees As described in Item 4 above, we may recommend that you invest in one or more pooled investment vehicles for which HF serves as the Managing Member and investment manager (“Affiliated Funds”), as appropriate based upon your risk tolerance, investment sophistication, and financial qualifications. We have provided a summary below of our management and incentive fees applicable to the Affiliated Funds. However, for complete information, investors should rely on the applicable fund’s private offering memorandum, limited liability agreement, operating agreement, subscription document, and/or other offering materials for detailed disclosures of the fees, expenses, and conflicts of interest associated with the Affiliated Funds. We have an incentive to recommend that you invest in Affiliated Funds, for which we earn a management and/or performance fee, as such investments could increase the amount of income that we derive from your assets. To help mitigate this conflict of interest and avoid double charging, you will not pay an advisory fee to us on those assets invested in Affiliated Funds and you will only be assessed the applicable fund’s fees on those assets. In case of a conflict between the summary below and the information provided in the respective fund’s offering materials, the disclosures contained in the offering materials supersede the information below. • HF Retail Income Fund, LLC: We previously received a management fee from the fund equal to 1.5% per annum of investors’ capital contributions. The management fee was paid quarterly in arrears. Once the capital was returned, we now receive 10% of all of the fund’s operating profits and 10% of all capital transaction distributions after investors in the fund have been returned 100% of their contributed capital; provided, however, that to the extent either operating or capital distributions start before all capital has been called, such distributions will offset the management fee otherwise payable with respect to current or future periods on a dollar-for-dollar basis. Once all capital has been called, the management fee will cease. Please note, you will also pay the fees of the underlying private investment funds within the HF Retail Income Fund, LLC portfolio. No additional capital calls are expected and the fund is closed to new investors. • HF FMC Income Fund II, LLC: We receive a management fee from the fund equal to 1.50% per annum of investors’ capital contributions. The management fee is paid quarterly in arrears. We will also receive 10% of all the fund’s operating profits and 10% of all capital transaction distributions after investors in the fund have been returned 100% of their contributed capital. No additional capital calls are expected and the fund is closed to new investors. • HF Office Income Fund, LLC: We receive an annual management fee equal to 1.5% annually of investors’ unreturned capital contributions. The management fee is paid quarterly in arrears. We also receive 10% of all capital transaction distributions after investors in the fund have been returned 100% of their contributed capital. Once all capital has been called, the management fee will cease. Please note, you will also pay the fees of the underlying private investment funds within the HF Office Income Fund, LLC portfolio. No additional capital calls are expected and the fund is closed to new investors. 11  Unaffiliated Private Funds Fees When you invest in an unaffiliated private fund, you may be assessed our agreed upon advisory fee as set forth in your advisory agreement with us. Alternatively, for certain unaffiliated private fund investments, we will execute a “Non-Standard Asset Agreement Fee Addendum” with you that will specify the applicable fees. In these arrangements, fees can range up to 1.50% per annum based on the value of the investment. In either case, our fee will be separate and additional to the private fund’s management fees and expenses. The fee is directly debited from one or more of your custodial accounts in accordance with your agreement with us. If you do not have a custodial account, you will be invoiced directly for the fees. Invoices are payable promptly upon receipt. Additionally, some of the unaffiliated private funds that we recommend charge performance-based fees. A performance-based fee arrangement is one in which you are assessed a percentage of the net profits of your investment. In some instances, HF will receive a portion of the performance-based fee that the private fund assesses to HF client investors. Any performance fee sharing arrangements between HF and the private fund will be detailed in your Non-Standard Asset Agreement Fee Addendum. The applicable fees and expenses of each private fund are outlined in its offering documents and should be reviewed by clients prior to investing in such funds. We have an incentive to recommend that you invest in unaffiliated private funds when we earn an increased management fee and/or share in the performance fee, as such investments increase the amount of income that we derive from your assets. We have a fiduciary duty to exercise good faith and act solely in the best interest of clients and, as such, we maintain policies and procedures, including a Code of Ethics, which require that the interests of our clients be placed ahead of our interests. Valuation of Private Funds and Alternative Investments Private funds and certain other alternative investments are not publicly traded and, therefore, do not have a daily indication of their fair market value. It is our policy to use the most recent value provided by the issuer for billing purposes. In some cases where no updated valuations are provided, we will use the investment cost as the valuation until an updated valuation is received. If there is any reason to believe the value may be lower, it may be necessary to estimate value based on information received until an actual valuation is received. Therefore, the advisory fee related to private funds and alternative investment may be higher or lower than it would have been had an actual fair market been available and used. Affiliated Funds are valued by the respective fund administrator or in good faith by HF. Other Compensation Rusty Holcombe is a licensed real estate broker in Georgia and is eligible to receive commissions or other remuneration related to the sale of real estate, which can create an incentive to recommend real estate transactions. You are under no obligation to act on any such recommendations by Rusty. Item 6 – Performance-Based Fees and Side-By-Side Management As noted in Item 4 above, we may recommend that you invest in Affiliated Funds, which, in some cases, have a performance fee component. A performance arrangement is one in which you are assessed a percentage of the net profits of your investment or investment portfolio. With certain Affiliated Funds and unaffiliated private funds, we are paid performance-based fees on profits each year, and such performance-based fees are passed on in whole or in part to us or our related persons. See Item 5 above for more details. Performance-based fee arrangements are only available if you meet the eligibility requirements of Rule 205-3 under the Advisers Act. The minimum requirements under the Rule state that you are generally 12  not eligible unless you have at least $1,100,000 in assets under management with us or have a net worth of at least $2,200,000. Performance-based fees are calculated and assessed in arrears, and you should carefully review the fee calculations for accuracy. Performance-based fee arrangements create certain conflicts of interest for us. For example, the nature of a performance fee poses an opportunity for HF to earn more compensation than under a stand- alone asset-based fee. Consequently, we could favor performance-based accounts over those accounts where we receive only an asset-based fee. The nature of performance fees can also encourage us to take unnecessary risks with client assets in order to earn or increase the amount of the fee. The result of riskier investments can have a positive effect in that results could equal higher returns when compared to an asset-based fee account. On the other hand, riskier investments historically have a higher chance of losing value. Item 7 – Types of Clients We serve individuals, pension and profit-sharing plans, trusts, estates, and pooled investment vehicles. For our Portfolio Management Services, we typically require a minimum portfolio value of $2,000,000 and a minimum annual fee of$10,000. For clients accumulating wealth and at our discretion, we may waive or reduce account minimums. As described in Item 4 above, we are the Managing Member and investment adviser to Affiliated Funds, which are pooled investment vehicles that are not registered with the SEC. The minimum amounts to invest in the Affiliated Funds are disclosed in their respective offering documents. Item 8 – Methods of Analysis, Investment Strategies, and Risk of Loss Methods of Analysis In accordance with the client’s Investment Plan, we will primarily invest in mutual funds, exchange- traded funds (“ETFs”), bonds, stocks, and real estate. In addition, when appropriate, we may recommend that you invest in a private fund, including one or more of our Affiliated Funds. Your unique investment goals, investment horizon, risk tolerance, and financial qualifications will determine the allocation among these security types. Mutual Fund and Exchange-Traded Fund Analysis Mutual funds and ETFs are generally evaluated and selected based on a variety of factors, including, without limitation, past performance, fee structure, portfolio manager, fund sponsor, overall ratings for safety and returns, and other factors. We typically recommend that clients invest in no-load mutual funds advised by Dimensional Fund Advisors (“DFA”), Avantis, or other fund managers that have low operating expenses, low portfolio turnover, below average capital gains distributions, and a demonstrated expertise and focus particular asset classes. DFA funds generally are available for investment only by clients of registered investment advisers, and all investments are subject to approval of the adviser. This means you may not be able to make additional investments in DFA funds if your agreement with us is terminated, except through another adviser authorized by DFA. Investing in mutual funds, ETFs, and other pooled investment funds is generally less risky than investing in individual securities because of their diversified portfolios; however, these investments are still subject to risks associated with the markets in which they invest. In addition, pooled investment funds’ success will be related to the skills of their particular managers and their performance in managing their funds. Pooled investment funds are also subject to risks due to regulatory restrictions applicable to registered investment companies under the Investment Company Act. 13  Private Fund Analysis From time to time and as appropriate, we may invest a portion of a client’s portfolio in private funds. Private funds are generally evaluated based on the previous performance and reputation of the fund manager, underlying fund investments, fee structure, overall risk and returns, portfolio transparency, liquidity, and other factors specific to the type of investments involved. The value of client portfolios will be based in part on the value of private funds in which they are invested, the success of each of which will depend heavily upon the efforts of their respective fund managers. Investing in private funds includes significant risks. When the investment objectives and strategies of a fund manager are out of favor in the market or a manager makes unsuccessful investment decisions, the private fund may lose money. A client account may lose a substantial percentage of its value if the investment objectives and strategies of many or most of the private funds in which it is invested are out of favor at the same time, or if multiple managers make unsuccessful investment decisions at the same time. Private funds are generally subject to various risk factors and liquidity constraints, a complete discussion of which is set forth in each fund’s offering documents and which will be provided to clients for review and consideration prior to investing. Investing in private funds is intended only for experienced and sophisticated investors who are willing to bear the high economic risks of the investment. Clients should carefully review and consider potential risks before investing in private funds. Certain of these risks may include loss of all or a substantial portion of the investment due to leveraging, short-selling, or other speculative practices; lack of liquidity because of redemption terms and conditions and that there may not and will not be a secondary market for the fund; volatility of returns; restrictions on transferring interests in the fund; a potential lack of diversification; higher fees than mutual funds; and a lack of information regarding valuations and pricing. Fixed Income Security Analysis We may invest portions of client assets directly into fixed income instruments, such as bonds and notes, or we may invest in pooled investment funds that invest in bonds and notes. Fixed income investments may be used as an instrument to fulfill liquidity or income needs in a portfolio or to add a component of capital preservation. We will generally evaluate and select individual bonds or bond funds based on several factors including, without limitation, rating, yield, and duration. While investing in fixed income instruments, either directly or through pooled investment funds, is generally less volatile than investing in stock (equity) markets, fixed income investments nevertheless are subject to risks. These risks include, without limitation, interest rate risks (risks that changes in interest rates will devalue the investments), credit risks (risks of default by borrowers), or maturity risk (risks that bonds or notes will change value from the time of issuance to maturity). Stock Analysis We may invest portions of client assets directly into equity investments, individual stocks, or pooled investment funds that invest in the stock market. In selecting individual stocks for an account, we generally apply traditional fundamental analysis. Fundamental analysis involves analyzing factors such as financial strength ratios, management and competitive advantages, and dividend yields to determine a company’s value and expected future earnings. This strategy would generally encourage equity purchases in stocks that are undervalued or priced below their perceived value. The risk assumed is that the market will fail to reach expectations of perceived value. As noted above, while pooled investments have diversified portfolios that may make them less risky than investments in individual securities, funds that invest in stocks and other equity securities are nevertheless subject to the risks of the stock market. These risks include, without limitation, the risks that stock values will decline due to daily fluctuations in the markets and that stock values will decline 14  over longer periods (e.g., bear markets) due to general market declines in the stock prices for all companies, regardless of any individual security’s prospects. Real Estate Analysis We may gain exposure to the real estate sector by investing in private funds that invest in real estate. Real estate investments are evaluated based on risk level, income projections, opportunity for growth and capital appreciation in the investment, and other factors. Investments may be made directly in real estate partnerships or through pooled instruments, such as real estate investment trusts (“REITs”). These investments are subject to risks similar to those associated with direct ownership of real estate, including loss to casualty or condemnation, increases in property taxes and operating expenses, zoning law amendments, changes in interest rates, overbuilding and increased competition, variations in market value, and possible environmental liabilities. Investment Strategies Our strategic approach is to invest each portfolio in accordance with the Investment Plan that has been developed specifically for each client. Generally, we take a long-term approach to investing, typically utilizing passive investment management, asset allocation, and asset diversification. Long-Term Trading Long-term trading is designed to capture market rates of both return and risk. Long-term trading involves holding assets for long periods of time to profit from significant upward trends, typically for months, years, or decades. Due to its nature, the long-term investment strategy can expose investment portfolios to various types of risk that will typically surface at various intervals. These risks include, but are not limited to, inflation, interest rate, economic, market, political, or regulatory risk. Passive Investment Management Passive investment management involves building portfolios that are composed of various distinct asset classes designed to achieve the desired relationship between correlation, risk, and return. Funds that passively capture the returns of the desired asset classes, typically mutual funds or ETFs, are placed in the portfolio. Passive investing is characterized by low portfolio expenses (i.e., the funds inside the portfolio have low internal costs), minimal trading costs (due to infrequent trading activity), and relative tax efficiency (because the funds inside the portfolio are tax efficient and turnover inside the portfolio is minimal). Risks of passive investing include limited responsiveness to short-term market fluctuations or economic shifts, potential underperformance relative to actively managed strategies in certain market conditions, and exposure to broad market declines that affect entire asset classes. Active Investment Management A portion of our portfolios are actively managed using mutual funds and other vehicles that employ a dividend-focused, value-oriented approach. We select actively managed funds whose managers use dividend yield and related income metrics as key drivers of security selection and portfolio construction, with the goal of investing in companies that can sustain and grow their dividends over time. This approach emphasizes cash income as an important component of total return, so clients are not relying solely on price appreciation to meet their objectives. Because the underlying funds are actively traded, portfolio holdings and sector weights may change over time as managers respond to changes in fundamentals, valuations, and market conditions. Risks of active investing include higher costs due to more frequent trading and management fees, greater tax inefficiency, and the possibility that active strategies may fail to outperform the market or benchmark, particularly after expenses are considered. 15  Commodities In addition to dividend-focused strategies, we may use mutual funds and exchange-traded funds that invest in commodities as part of our asset allocation process. Commodities are physical goods, such as precious metals (e.g., gold, silver, and platinum), energy products, agricultural products, or other raw materials. These exposures are intended to provide diversification benefits, potential protection against inflation, and a partial hedge against the effects of currency debasement over the long term. Commodity-related investments can be volatile, with commodity prices affected by factors such as changes in supply and demand, geopolitical events, regulatory developments, and broader economic conditions. Commodities may underperform traditional stock and bond markets for extended periods and may not successfully protect against inflation or currency risk, so clients should be prepared for fluctuations in value and periods of underperformance relative to more traditional asset classes. Asset Allocation Asset allocation for us is the process of combining our passive, active, fixed income, and commodity sleeves into a single, risk-managed portfolio aligned with each client’s objectives. Asset allocation is a strategy to help mitigate risk by spreading investments across different asset classes, sectors, and investment styles, so that no single market or strategy dominates overall results. We use these building blocks to balance growth, income, and volatility in light of a client’s financial goals, time horizon, and risk tolerance, with the aim of improving long-term, risk-adjusted returns and reducing the impact of market swings. However, asset allocation and diversification do not ensure a profit or guarantee protection against losses in declining markets, and if the mix of asset classes is not appropriate or is maintained inconsistently with a client’s needs, the portfolio may underperform the client’s objectives. Diversification Diversification is a strategy to help mitigate risk that involves spreading investments across multiple asset classes, industries, and geographic regions to reduce risk. By holding a mix of assets that do not move in perfect correlation with each other, diversification helps limit the impact of any single investment’s poor performance on the overall portfolio. However, diversification cannot eliminate market risk entirely, and overly broad diversification may dilute potential returns. Margin We use margin as an investment strategy in limited situations, as appropriate in light of client circumstances. In addition, clients can elect to borrow funds against their investment portfolio for uses other than investing inside the managed account. When securities are purchased, they may be paid for in full or the client may borrow part of the purchase price from the account custodian. If a client borrows part of the purchase price, the client is engaging in margin transactions and there is risk involved with this. The securities held in a margin account are collateral for the custodian that loaned the client money. If those securities decline in value, then the value of the collateral supporting the client’s loan also declines. As a result, the brokerage firm is required to take action to maintain the necessary level of equity in the client’s account. The brokerage firm may issue a margin call and/or sell other assets in the client’s account to accomplish this. It is important that clients fully understand the risks involved in trading securities on margin, including, but not limited to: the possibility of losing more funds than is deposited into a margin account; the account custodian forcing the sale of assets in the account; the account custodian selling assets in the account without contacting the client first; the accountholder not being entitled to choose which assets in a margin account may be sold to meet a margin call; the account custodian increasing its “house” maintenance margin requirements at any time without advance written notice; and the accountholder not being entitled to an extension of time on a margin call. 16  Separate Account Managers As described in Item 4 above, we could recommend the use of a third-party investment manager (“Separate Account Manager”) to manage all or a portion of your investment portfolio. Our analysis of these Managers involves the examination of their experience, expertise, investment philosophies, and past performance in an attempt to determine if they have demonstrated an ability to invest over a period of time and in different economic conditions. We monitor the Manager’s underlying holdings, strategies, concentrations, and leverage as part of our overall periodic risk assessment. Additionally, as part of our due diligence process, we survey their compliance and business enterprise risks. Risk of Loss While we seek to diversify your investment portfolio across various asset classes consistent with your Investment Plan and in an effort to reduce risk of loss, all investment portfolios are subject to risks and could result in a loss of your original investment, which you should be prepared to bear. Accordingly, there can be no assurance that your investment portfolio will be able to fully meet your investment objectives and goals or that investments will not lose money. Below is a description of several of the material risks associated with investing: • Catastrophic Events Risk: Investments could be subject to the risk of loss arising from direct or indirect exposure to a number of types of catastrophic events, such as global pandemics, natural disasters, acts of terrorism, cyber-attacks, or network outages. The extent and impact of any such event on investment strategies will depend on many factors, including the duration and scope of the event, the extent of any governmental restrictions, the effect on the supply chain, overall consumer confidence, and the extent of the disruption to global and domestic markets. • Concentration Risk: Certain investment strategies focus on particular asset classes, industries, sectors, or types of investment. From time to time these strategies could be subject to greater risks of adverse developments in such areas of focus than a strategy that is more broadly diversified across a wider variety of investments. • Derivatives and Options Risk: Derivatives are financial contracts whose value is derived from an underlying asset, such as stocks, bonds, commodities, or market indices. Options are a type of derivative that give the buyer the right, but not the obligation, to buy (call option) or sell (put option) an asset at a predetermined price within a specified timeframe. A small investment in options could have a potentially significant impact on an investor’s performance. The use of options involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets. Derivatives can be highly volatile, illiquid and difficult to value, and there is the risk that a hedging technique will fail if changes in the value of a derivative held by an investor do not correlate with the securities being hedged. • Foreign Securities Risk: We may invest portions of client assets into pooled investment funds that invest internationally. While foreign investments are important to the diversification of client investment portfolios, they carry risks that may be different from domestic investments. For example, foreign investments may not be subject to uniform audit, financial reporting, or disclosure standards, practices, or requirements comparable to those found in the U.S. Foreign investments are also subject to foreign withholding taxes and the risk of adverse changes in investment or exchange control regulations. Additionally, foreign investments may involve currency risk, which is the risk that the value of the foreign security will decrease due to changes in the relative value of the U.S. dollar and the security’s underlying foreign currency. • Inflation Risk: Inflation could erode the buying power of your investment portfolio, even if the dollar value of your investments remains the same. 17  • Interest Rate Risk: Fixed income security prices generally fall when interest rates rise, and the value could fall below par value or the principal investment. The opposite is also generally true, and fixed income security prices generally rise when interest rates fall. In general, fixed income securities with longer maturities are more sensitive to these price changes. Most other investments are also sensitive to the level and direction of interest rates. • Legal or Legislative Risk: Legislative changes or court rulings could impact the value of investments or the securities’ claim on the issuer’s assets and finances. • Leverage Risk: Certain funds may utilize leverage (i.e., borrowing money or using derivatives) to potentially enhance returns. Leverage allows a fund to increase its investment exposure beyond its net assets, which can amplify gains but also magnify losses. The use of leverage introduces additional risks, including increased volatility, heightened exposure to market fluctuations, and the potential for significant losses if investments decline in value. Additionally, leveraged positions may be subject to margin calls or forced liquidations, which can adversely impact a fund’s performance. Clients should carefully consider these risks when investing in leveraged funds. • Limited Markets Risk: Certain securities could be less liquid (i.e., harder to sell or buy) and their prices could at times be more volatile than at other times. Under certain market conditions it could be difficult to sell or liquidate investments at prices considered reasonable or favorable or find buyers at any price. • Management Risk: While we manage client investment portfolios based on our experience, research, and proprietary methods, the value of client investment portfolios will change daily based on the performance of the underlying securities in which they are invested. Accordingly, client investment portfolios are subject to the risk that we allocate client assets to individual securities and/or asset classes that are adversely affected by unanticipated market movements and the risk that our specific investment choices could underperform their relevant indexes. • Market Risk: Market risk involves the possibility that an investment’s current market value will fall because of a general market decline, reducing the value of the investment, regardless of the operational success of the issuer’s operations or financial condition. 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 us or the integrity of our management. We have no disciplinary events to report. Item 10 – Other Financial Industry Activities and Affiliations Other Industry Affiliations Neither our firm nor any of our management personnel are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. In addition, neither our firm nor any of our management personnel are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, commodity trading advisor, or associated person of the foregoing entities. Based on the services you need, we could recommend that you use an unaffiliated registered broker- dealer as the qualified custodian and broker for your accounts. We have established a relationship with a custodian to help facilitate our management of your accounts. Further information regarding this custodial relationship is provided in Item 12 below. 18  As described in Item 4 above, when appropriate based on your financial circumstances, we could recommend third‑party investment managers (“Separate Account Managers”) for certain portfolio management services or investment strategies. We will assist you in selecting an appropriate allocation model, interact with the Manager, and continuously assess the Manager to ensure maintaining the investment account with them remains appropriate. We do not share in the advisory fee they charge. In addition, you will be provided with a copy of the Manager’s Disclosure Brochure, which also describes their services and fees. You are not obligated, contractually or otherwise, to use the services of any Manager we recommend. Moreover, we will only recommend a Manager who is and remains properly licensed or registered as an investment adviser. As a fiduciary, we will only recommend the use of a Manager when it is in your best interest based on your financial circumstances. Affiliated Private Funds As described in Item 4 above, we recommend that certain clients invest in our Affiliated Funds. These private funds are affiliated with us because we are the Managing Member and adviser of the funds; therefore, we have a financial interest in the Affiliated Funds. Additionally, our principal owner, Rusty Holcombe, has ownership interests in the Affiliated Funds. This creates an incentive for us to recommend investments in the Affiliated Funds, which presents a conflict of interest. To the extent applicable, we will explain any advisory fees, other compensation, or incentives associated with the investment. Please see Item 5 above for a summary of fees charged for investments in Affiliated Funds. Also, such private investment fund offering memorandums, operating agreements, and/or subscription documents include a discussion and disclosure of any known conflicts of interest and will also include disclosure of all applicable fees and expenses. To help mitigate this conflict of interest and avoid double charging, you will not pay an advisory fee to us on those assets invested in the Affiliated Funds and will only be assessed the applicable fund’s fees on those assets. Other Investment-Related Activities Rusty Holcombe, principal owner of HF, is a licensed real estate broker in Georgia. However, he does not act as a broker for client real estate transactions.. Rusty is also the author of the book You Should Only Have to Get Rich Once, for which he earns a profit from sales. Clients are under no obligation to purchase this book. Item 11 – Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading Code of Ethics As a fiduciary, HF and our supervised persons have a duty of utmost good faith to act solely in the best interests of each client. As such, we have adopted a Code of Ethics (“Code”) to govern our business practices, the full text of which is available to you upon request. All supervised persons are required to acknowledge their responsibilities under the Code and to agree to adhere to all provisions. Our Code has several goals. Primarily, the Code is designed to assist us in complying with applicable laws and regulations governing our investment advisory business. Under the Advisers Act, we owe fiduciary duties to our clients and, as such, the Code requires our supervised persons to act with honesty, good faith, and fair dealing in working with clients. These requirements include prohibiting from trading or otherwise acting on insider information; addressing standards for professional conduct; disclosing all actual or potential conflicts of interest; putting the interests of our clients first, ahead of personal interests; and monitoring and reviewing the personal trading activities of supervised persons. The firm also accepts the obligation not only to comply with the mandates and requirements of all 19  applicable laws and regulations, but also to act in an ethical and professionally responsible manner in all professional services and activities. Participation or Interest in Client Transactions As described in Item 10 above, when appropriate, we may recommend that clients invest in certain Affiliated Funds for which HF serves as Managing Member and investment adviser. Under such circumstances, clients will only be assessed the fees imposed by the Affiliated Funds. Clients will not pay both our advisory fee and the Affiliated Funds’ management fees. Investors often expect and find it preferable that HF’s associated persons also invest in an Affiliated Fund. Such investments are viewed as an explicit commitment to the fund and demonstrate an alignment of interests with investors. The proposed co-investment will only be approved if it is fair and promotes the interests of the participating clients, including the allocation of co-investment. We do not engage in principal transactions or agency cross transactions. Personal Trading From time to time, our supervised persons may invest in securities that are the same as, similar to, or different from those recommended to clients. Such transactions could be executed at or around the same time as client transactions. Under our Code, we have adopted procedures designed to reduce or eliminate conflicts of interest that this could potentially cause. The Code’s personal trading policies include procedures for limitations on personal securities transactions of supervised persons, reporting and review of such trading, and pre-clearance of certain types of personal trading activities. These policies are designed to discourage and prohibit personal trading that would disadvantage clients. Any exceptions or trading pre-clearance must be approved by our Chief Compliance Officer (“CCO”) in advance. The Code also provides for disciplinary action as appropriate for violations. Our CCO also reviews our firm’s and supervised persons’ holdings and transaction reports as required by our Code and federal regulations. Additionally, if supervised persons’ personal trades are executed with client accounts (i.e., in a blocked or aggregated trade), and the trade is not filled in its entirety, the supervised persons’ shares will be removed from the block, and the balance of shares will be allocated among client accounts in accordance with our written policy. See Item 12 below for more information on our trade aggregation practices. Item 12 – Brokerage Practices Best Execution and Brokerage Selection Our firm is not affiliated with any broker-dealers. Specific custodian recommendations are made to clients based on their need for such services. We recommend custodians based on the reputation of and services provided by the firm. When given discretion to select the brokerage firm that will execute orders in your account, we seek “best execution” for your trades, which is a combination of a number of factors, including, without limitation, quality of execution, services provided, and commission rates. Therefore, we may use or recommend the use of brokers who do not charge the lowest available commission in the recognition of research and securities transaction services or quality of execution. Research services received with transactions may include proprietary and/or third-party research and may be used in servicing any or all of our clients. Therefore, research services received may not be used for the account for which the particular transaction was effected. 20  We seek to recommend a custodian that will hold your assets and execute transactions on terms that are overall most advantageous when compared with other available providers and their services. We consider a wide range of factors, including, but not limited to: • Combination of transaction execution services and asset custody services (generally without a separate fee for custody); • Capability to execute, clear, and settle trades (i.e., buy and sell securities for your account); • Capability to facilitate transfers and payments to and from accounts (e.g., wire transfers, check requests, bill payment, etc.); • Breadth of available investment products (e.g., stocks, bonds, mutual funds, ETFs, etc.); • Availability of investment research and tools that assist us in making investment decisions; • Quality of services; • Competitiveness of the price of those services (e.g., commission rates, margin interest rates, other fees, etc.) and willingness to negotiate the prices; • Reputation, financial strength, security, and stability; • Prior service to us and our clients; and • Availability of other products and services that benefit us, as discussed below. Custodians We Recommend We do not maintain custody of your assets that we manage or on which we advise, although we may be deemed to have custody of your assets if you give us authority to withdraw assets from your account (see Item 15 below). Your assets must be maintained in an account at a “qualified custodian,” generally a broker-dealer or bank. We recommend that our clients use Charles Schwab & Co., Inc. (“Schwab”) as the qualified custodian of their assets. Schwab is a licensed broker-dealer and member of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and the Securities Investor Protection Corporation (“SIPC”). Schwab will hold your assets in a brokerage account and will buy and sell securities when we or you instruct them to. While we recommend that you use Schwab as the custodian and broker-dealer for your accounts, you will decide whether to do so and will enter into an account agreement directly with them. We do not open the account for you, although we may assist you in doing so. Your Brokerage and Custody Costs Schwab generally does not charge you separately for custody services, but they are instead compensated by charging you commissions or other fees on trades that they execute or that settle into your account. Certain trades may not incur commissions or transaction fees. Schwab is also compensated by earning interest on the uninvested cash in your account as part of their Cash Features Program. We have determined that having your custodian execute most trades is consistent with our duty to seek “best execution” of your trades. Best execution means the most favorable terms for a transaction based on all relevant factors, including those listed above. We regularly review and consider the overall quality and price of the services received from our preferred custodians in light of our duty to seek best execution. Products and Services Available to Us from Schwab Schwab Advisor Services™ is Schwab’s institutional platform that serves independent investment advisory firms like ours. It provides our clients and us with access to brokerage services (e.g., trading, 21  custody, reporting, and related services), many of which are not typically available to Schwab’s retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. Schwab’s support services are generally available on an unsolicited basis (i.e., we do not have to request them) and at no charge to us. Following is a more detailed description of Schwab’s support services: • Services That Benefit You: Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of client assets. The investment products available through Schwab include some to which we might not otherwise have access or that would require a significantly higher minimum initial investment by our clients. Such services generally benefit you and your account. • Services That May Not Directly Benefit You: Schwab also makes available to us other products and services that benefit us but may not directly benefit you or your account. These products and services assist us in managing and administering our clients’ accounts. They include investment research, both Schwab’s own and that of third-parties. We may use this research to service all or a substantial number of our clients’ accounts, including accounts not maintained at Schwab. In addition to investment research, Schwab also makes available software and other technology that provides access to client account data (e.g., duplicate trade confirmations and account statements); facilitates trade execution and allocates aggregated trade orders 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. • Services That Generally Benefit Only Us: Schwab also offers other services intended to help us manage and further develop our business enterprise. These services include educational conferences and events; consulting on technology, compliance, legal, and business needs; publications and conferences on practice management and business succession; access to employee benefits providers, human capital consultants, and insurance providers; and marketing consulting and support Schwab may provide some of these services itself. In other cases, it will arrange for third-party vendors to provide the services to us. Schwab may also discount or waive their fees for some of these services or pay all or a part of a third-party’s fees. Schwab may also provide us with other benefits, such as occasional business entertainment. Our Interest in Schwab’s Services The availability of the foregoing services from Schwab benefits us because we do not have to produce or purchase them, nor do we have to pay for Schwab’s services. These services are available to all advisers who participate in the custodial program and are not contingent upon us committing any specific amount of business to Schwab in trading commissions, transactions, or assets for custody. Therefore, the services and benefits that we receive from Schwab are not considered soft dollar arrangements. However, the benefits that we and our clients receive create an incentive to recommend that you maintain your account with Schwab. This is because we may base our recommendation on receiving Schwab’s services that benefit our business and Schwab’s payment for services for which we would otherwise have to pay, rather than based on your interest in receiving the best value in custody and brokerage services. This is a potential conflict of interest. However, we believe that our selection of Schwab is in the best interests of our clients. Our selection is primarily supported by the scope, quality, and price of Schwab’s services and not Schwab’s services that benefit only us. Directed Brokerage HF has selected Schwab to maximize efficiency and to be cost effective for clients. If clients were able to direct brokerage arrangements elsewhere, these economies of scale and levels of efficiency would 22  generally be compromised when those alternative brokers were used. In fact, if a client chose to use the brokerage and/or custodial services of alternative service providers, the client can experience a certain degree of delay in executing trades for their accounts and other adverse effects on the management of their accounts. Therefore, with the exception of held-away accounts for which clients do not have an option to utilize the Schwab, HF typically only manages client accounts held at Schwab. Not all advisers require their clients to custody their accounts at a specific custodian. Aggregated Trading We may enter aggregated trade orders (also known as block trading), where possible and when advantageous to clients whose accounts have a need to buy or sell shares of the same security. This method permits the trading of aggregate blocks of securities composed of assets from multiple client accounts and allows us to execute trades in a timely, equitable manner that may reduce overall costs to clients. We will only aggregate transactions when we believe that aggregation is consistent with our duty to seek best execution for our clients and is consistent with the terms of the advisory agreement with each client for which trades are being aggregated. No advisory client will be favored over any other client; each client that participates in an aggregated order will participate at the average share price for all our transactions in a given security on a given business day. Transaction costs for participating accounts will be assessed at the custodian’s commission rate applicable to each account; therefore, transaction costs may vary among accounts. Accounts may be excluded from a block due to tax considerations, client direction, or other factors making the account’s participation ineligible or impractical. We will prepare, before entering an aggregated order, a written allocation statement specifying the participating client accounts and how we intend to allocate the order among those clients. If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the allocation statement. If the order is partially filled, we will consider all accounts in the original allocation and will determine whether to allocate the trades on a prorated basis or, alternatively, which accounts will receive part of the filled order. Accounts may be excluded for a variety of reasons, such as a disproportionate trading cost based on a small number of shares or if we believe the client would be better served to wait for another trading opportunity for those clients. In most cases, any accounts left out of a partially filled order will be traded the following day. Notwithstanding the foregoing, the order may be allocated on a basis different from that specified in the allocation statement if all client accounts receive fair and equitable treatment, the reason for different allocation is explained in writing, and the allocation is approved by the Chief Compliance Officer. Our books and records will separately reflect, for each client account included in a block trade, the securities held by and bought and sold for that account. Funds and securities of clients whose orders are aggregated will be deposited with the account custodian, and neither the clients’ cash nor their securities will be held collectively any longer than is necessary to settle the transaction on a delivery versus payment basis. Cash or securities held collectively for clients will be delivered out to the custodian as soon as practicable following the settlement, and we will receive no additional compensation or remuneration of any kind as a result of the proposed aggregation. Brokerage for Client Referrals We do not receive client referrals from any broker-dealer or custodian. 23  Item 13 – Review of Accounts Financial Planning Services For clients our engaging our Financial Planning Services, we typically do not provide any ongoing review, monitoring, or reporting, unless the client engages our Portfolio Management Services. Portfolio Management Services With our Portfolio Management Services, client accounts are reviewed on an ongoing basis for investment style adherence and performance related to benchmarks appropriate for the selected style. An investment adviser representative of the firm will typically meet with each client on an annual basis, if not more often, to review the client’s portfolio for portfolio mix, performance, allocation drift, and risk assessment and to determine how closely we are meeting the client’s objectives. Portfolios may be reviewed more often if requested by the client, upon receipt of information material to the management of the portfolio, or at any time such review is deemed necessary or advisable by us. These factors generally include, but are not limited to, a change in general client circumstances (e.g., marriage, divorce, or retirement) or due to economic, political, or market conditions. Account custodians are responsible for providing monthly or quarterly account statements directly to the client, which reflect the account positions, asset valuations, as well as all transactions, including fees paid from an account. Custodians also provide prompt confirmation of all trading activity and year- end tax statements, such as Forms 1099. In addition, we provide a quarterly report for each managed portfolio via our client portal, which normally includes a summary of portfolio holdings, performance results, and other relevant information. The client portal also provides clients with continuous access to their account information and real-time portfolio reports on an ad hoc basis. Affiliated Funds Fund investors of HF’s Affiliated Funds will also receive annual tax information for completion of individual tax returns. In our discretion, we may provide more frequent reports and/or more detailed information to all or any of the investors in the Affiliated Funds. General Consulting Services With our General Consulting Services, we typically do not provide any ongoing review, monitoring, or reporting. Retirement Plan Advisory Services For our Retirement Plan Advisory Services, our obligation to provide ongoing review, monitoring, or reporting will be as agreed to between us and the plan sponsor and as outlined in the advisory agreement. Item 14 – Client Referrals and Other Compensation As noted in above, we receive an economic benefit from Schwab in the form of support products and services they make available to us and other independent investment advisers whose clients maintain accounts with Schwab. These products and services, how they benefit our firm, and the related conflicts of interest are described in Item 12. The availability of Schwab’s products and services to us is based solely on our participation in its custodial program and not in the provision of any particular investment advice. Neither Schwab nor any other party is compensated, directly or indirectly, to refer clients to us. 24  Item 15 – Custody We do not accept physical custody of client funds or securities. However, as explained below, we could be deemed to have custody when we directly debit our advisory fees from client accounts or if we are able to initiate transactions from your account to third-parties using a standing letter of authorization. As explained in Item 12 above, you will open and maintain your investment account with a qualified custodian. It is the custodian’s responsibility to provide you directly with confirmations of trading activity, tax forms, and at least quarterly account statements. You are urged to review this information carefully and to notify us of any questions or concerns. You are also asked to promptly notify us if the custodian fails to provide statements on each account held. From time to time, we may provide additional reports. The account balances reflected on these reports should be compared to the balances shown on the brokerage statements to ensure accuracy. There may at times be small differences due to the timing of dividend reporting, accrued interest on bonds, pending trades, and other similar issues. Deduction of Investment Advisory Fees Under applicable securities regulations, we are deemed to have custody of client funds or securities if we debit our fees directly from your account. In such cases, we will first obtain your written authorization to deduct our fees. Each time a fee is deducted, we will send the custodian notice of the amount of the fee to be deducted from your account. The custodian will send you statements on at least a quarterly basis, showing all disbursements from the account, including the amount of fees deducted. Use of Standing Letters of Authorization Custodians offer clients the ability to establish a standing letter of authorization (“SLOA”) that allows their adviser to initiate transfers to other accounts or to request checks to be distributed from the client’s account. These transactions can be first-party transactions (i.e., transfers between internal or external accounts with the same account holder or checks distributed to the client at the client’s address of record) or third-party transfers (i.e., transfers or checks to other parties). Under applicable securities regulations, advisers are considered to have custody of client funds and securities if the adviser has the ability to initiate transfers from client accounts to third-parties under a SLOA. However, an adviser is not deemed to have custody in the event of a first-party transaction. When a client establishes a SLOA for a third-party transfer, we will comply with each of the requirements and conditions outlined below: • You will provide instruction to the custodian in writing, which includes your signature, the third- party’s name, and either the third-party’s address or the third-party’s account number at a custodian to which the transfer should be directed. • You will authorize us in writing, either on the custodian’s form or separately, to direct transfers to the third-party either on a specified schedule or from time to time. • Your custodian will perform appropriate verification of the instruction, such as a signature review or other method to verify your authorization, and will provide a transfer of funds notice to you promptly after each transfer. • You have the ability to terminate or change the instruction with your custodian at any time. • We have no authority or ability to designate or change the identity, the address, or any other information about the third-party contained in your instruction. 25  • We will maintain records showing that the third-party is not a related party to or located at the same address as our firm or associated persons. • Your custodian will send you an initial written notice confirming the instruction and an annual written notice reconfirming the instruction. Affiliated Funds We will not maintain physical possession of the funds or securities of HF’s Affiliated Funds. By virtue of our role as Managing Member of the Affiliated Funds, we are considered to have custody of investor assets in the Affiliated Funds. In accordance with regulatory requirements, the Affiliated Funds undergo an annual audit conducted by an independent public accountant that is registered with and inspected by the Public Company Accounting Oversight Board. Item 16 – Investment Discretion Financial Planning Services Recommendations provided under our Financial Planning Services with regard to accounts for which we do not provide Portfolio Management Services are made on a non-discretionary basis. Clients are responsible for initiating any transactions necessary to implement our recommendations. Portfolio Management Services As described in Item 4 above, with our Portfolio Management Services, we manage your investment accounts on a discretionary basis. This authority is granted in our advisory agreement and through a limited power of attorney (“LPOA”) with the custodian, which gives us the authority to carry out various activities in your account, generally including trading securities without obtaining your approval or consent prior to effecting the transaction, the ability to request transfers and checks on your behalf, and the withdrawal of advisory fees directly from your account. You may limit the terms of the LPOA to the extent consistent with your advisory agreement and the requirements of the account custodian. General Consulting Services Recommendations provided under our General Consulting are made on a non-discretionary basis. You are responsible for initiating any transactions necessary to implement our recommendations. Retirement Plan Advisory Services For our Retirement Plan Advisory Services, our discretionary authority will be as agreed to between us and the plan sponsor and as outlined in the advisory agreement. Item 17 – Voting Client Securities Where we have authority to vote proxies, we will seek to vote proxies in the best interest of the clients holding the applicable securities. Considering our fiduciary duties and given the complexity of the issues that may be raised in connection with proxy votes, we have retained Broadridge Financial Solutions, Inc. (“Broadridge”) to assist in the coordination and voting of client proxies. Broadridge specializes in providing a variety of proxy-related services to investment managers. The services provided to us include timely delivery of meeting and record date information, proxy analysis and voting through an electronic web-based vote execution platform, and detailed recordkeeping for our proxy voting function. The services offered by Broadridge include access to proxy analyses with research and vote recommendations from Glass, Lewis & Co. (“Glass Lewis”). The purpose of Glass Lewis proxy research and advice is to facilitate shareholder voting in favor of governance structures that will drive 26  performance and create shareholder value. Our firm will generally vote in accordance with the recommendations of Glass Lewis, but we may vote in a different fashion on particular votes if we determine that such actions are in the best interest of our clients. Where applicable, we will consider any specific voting guidelines designated in writing by a client. In voting proxy proposals, we seek to avoid all material conflicts of interest that may arise from time to time. In the event there is a conflict of interest, we will normally vote in accordance with the recommendations of Glass Lewis. Alternatively, depending on the circumstances, we will advise the affected clients in writing, describing the conflict and the choices of action available to the client with respect to voting the proxy in question. You may request a copy of our written policies and procedures regarding proxy voting and/or information on how particular proxies were voted by contacting our Chief Compliance Officer at (800) 298-9904. As required under the Advisers Act, such records are maintained for a period of five years. Class Action Suits We have arranged for Chicago Clearing Corporation (“CCC”) to provide class action litigation monitoring and securities claim filing administration if you choose to participate in this service. For this service, CCC charges a contingency fee of 20% of the amount of each claim settlement award, which is deducted from your award at the time of payment. There are no minimum fees or other fees deducted from an account related to this service. Regardless of whether you choose to utilize the services of CCC, we do not monitor or file claims on your behalf. Item 18 – Financial Information We do not require or solicit prepayment of more than $1,200 in fees per client six months or more in advance. Therefore, we are not required to include our balance sheet in this Item. We do not have any financial condition reasonably likely to impair our ability to meet our contractual requirements to clients. We have not been the subject of a bankruptcy petition at any time. 27