INTEGRA FINANCIAL, INC.

Item 1 Cover Page ITEM 1 – COVER PAGE Integra Financial, Inc. 5105 DTC Parkway, Suite 316 Greenwood Village, CO 80111 303-220-5525 303-689-0973 (fax) www.integrafinancial.ws February 2, 2026 ADV Part 2A, Appendix 1 Wrap Fee Brochure This wrap fee program brochure provides information about the qualifications and business practices of Integra Financial, Inc. If you have any questions about the contents of this brochure, please contact us at 303-220-5525. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Integra Financial, Inc. is a Registered Investment Adviser. Registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training.  Additional information about Integra Financial, Inc. is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by a unique identifying number, known as a CRD number. The CRD number for Integra Financial, Inc. is 113422. 2  ITEM 2 – MATERIAL CHANGES Summary of Material Changes Since our last Update filed in April 10, 2025, we have amended the following: • The entire brochure has been updated for compliance reasons. You are receiving this updated Form ADV Part 2A, Appendix 1 Wrap Fee Brochure (“Wrap Fee Brochure”) pursuant to SEC Rules, that require the firm to notify our clients of any material changes to this and any subsequent Wrap Fee Brochure. If you would like additional copies of this Wrap Fee Brochure, please download it from the SEC Website as indicated above or you may contact Willis Ashby at 303-220-5525 or willis@integrafinancial.ws. We encourage you to read this document in its entirety. 3  ITEM 3 - TABLE OF CONTENTS ITEM 1 – COVER PAGE ....................................................................................................... 1 ITEM 2 – MATERIAL CHANGES ....................................................................................... 3 ITEM 3 - TABLE OF CONTENTS ........................................................................................ 4 ITEM 4 – SERVICES, FEES, AND COMPENSATION ....................................................... 5 ITEM 5 – ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS .............................. 9 ITEM 6 – PORTFOLIO MANAGER SELECTION AND EVALUATION ......................... 9 ITEM 7 – CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS ......... 16 ITEM 8 – CLIENT CONTACT WITH PORTFOLIO MANAGERS .................................. 16 ITEM 9 – ADDITIONAL INFORMATION ....................................................................... 16 4  ITEM 4 – SERVICES, FEES, AND COMPENSATION This document, offered by Integra Financial, Inc. (“Integra Financial”) discloses information about the investment advisory services we provide and the manner in which we provide them to you, the client. This brochure discusses our asset management services offered on a “wrap” fee basis. We are a fee-based investment management and financial planning firm located in Greenwood Village, Colorado, specializing in proactive investment advisory and planning services for investors. The firm was established by Willis Ashby, CFP®, in 1990 and became registered to offer investment advisory services in 1999. Willis Ashby owns 80% and Alison Ashby owns 20% of the firm. Alison Ashby is the firm’s Chief Compliance Officer. Portfolio Management Services We offer clients portfolio management through our asset management services program. Through the program, our clients receive investment analysis, allocation recommendations, monthly or quarterly statements reflecting holdings and transactions, quarterly statements, and ongoing account monitoring services for a portfolio which may include cash, stocks, bonds, mutual funds, and exchange-traded funds. Integra Financial will exercise discretionary trading authority while providing services. This means we will have authority to purchase and sell securities of our choice in the amounts, and at the times we believe is suitable for you and your account. We may recommend the use of third-party investment managers to manage any portion of your assets. The initial asset allocation recommendations are based on the financial information gathered from you including net worth, risk tolerance, financial goals and objectives, investment restrictions and overall financial conditions. Based on this information, you are provided with investment recommendations designed to provide an appropriate asset mix consistent with your objectives. Your portfolio and its performance are monitored in light of your stated goals and objectives. The frequency of these reviews is determined by Integra Financial. We will meet with you on an as needed basis to discuss the portfolio and other aspects of the service. You may contact us at any time. As a general rule, we believe that investing is best suited to those who believe in a long-term buy and-hold policy. Therefore, you should not expect frequent investment changes in the portfolio. However, as a result of monitoring the account, portfolio modifications may be advisable and made. As indicated above, when providing Portfolio Management Services, we will exercise discretion when you grant Integra Financial discretion in the investment management agreement. When doing so, it allows us to select the securities to buy and sell, the amount to buy and sell and when to buy and sell without obtaining specific consent from you for each trade. You should be aware we may make different recommendations and effect different trades with respect to the same securities and insurance to different advisory clients. Execution of securities transactions are covered by the wrap service fee implemented through Charles Schwab & Co., Inc. (“Schwab”) or Altruist but may not be better than the services available if you used another brokerage firm. However, we believe that the overall level of services and support provided to you by custodians 5  and broker-dealers for any trade not covered by the wrap fee outweighs the potentially lower costs that may be available from other brokerage service providers. When exercising discretion, we may combine orders for more than one client’s account to form a “block” order for the purpose of seeking a better price and/or execution. When a block order is executed, the broker/dealer executing the order typically allocates an average execution price to all shares in the block order, which we then allocate to each customer’s account position on a pro rata basis. Should a block order only be partially filled, available shares are distributed in a manner fair to all accounts. We do not select broker/dealers. We do not permit directed brokerage. We do not guarantee the results of the advice given. Thus, significant losses can occur by investing in any security, or by following any strategy, including conservative investments and strategies recommended or applied by Integra Financial. We may recommend exchange-traded funds ("ETFs"). ETF shares are bought and sold at market price unlike mutual funds. ETFs are subject to risks similar to those of stocks. We typically recommend the custodial services of Schwab or Altruist, securities broker/dealers, Members FINRA/SIPC/NFA, unaffiliated SEC-registered broker-dealers and FINRA members. We do not process transactions through Schwab or Altruist in return for referring new clients to Integra Financial. Portfolio Management Services Wrap Fee Fees payable for asset management services are calculated as a percentage of the total value of investments under management. Our investment advisory fees shall not exceed 1.25% annually. The specific advisory fees are set forth in your Investment Advisory Agreement. In certain circumstances, our fees and the timing of the fees may be negotiated on a client-by-client basis. The asset-based fee includes all fees and charges for services, as applicable, for Integra Financial and transaction fees. However, this fee does not include the following: (a) charges for services provided by Integra Financial outside the scope of the Investment Management Agreement (e.g. retirement plan administration fees, trustee fees, wire transfer fees, account fees and charges incidental to brokerage and custodial services, etc.); (b) any taxes for fees imposed by exchanges or regulatory bodies; (c) other fees and charges imposed because we may choose to effect securities transactions for the account with or through a broker-dealer other than the custodian; (d) sales loads and internal operating expenses on mutual funds, exchange traded funds and variable insurance contracts; (e) margin interest may also apply for Clients electing to utilize margin on their account(s) and, (e) commissions on transactions occurring after notice of Agreement termination is given and each of these additional charges may be separately charged to your account or reflected in the price paid or received for a given security. The annual fee for portfolio management services is billed quarterly, in advance, based on the market value of the assets on the last day of the quarter as reported by the custodian. Fees are 6  assessed on all assets under management, including securities, cash, and money market balances. Integra Financial considers cash to be an asset class, and as such is included in fee calculations. Also, to be noted, at times fees will exceed the money market yield. Margin debit balances do not reduce the value of assets under management. If margin is utilized, the fees will be billed based on the net asset value of the account. Clients may terminate their account within five (5) business days of signing the Investment Advisory Agreement for a full refund. After the initial 5 business days, the agreement may be terminated by Integra Financial with thirty (30) days written notice to Client and by the Client at any time with written notice to Integra Financial. If cancellation occurs after five (5) business days, the management fee will be pro-rated to the date of termination, for the quarter in which the cancellation notice was given, and any unearned fees will be refunded to you. Upon termination, you are responsible for monitoring the securities in your account, and we will have no further obligation to act or advise with respect to those assets. With prior client permission, fees payable to us are deducted from your account when due. We will liquidate money market shares to pay the fee and, if money market shares or cash value are not available, other investments will be liquidated. Authorization for the automatic deduction of fees from the account is contained in the investment management agreement. The periodic portfolio statements from the custodian disclose all amounts disbursed from your account, including advisory and service fees paid. If the client has more than one account, we may pull fees for both, and multiple accounts, from one account. As part of the recommendations provided, the Client may receive adhoc financial consulting services. This may include any applicable topics such as Wills, Estate Plans and Trusts, Investments, Taxes, Qualified Plans, Insurance, Retirement Income, Social Security, and College Planning, etc. If a conflict of interest exists between the interests of Integra Financial and the interests of the Client, the Client is under no obligation to act upon Integra Financial’s recommendations. If the Client elects to act on any of the recommendations, the Client is under no obligation to effect the transaction through Integra Financial. This service will be provided at no additional cost to the Client. From time to time, Integra Financial may also utilize the services of a sub-adviser to manage clients’ investment portfolios. Integra Financial will enter into sub-advisor agreements with other registered investment advisor firms. The sub-advisor’s fees are in addition to the fees charged by Integra Financial. When using sub-advisors, the client will pay additional fees that range between 0% - .28% depending on the account value, investment style and types of securities used. The sub- advisor fees will be disclosed to and acknowledged by the client in Integra Financial’s Investment Advisory Agreement. The sub-advisor’s fees and the custodian’s fees are not included in the fees charged by Integra Financial. Fees and billing methods are outlined in each respective Manager’s Brochure and Advisory Contract. Integra Financial does not share in the sub-advisor fee. The sub-advisor bills fees on the value of an account at the end of the quarter, debited from the account quarterly. The sub-advisor fee is non-negotiable. When an account arrives during the quarter the sub-advisor will prorate 7  based on the number of days an account is invested during the initial quarter. TPM fees are separate and in addition to Integra Financial fees. Integra Financial will make all recommendations independent of any fee consideration and based solely on its obligations to consider your objectives and needs. The minimum account size for participating in a sub-advisor Program will vary from Manager to Manager. All such minimums will be disclosed in the respective sub-advisor’s Brochure. Integra Financial may have the ability to negotiate such minimums for you. You may terminate your relationship in accordance with the respective sub-advisor’s disclosure documents. If you terminate your participation in the Program within five business days of inception, you will receive a full refund of the fee. Any pre-paid fees will be refunded in accordance with the respective sub-advisor’s agreement and disclosure documents. A sub-advisor relationship may be terminated at your or your IAR’s discretion. Integra Financial may at any time terminate the relationship with a sub-advisor that manages your assets. Integra Financial will notify you of instances where we have terminated a relationship with any sub- advisor you are investing with. Integra Financial will not conduct on-going supervisory reviews of the sub-advisor following such termination. Factors involved in the termination of a sub-advisor may include a failure to adhere to their stated management style or your objectives, a material change in the professional staff of the sub-advisor, unexplained poor performance, unexplained inconsistency of account performance, or our decision to no longer include the sub-advisor on our list of approved sub-advisors. Costs Our “wrap” fees shown above (fees which include both Integra Financials’ advisory fee and certain transaction fees) may be more or less than those charged by us to another client for similar services, and by other advisers for similar services. Also, our “wrap” fee may be more or less than the fees and commissions charged by other advisory firms, third-party managers, and brokerage firms if the services were acquired separately. The factors that bear upon the cost of services are the size of the account, type of transaction and whether trades are placed through a brokerage firm other than the custodian resulting in per trade commission’s being charged to the account. Internal Fees of Funds and Other Excluded Costs Since exchange-traded funds or mutual funds are part of a client’s portfolio, the mutual funds charge additional and separate internal fees as described in the fund’s prospectus. Thus, when these funds are in a client’s account, two advisory fees are imposed: one internally by the fund, the other by Integra Financial. 8  Not all transaction-related expenses are covered by the “wrap” fee. Certain account charges by the custodian and costs for transactions not placed through our recommended custodian, and commissions on transactions occurring after termination of our services agreement. See the “Fees” section above. Wrap Fee Incentives Because we absorb certain transaction costs, we may have a financial incentive not to place transaction orders frequently since doing so increases the transaction costs to us, thereby reducing our revenue. Thus, an incentive exists to place trades less frequently. Also, because fees are asset- based, there is an incentive for us to recommend that you do not reduce positions since doing so will reduce the fee to our firm. Also, we may receive more compensation in this program over others which require separate payment for advice, brokerage, and other services, thus this financial incentive may also create a conflict of interest. We do not guarantee the results of investment management or consulting advice we give, including the performance of our investment models. Thus, significant losses can occur by using our services. Other Compensation Associates of Integra Financial are also licensed to offer insurance products and will receive customary commissions for the sale of such products should a client decide to make purchases or sales through our associates which are not covered by the wrap fee. When selling these products, a conflict of interest exists. ITEM 5 – ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS We provide investment advice to individuals, high net worth individuals, small businesses, trusts, company pension plans and estates. A minimum of $10,000 is required to open and maintain an account. We may waive account minimums at our sole discretion. ITEM 6 – PORTFOLIO MANAGER SELECTION AND EVALUATION We may select and review outside portfolio managers for our Portfolio Management Services. Some portfolio management is performed by Integra Financial. Our in-house portfolio management team consists of Willis Ashby, Nicholas Weisert, Alison Ashby, and Keith Fevurly. When deemed appropriate for the client, Integra Financial may hire Sub-Advisors to manage all or a portion of the assets in the client account. Sub-advisors and/or money manager(s) will maintain the models or investment strategies agreed upon between Sub-advisor and Integra Financial. By entering into the investment advisory agreement with Integra Financial, client gives Sub-advisor and money manager(s) discretionary authority to execute trades on behalf of Integra Financial in client accounts (as applicable). Integra Financial will be responsible for the overall 9  direct relationship with the client. Integra Financial has full authority to hire and fire sub-advisors and/or money managers at Integra Financial’s discretion. We may recommend you use a selected sub-advisor that has been evaluated and approved by Integra Financial for your use. Sub-advisor services may include assisting you in identifying your investment objectives and matching personal and financial data with a select list of sub-advisor that meet the sub-advisor minimum quantitative and qualitative criteria. The intent of the Program is to have a selected list of high quality and recognizable third-party investment management firms from which you select one or more sub-advisor to handle the day-to-day management of your account(s). Sub-advisors selected for your investments need to meet several quantitative and qualitative criteria established by Integra Financial. Among the criteria that may be considered are the manager’s experience, assets under management, performance record, client retention, the level of client services provided, investment style, buy and sell disciplines, capitalization level, and the general investment process. Prior to selection, all sub-advisor are interviewed by a member of our diligence committee. Each Client must have a profile that matches the sub-advisor’s stated objectives. Integra Financial will remove and recommend the replacement of a Platform portfolio manager for the following reasons: • Regulatory issues • Significant personnel departures • Significant departure from the strategy’s investment mandate • Persistent underperformance against an objective comparable benchmark • Closing of an investment strategy to new accounts for an indefinite time period • Persistent operational integrity issues • Persistent operational protocol difficulties not remedied • Discontinuance of composite performance reporting • Other significant issues as Integra Financial becomes aware Conflicts of Interest The Program may cost the Client more or less than purchasing Program services separately. Factors that bear upon the cost of the Program account in relation to the cost of the same services purchased separately include: the type and size of the account, the historical and/or expected size or number of trades for the account, and the number and range of supplementary advisory and Client related services provided to the account. The Annual Fee is an ongoing fee for investment advisory services and may cost the Client more than if the assets were held in a traditional brokerage account. In a brokerage account, a Client is charged a commission for each transaction and the representative has no duty to provide ongoing advice with respect to the account. If the Client plans to follow a buy and hold strategy for the account or does not wish to purchase ongoing investment advice or management services, the Client should consider opening a brokerage account rather than a Program account. 10  Integra Financial receives compensation as a result of the Client’s participation in the Program. The amount of this compensation may be more or less than what Integra Financial would receive if the Client participated in other programs or paid separately for investment advice, brokerage and other Client services. Integra Financial acts as the portfolio manager for the Program and retains the management fee less execution costs. This may create a conflict of interest because Integra Financial may have a disincentive to trade securities in the account to keep the execution costs low therefore retaining a larger portion of the management fee. Additionally, our firm may receive up to 8% of the total fees received from clients for investments managed by Zacks Investment Management. For example, if a client’s total fees for investments with a Zacks Investment Management amount to $2500, the firm may receive a reimbursement of $200 (8% of $2500). It is important to note that these reimbursements may influence our recommendations, as the firm may have an incentive to promote or recommend investments from which it receives such reimbursements. Advisory Business See description above. In addition, Integra Financial also offers ERISA Plan Advisory Services, Financial Planning, and Consulting Services as part of its non-wrap services. Performance Based Fees and Side-By-Side Management We do not charge advisory fees on a share of the capital appreciation of the funds or securities in a client account (so-called performance-based fees). We do not do any side-by-side management. All fees are disclosed above. Methods of Analysis, Investment Strategies and Risk of Loss The method of analysis we utilize is both fundamental and technical. We gather our information for investment purposes from other investment companies’ financial newspapers, magazines, research prepared by others, internet, web blogs, corporate rating services, company press releases, annual reports, prospectuses and filings with the Securities and Exchange Commission. We determine how to allocate assets among the various management styles and models based on the investment strategy chosen, prevailing economic conditions, market trends, and our determination of where we are in the economic cycle. Potential risks and opportunities are weighed to determine how much exposure, if any, the model will have to each asset class, including cash. From time-to-time, market conditions may cause your account to vary from the established allocation. To remain consistent with the asset allocation guidelines established, your account is monitored on an ongoing basis and, if necessary, rebalanced at least annually to the original allocation, or if deemed beneficial, to a new allocation based on the then prevailing economic conditions and within the guidelines of the chosen investment strategy. 11  In addition to the annual rebalancing, overall market conditions and macroeconomic factors affecting specific holdings may trigger changes in allocation. Such changes would remain within the bounds set by this statement for each asset type, including cash. Accounts may also receive informal reviews more frequently. Under unusual or extreme market conditions, we may move your account to a more defensive posture than the normal strategy allocation, including the possibility of moving to all cash or cash equivalents. Investment Strategies In general, the strategies we employ could be considered a value approach. This is a concept whereby the market discounts for any number of reasons the “intrinsic" value of a particular investment and therefore it is "on sale." If you can buy assets that are "on sale," in theory, the market over time will readjust them back to "fair market value" making a profit. That is our preferred style. However, we understand other factors such as sales growth and return on equity play important roles in picking good investments. We employ these strategies as we deem at our sole discretion as necessary. An example of this would be two manufacturing plants where both plants cost to build is a million dollars. We would prefer to own a position in the plant with a higher profit on the million dollars spent rather than the less profitable plant. The investment strategy for a specific Client is based upon the objectives stated by the Client during consultations. The Client may change these objectives at any time by providing written notice to Integra Financial. Each Client executes a client profile form or similar form that documents their objectives and their desired investment strategy. Third-Party Money Manager Analysis (sub-advisor) We examine the experience, expertise, investment philosophies and past performance of independent third-party investment managers in an attempt to determine if that manager has 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 review the manager’s compliance and business enterprise risks. A risk of investing with a third-party manager who has been successful in the past is that he/she may not be able to replicate that success in the future. In addition, as we do not control the underlying investments in a third-party manager’s portfolio, there is also a risk that a manager may deviate from the stated investment mandate or strategy of the portfolio, making it a less suitable investment for our clients. Moreover, as we do not control the manager’s daily business and compliance operations, we may be unaware of the lack of internal controls necessary to prevent business, regulatory or reputational deficiencies. You are advised and are expected to understand that our past performance is not a guarantee of future results, and that certain market and economic risks exist that may adversely affect an account’s performance that could result in capital losses in your account. 12  Risks Clients must understand that past performance is not indicative of future results. Therefore, current and prospective clients should never assume that future performance of any specific investment or investment strategy will be profitable. Investing in securities involves risk of loss. Further, depending on the different types of investments there may be varying degrees of risk. Clients and prospective clients should be prepared to bear investment loss including loss of original principal. Because of the inherent risk of loss associated with investing, we are unable to represent, guarantee, or even imply that our services and methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate you from losses due to market corrections or declines. There are certain additional risks associated when investing in securities through Integra Financial. You should be aware that your account is subject to the following risks: • Stock Market Risk – The value of securities in the portfolio will fluctuate and, as a result, the value may decline suddenly or over a sustained period of time. • Managed Portfolio Risk – The manager’s investment strategies or choice of specific • securities may be unsuccessful and may cause the portfolio to incur losses. Industry Risk – The portfolio’s investments could be concentrated within one industry or group of industries. Any factors detrimental to the performance of such industries will disproportionately impact your portfolio. Investments focused on a particular industry are subject to greater risk and are more greatly impacted by market volatility than less concentrated investments. • Non-U.S. Securities Risk – Non-U.S. securities are subject to the risks of foreign currency fluctuations, generally higher volatility, and lower liquidity than U.S. securities, less developed securities markets and economic systems and political and economic instability. • Emerging Markets Risk – To the extent that your portfolio invests in issuers located in emerging markets, the risk may be heightened by political changes and changes in taxation or currency controls that could adversely affect the values of these investments. Emerging markets have been more volatile than the markets of developed countries with more mature economies. • Currency Risk – The value of your portfolio’s investments may fall as a result of changes • in exchange rates. Interest Rate Risk. The value of fixed income securities rises or falls based on the underlying interest rate environment. If rates rise, the value of most fixed income securities could go down. • • Credit Risk. Most fixed income instruments are dependent on the underlying credit of the issuer. If we are wrong about the underlying financial strength of an issuer, we may purchase securities where the issuer is unable to meet its obligations. If this happens, your portfolio could sustain an unrealized or realized loss. Inflation Risk. Most fixed income instruments will sustain losses if inflation increases, or the market anticipates increases in inflation. If we enter a period of moderate or heavy inflation, the value of your fixed income securities could go down, in the case of sever 13  inflation many, if not all investments may lose value. • ETF and Mutual Fund Risk – When we invest in an ETF or mutual fund for a client, the client will bear additional expenses based on its pro rata share of the ETFs or mutual fund’s operating expenses, including the potential duplication of management fees. The risk of owning an ETF or mutual fund generally reflects the risks of owning the underlying securities the ETF or mutual fund holds. Clients may also incur brokerage costs when purchasing ETFs. • Management Risk – Your investment with us varies with the success and failure of our investment strategies, research, analysis, and determination of portfolio securities. If our investment strategies do not produce the expected returns, the value of the investment will decrease. • Options Risk - Options on securities may be subject to greater fluctuations in value than an investment in the underlying securities. Purchasing and writing put and call options are highly specialized activities and entail greater than ordinary investment risks. • Buffer ETFs Risk - A type of structured product investment seeks to provide investors with the upside of the underlying index, market benchmark or assets returns (generally up to a capped percentage stated in the ETFs prospectus and prospectus supplement) while also providing downside protection on the first predetermined percentage of losses. Similar to other ETFs, a buffer ETF will be designed to track a stated index, market benchmark, or asset. However, the buffer ETF will also use a portfolio of options and derivatives in order to achieve the stated capped return (“cap”) and limitation of losses (“buffer”). Most buffer ETFs have a stated outcome or holding period (typically a 3 month or 12- month period), in order to realize the benefits of the hedge or limitation on losses. These limited outcome periods or holding periods mean that only those investors who purchase at the beginning of the outcome period (e.g., on the first date of rebalancing) and hold the ETF throughout the entire outcome period will be provided with the level of return/protection stated by the prospectus. Investors who invest in these ETFs at any time after the beginning of the outcome or holding period or who liquidate their investments in these ETFs before the end of the holding or outcome period, will receive different caps and buffers on gains and losses than those stated in the ETF prospectus or prospectus supplement. Fund sponsors often post the anticipated cap on returns, buffers, and days remaining in the outcome period on the funds’ websites. The updated caps, buffers, and days remaining should be considered and analyzed by an investor before investing in the buffer ETF at any time other than the beginning of the outcome period and should further be reviewed prior to liquidating any investment in such ETFs prior to the conclusion of the applicable holding or outcome period. At the end of an outcome period, the buffer ETF will roll into a new set of option contracts with the same buffer level and term length, but a new upside cap. This upside cap may be higher or lower than the preceding period and will depend on market conditions at the time. Additionally, the expenses associated with the new options contracts may impact the expenses of the ETF, which could impact returns to investors who hold these ETFs through multiple outcome periods. Investors should understand that buffer ETFs are complex products with complicated and layered strategies. There are unique risks and considerations that investors must understand 14  and accept before purchasing a buffer ETF. Investors should consider the following implications before purchasing a buffer ETF: o Exposure to the index is likely limited to price returns. Dividends and income are not included. o Downside protection is not eliminated and is only “buffered”. Accordingly, if a given buffer ETF has a stated buffer of 10% and the underlying reference index falls 25% during the outcome period, that investor will experience a roughly 15% loss. This loss will be further increased once management fees are subtracted from the portfolio. o The buffer ETFs upside return is capped. Investors will not be compensated if the underlying reference index experiences a higher return that the stated cap. This cap is established to offset the costs of purchasing options to create the downside buffer, therefore the cap and buffer are inversely related. Thus, if investors require more downside protection, the trade-off is a lower upside cap (meaning a lower upside return). Conversely, if an investor requires a higher upside return it will result in less downside protection. o Due to the strategies employed these funds will generally exhibit a greater potential for loss than the potential for gain. In other words, by capping the upside, investors miss out on gains that exceed the upside cap, but they still participate in all downside losses beyond the stated buffer. o Because these buffer ETFs trade in options that are volatile in price, investors who invest in these ETFs beyond the initial holding or outcome period may experience losses due to the price fluctuations in the trading of options contracts at the start of the new holding period. It is therefore not recommended to hold these investments beyond the stated outcome or holding period. Investors should also be aware that in addition to these risks unique to buffer ETFs, these products also face the same general risks associated with any ETF product. Please see the “ETF Risks, including Net Asset Valuations and Tracking Error” paragraph in this section above for more information regarding risks associated with ETFs. • Political Risks – Acts of terrorism and the fickleness of politicians in combining of “crony” capitalism cannot be predicted. Voting Proxies on Client Securities We do not vote proxies on behalf of clients who will receive such notices from their account’s custodian. We also do not take any action on legal notices we or a client may receive from issuers of securities held in a client’s managed account. However, we are available to answer questions regarding such notices. When assistance on voting proxies is requested, Integra Financial will provide recommendations to the Client. If a conflict of interest exists, it will be disclosed to the Client. If the Client requires assistance or has questions, they can reach out to the investment advisor representatives of the firm at the contact information on the cover page of this document. 15  ITEM 7 – CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS We collect information about each client, which may include personal information, objectives, risk tolerance and suitability information. If Integra engages a third party manager to implement and assist the realization of a client's investment strategy, we shall provide this information to the sub-advisor. ITEM 8 – CLIENT CONTACT WITH PORTFOLIO MANAGERS Integra’s portfolio managers and representatives are available for clients at any time during normal business hours. If we select a sub-advisor to manage a client portfolio, Integra shall make every attempt to arrange a meeting or conference call with the sub-advisor if requested by the client. ITEM 9 – ADDITIONAL INFORMATION Disciplinary Information Integra Financial does not have any legal, financial, or other “disciplinary” item to report. Other Financial Industry Activities and Affiliations Integra Financial is not registered and does not have an application pending to register, as a broker dealer and its management persons are not registered as broker/dealer representative. Integra Financial and its management persons are not registered and do not have an application pending to register, as a futures commission merchant, commodity pool operator/advisor. IARs of Integra Financial may act as agents appointed with various life, disability, or other insurance companies, receive commissions, trails, or other compensation from the respective product sponsors and/or as a result of effecting insurance transactions for clients. As a result, there is a conflict of interest since there is an incentive for us to recommend the services for which associated persons of our firm may receive compensation. If a product is sold, the client is informed of the compensation structure and that any insurance fee is not included under the investment advisory fee-based services. To mitigate the conflict of interest, clients are told they are under no obligation to purchase any insurance products through Integra Financial employed IAR's. Fees received by Integra for insurance products are fully disclosed as such in the financial books of Integra. Certain IAR’s have law degrees, Master’s in Taxation, Master’s Degree in Management and Human relations. If legal advice is needed, we may refer you to an associated person, that is an attorney. As a result, there is a conflict of interest since there is an incentive for us to recommend the services for which associated persons of our firm may receive compensation. Fees for legal 16  services will be charged and paid directly to the legal entity and not Integra Financial Inc. Advisory clients are under no obligation to utilize the services of our IAR’s with law degrees or who may offer tax planning services. Integra Financial may also utilize the services of a Sub-Advisor to manage Clients’ investment portfolios. Sub-Advisors will maintain the models or investment strategies agreed upon between Sub-Advisor and Integra Financial. Sub-Advisors execute all trades on behalf of Integra Financial in Client accounts. Integra Financial will be responsible for the overall direct relationship with the Client. Integra Financial retains the authority to terminate the Sub-Advisor relationship at Integra Financial’s discretion. In addition to the authority granted to Integra Financial, Clients will grant Integra Financial full discretionary authority and authorizes Integra Financial to select and appoint one or more independent investment advisors (“Advisors”) to provide investment advisory services to Client without prior consultation with or the prior consent of Client. Such Advisors shall have all of the same authority relating to the management of Client’s investment accounts as is granted to Integra Financial in the Agreement. Integra Financial ensures that before selecting other advisors for Client that the other advisors are properly licensed or registered as an investment advisor. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Integra Financial and persons associated with us are allowed to invest for their own accounts or have a financial interest in the same securities or other investments that we recommend or acquire for your account and may engage in transactions that are the same as or different than transactions recommended to or made for your account. This creates a conflict of interest. We recognize the fiduciary responsibility to place your interests first. We have developed and implemented a Code of Ethics that sets forth standards of conduct expected of our advisory personnel to mitigate this conflict of interest. The Code of Ethics addresses, among other things, personal trading, gifts, the prohibition against the use of inside information and other situations where there is a possibility for conflicts of interest. The Code of Ethics is designed to protect our clients by deterring misconduct, educate personnel regarding the firm’s expectations and laws governing their conduct, remind personnel that they are in a position of trust and must act with complete propriety at all times, protect the reputation of Integra Financial, guard against violation of the securities laws, and establish procedures for personnel to follow so that we may determine whether their personnel are complying with the firm’s ethical principles . We have established the following restrictions in order to ensure our firm’s fiduciary responsibilities: 1. A director, officer, or employee of Integra Financial shall not buy or sell any securities for their personal portfolio(s) where their decision is substantially derived, in whole or in part, by reason of his or her employment unless the information is also available to the investing 17  public on reasonable inquiry. No director, officer, or employee of Integra Financial shall prefer his or her own interest to that of the advisory client. 2. We maintain a list of all securities holdings for itself, and anyone associated with this advisory practice with access to advisory recommendations. These holdings are reviewed on a regular basis by an appropriate officer/individual of Integra Financial. 3. We emphasize the unrestricted right of the client to decline to implement any advice rendered, except in situations where we are granted discretionary authority of the client’s account. 4. We emphasize the unrestricted right of the client to select and choose any broker-dealer (except in situations where we are granted discretionary authority) he or she wishes. 5. We require that all individuals must act in accordance with all applicable Federal and State regulations governing registered investment advisory practices. 6. Any individual not in observance of the above may be subject to termination. You may request a complete copy of our Code by contacting us at the address, telephone, or email on the cover page of this Part 2; Attn: Chief Compliance Officer. Review of Accounts Account Reviews and Reviewers – Portfolio Management Services The underlying securities within the investment supervisory services are regularly monitored. These reviews will be made by Willis Ashby, Nick Weisert, Alison Ashby, and Keith Fevurly. The purpose of all these reviews is to ensure that the investment plan continues to be implemented in a manner which matches your objectives and risk tolerances. More frequent reviews may be triggered by material changes in variables such as your individual circumstances, or the market, political or economic environment. You are urged to notify us of any changes in your personal circumstances. Statements and Reports The custodian for the individual client’s account, will also provide clients with an account statement at least quarterly. Performance reports will be provided by Integra Financial at least quarterly to Clients with assets under management. You are urged to compare the reports provided by Integra Financial against the account statements you receive directly from your account custodian. Client Referral and Other Compensation Adviser considers a number of factors in selecting and/or recommending brokers and custodians for its Clients’ accounts, including, but not limited to, execution capability, experience and financial stability, reputation and the quality of services provided. 18  From time to time, we may receive some expense reimbursements for small expenses from distributors of investment and/or insurance products. Expense reimbursements are typically a result of attendance at due diligence and/or investment training events hosted by product sponsors. Additionally, our firm may receive up to 8% of the total fees received from clients for investments managed by Zacks Investment Management. For example, if a client’s total fees for investments with a Zacks Investment Management amount to $2500, the firm may receive a reimbursement of $200 (8% of $2500) to help cover marketing expenses. It is important to note that these reimbursements may influence our recommendations, as the firm may have an incentive to promote or recommend investments from which it receives such reimbursements. IARs endeavor at all times to put the interest of our clients first as a part of their fiduciary duty. However, you should be aware that the receipt of additional compensation through expense reimbursements creates a conflict of interest that may impact the judgment of the IARs when making advisory recommendations. Integra Financial does not pay another person or entity for referring or soliciting clients for Integra Financial. Financial Information This item is not applicable to this brochure. 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 a balance sheet for our most recent fiscal year. We are not subject to a financial condition that is reasonably likely to impair our ability to meet contractual commitments to clients. Finally, we have not been the subject of a bankruptcy petition at any time. 19 

Item 1 Cover Page ITEM 1 – COVER PAGE Integra Financial, Inc. 5105 DTC Parkway, Suite 316 Greenwood Village, CO 80111 303-220-5525 303-689-0973 (fax) Alison@integrafinancial.ws www.integrafinancial.ws February 2, 2026 ADV Part 2A Firm Brochure This brochure provides information about the qualifications and business practices of Integra Financial, Inc. If you have any questions about the contents of this brochure, please contact us at 303-220-5525. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Integra Financial, Inc. is a Registered Investment Adviser. Registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training. Additional information about Integra Financial, Inc. is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by a unique identifying number, known as a CRD number. The CRD number for Integra Financial, Inc. is 113422.  ITEM 2 – MATERIAL CHANGES Annual Update The Material Changes section of this brochure will be updated annually or when material changes occur since the previous release of the Firm Brochure. Summary of Material Changes Since the last filing of this brochure on April 10, 2025, we have amended the following: Item 4 has been amended to reflect an updated asset under management calculation. Items 4 and 5 have been updated to clarify services offered and the corresponding fees. Item 15 has been updated to disclose third party standing letters of authorization • • • • The entire brochure has been updated for compliance reasons. You are receiving this Form ADV Part 2A pursuant to SEC Rules, that require the firm to notify our clients of any material changes to this and any subsequent Form ADV Part 2A. If you would like additional copies of this Brochure, please download it from the SEC Website as indicated above or you may contact Willis Ashby at 303-220-5525 or willis@integrafinancial.ws. We encourage you to read this document in its entirety. 2  ITEM 3 – TABLE OF CONTENTS ITEM 1 – COVER PAGE ......................................................................................................................... 1 ITEM 2 – MATERIAL CHANGES ......................................................................................................... 2 ITEM 3 – TABLE OF CONTENTS ......................................................................................................... 3 ITEM 4 – ADVISORY BUSINESS ......................................................................................................... 4 ITEM 5 – FEES AND COMPENSATION ............................................................................................... 7 ITEM 6 – PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT ......................... 9 ITEM 7 – TYPES OF CLIENTS .............................................................................................................. 9 ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS ........... 9 ITEM 9 – DISCIPLINARY INFORMATION ....................................................................................... 14 ITEM 10 – OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ........................ 14 ITEM 11 – CODE OF ETHICS, PARTICIPATION IN CLIENT TRANSACTIONS, AND PERSONAL TRADING ......................................................................................................................... 15 ITEM 12 – BROKERAGE PRACTICES ............................................................................................... 16 ITEM 13 – REVIEW OF ACCOUNTS .................................................................................................. 18 ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION ................................................ 18 ITEM 15 – CUSTODY ........................................................................................................................... 19 ITEM 16 – INVESTMENT DISCRETION ............................................................................................ 20 ITEM 17 - VOTING CLIENT SECURITIES ........................................................................................ 20 ITEM 18 - FINANCIAL INFORMATION ............................................................................................ 21 3  ITEM 4 – ADVISORY BUSINESS This Disclosure document is being offered to you by Integra Financial, Inc. (“Integra Financial”) in connection with the investment advisory services we provide. It discloses information about the services we provide and the manner in which those services are made available to you, the client. We are an investment management firm located in Colorado, specializing in investment advisory services, financial planning and offer advisory consulting regarding various aspects of our client’s personal or business financial dealings. The firm was established by Willis Ashby in 1990 and became registered to offer investment advisory services in 1999. Willis Ashby owns 80% and Alison Ashby owns 20% of the firm. Alison Ashby is the firm’s Chief Compliance Officer. We are committed to helping clients build, manage, and preserve their wealth, and to provide assistance to clients to help achieve their stated financial goals. We may offer an initial complimentary meeting at our discretion; however, investment advisory services are initiated only after you and Integra Financial execute a written engagement letter or client agreement. Any conflicts of interest that may arise in services and products offered to clients of Integra, are mitigated by the fact that Integra acts as a fiduciary, at all times and in all aspects of client asset allocation, individually tailored plans constructed for clients taking into consideration at all times, client objectives, risk tolerance, time horizons, retirement, and any issue that would impact client directives and restrictions. Investment Management Services Integra Financial offers discretionary investment management services through the Integra Financial, Inc. Wrap Program. For more information on this program please see Appendix 1 of this brochure. ERISA Plan Advisory Services Integra Financial provides service to qualified retirement plans including 401(k) plans, 403(b) plans, pension and profit-sharing plans, cash balance plans, and deferred compensation plans as a 3(21) advisor: Limited Scope ERISA 3(21) Fiduciary. Integra Financial may serve as a limited scope ERISA 3(21) fiduciary that can advise, help and assist plan sponsors with their investment decisions. As an investment advisor, Integra Financial has a fiduciary duty to act in the best interest of the Client. The plan sponsor is still ultimately responsible for the decisions made in their plan, though using Integra Financial can help the plan sponsor delegate liability by following a diligent process. 1. Fiduciary Services are: • Provide investment advice to the Client about asset classes and investment options available for the Plan in accordance with the Plan’s investment policies and objectives. Client will make the final decision regarding the initial selection, retention, removal and 4  addition of investment options. Integra Financial acknowledges that it is a fiduciary as defined in ERISA section 3 (21) (A) (ii). • Assist the Client in the development of an investment policy statement (“IPS”). The IPS establishes the investment policies and objectives for the Plan. Client shall have the ultimate responsibility and authority to establish such policies and objectives and to adopt and amend the IPS. • Provide investment advice to the Plan Sponsor with respect to the selection of a qualified default investment option for participants who are automatically enrolled in the Plan or who have otherwise failed to make investment elections. The Client retains the sole responsibility to provide all notices to the Plan participants required under ERISA Section 404(c) (5) and 404(a)-5. • Assist in monitoring investment options by preparing periodic investment reports that document investment performance, consistency of fund management and conformance to the guidelines set forth in the IPS and make recommendations to maintain, remove or replace investment options. • Meet with Client on a periodic basis to discuss the reports and the investment recommendations. 2. Non-fiduciary Services are: • Assist in the education of Plan participants about general investment information and the investment options available to them under the Plan. Client understands Integra Financial’s assistance in education of the Plan participants shall be consistent with and within the scope of the Department of Labor’s definition of investment education (Department of Labor Interpretive Bulletin 96-1). As such, Integra Financial is not providing fiduciary advice as defined by ERISA 3(21)(A)(ii) to the Plan participants. Integra Financial will not provide investment advice concerning the prudence of any investment option or combination of investment options for a particular participant or beneficiary under the Plan. • Assist in the group enrollment meetings designed to increase retirement plan participation among the employees and investment and financial understanding by the employees. Integra Financial may provide these services or, alternatively, may arrange for the Plan’s other providers to offer these services, as agreed upon between Integra Financial and Client. 3. Integra Financial has no responsibility to provide services related to the following types of assets (“Excluded Assets”): • Employer securities; • Real estate (except for real estate funds or publicly traded REITs); • Stock brokerage accounts or mutual fund windows; • Participant loans; • Non-publicly traded partnership interests; • Other non-publicly traded securities or property (other than collective trusts and similar vehicles); or • Other hard-to-value or illiquid securities or property. 5  Excluded Assets will not be included in calculation of Fees paid to Integra Financial on the ERISA Agreement. Specific services will be outlined in detail to each plan in the 408(b)2 disclosure. Financial Planning Services Financial advisory services provided by us may include the analysis of your individual situation and assistance in identifying and implementing appropriate financial planning and investment management techniques to help you meet your specific financial objectives. In preparing your financial plan, we may or may not address any or all of the six areas of financial planning established by the National Endowment for Financial Education and endorsed by the Certified Financial Planner Board of Standards, depending on your specific needs. These include financial position, protection planning, investment planning, income tax planning, retirement planning, and estate planning. A formal financial plan would include • Determining appropriate income planning strategies for both pre- and post- retirement time frame. • Reviewing existing and proposed investment asset mixes to help you meet your overall financial objectives. This would include reviewing risk/return issues and a suggested plan of action consistent with your risk tolerance and overall financial objectives. • Calculating your pre-retirement savings and investing needs. • Assessing your overall financial position including net worth, cash flow, and debt. • Proving a comprehensive analysis of retirement planning. • Evaluating strategies designed to help maximize the utilization and protection of your retirement assets. • Reviewing your federal estate taxes and suggesting a plan of action to help meet estate planning objectives. • Reviewing and determining your life and disability insurance needs. • Providing suggestions for minimizing your federal and state income tax obligations; and • Developing investment strategies consistent with your business ownership secession and transition planning, if applicable. Consulting Services We also provide clients investment advice on a more limited basis on one or more isolated areas of concern such as estate planning, real estate, retirement planning, or another specific topic. Additionally, we may provide advice on non-securities matters in connection with the rendering of estate planning, insurance, real estate, and/or annuity advice. This is not a detailed financial review and will not provide/result in a complete financial plan. Client may select individual topics as may be deemed appropriate. The individual topics that will be included in this service will be outlined and agreed upon on the financial planning and consulting agreement. 6  If a conflict of interest exists between the interests of Integra Financial and the interests of the Client, the Client is under no obligation to act upon Integra Financial’s recommendation. If the Client elects to act on any of the recommendations, the Client is under no obligation to effect the transaction through Integra Financial. Wrap Fee Programs Our services include a wrap fee program for portfolio management. We will receive a portion of the wrap fee for our services. Integra acts as a fiduciary and seeks to avoid conflicts of interest, however if a conflict arises the firm provides sufficient information so the client can consent to or reject the firm’s mitigation practices regarding the conflict. All conflicts presented in this brochure detail the mitigation practices. As a fiduciary, Integra has the best interest of the client as our primary focus and does not have a financial interest to trade frequently or infrequently in client accounts if it is not always in the best interest of the client and in the parameters of the client’s suitability objectives. For details, see our Form ADV2A, Appendix 1. Assets Integra Financial has the following Client assets under management: Discretionary Amounts: Non-discretionary Amounts: Date Calculated: $123,404,680 $0 December 31, 2025 ITEM 5 – FEES AND COMPENSATION ERISA Plan Advisory Services The annual fees are based on the market value of the Included Assets and will not exceed 0.70%. The annual fee is negotiable and will be charged as a percentage of the Included Assets. Fees will be charged quarterly or monthly in arrears or in advance based on the assets as calculated by the custodian or record keeper of the Included Assets (without adjustments for anticipated withdrawals by Plan participants or other anticipated or scheduled transfers or distribution of assets). If the services to be provided start any time other than the first day of a quarter or month, the fee will be prorated based on the number of days remaining in the quarter or month. If this Agreement is terminated prior to the end of the billing cycle, Integra Financial shall be entitled to a prorated fee based on the number of days during the fee period services were provided or Client will be due a prorated refund of fees for days services were not provided in the billing cycle. The fee schedule, which includes compensation of Integra Financial for the services is described in detail in Schedule A of the ERISA Plan Agreement. The Plan is obligated to pay the fees, however the Plan Sponsor may elect to pay the fees. Client will have fees deducted from Plan Assets. Integra Financial does not reasonably expect to receive any additional compensation, directly or indirectly, for its services under this Agreement. If additional compensation is received, Integra Financial will disclose this compensation, the services rendered, and the payer of compensation. Integra Financial will offset the compensation against the fees agreed upon 7  under the Agreement. Financial Planning and Consulting Fees Integra will negotiate planning fees with you. Fees may vary based on the extent and complexity of your individual personal circumstances. Your fee for the designated financial advisory services will be based on one of the following ways: • Fixed Fee: Under a fixed fee arrangement, any fee will be agreed upon by you and your adviser in advance of services being performed. The fee will be determined based on factors including the complexity of your financial situation, agreed upon deliverables, and whether or not you intend to implement any recommendations through your IAR at Integra. When Integra is chosen to implement your plan, we will waive or reduce a portion of our financial planning. The type of fee and, in the case of a fixed fee, the amount of the fee will be agreed to by you and your advisor prior to the signing of the financial planning agreement. The financial planning fee is due 100% at the signing of the financial planning agreement.. Typically, we complete a plan within six (6) months, provided that you have provided us all information needed to prepare the financial plan. If the work is not completed in such a time, we may refund your fee on a pro-rated basis. The financial planning flat fee refund is calculated pro rata based on the amount of time spent at the firm’s hourly rate. Fixed fees shall not exceed $15,000. • Hourly Rate: Under an hourly rate agreement, your total cost for financial planning services will be based on the amount of time your advisor and our staff spend developing your financial plan. This includes time spent meeting with you, analyzing your financial objectives, and evaluating and documenting your strategies. Our hourly rates vary between $200.00 and $500.00. The hourly rate will be agreed upon by you and your advisor in advance of services being performed. The fee and the number of hours will be determined based on factors including the complexity of your financial situation, agreed upon deliverables and the level of experience of the advisor(s) s completing your plan. Either party may terminate the agreement. There will never be a fee of more than $1,200 charged more than six months in advance and the remaining fee will be due upon completion of the plan. Upon termination, fees will be prorated to the date of termination and any unearned portion of the fee will be refunded to you. In no case are our fees based on, or related to, the performance of your funds or investments. When both investment management or plan implementation and financial planning services are offered, there is a conflict of interest since there is an incentive for the party offering financial planning services to recommend products or services for which Integra or an affiliated company may receive independent of such compensation. However, Integra will make all recommendations considerations and based solely on our obligations to consider your objectives and needs. As a financial planning client, you are under no obligation to act upon any of our recommendations or 8  affect the transaction(s) through us if you decide to follow the recommendations. Additional Fees and Expenses: Advisory fees payable to us do not include all the fees you will pay when we purchase or sell securities for your Account(s). The following list of fees or expenses are what you may pay directly to third parties, whether a security is being purchased, sold, or held in your Account(s) under our management and may, include: • Exchange fees • SEC Fees • Advisory fees and administrative fees charged by Mutual Funds (MF) and Exchange Traded Funds (ETFs) • Advisory fees charged by sub-advisers (if any are used for your account). • Custodial Fees. • Deferred sales charges (on MF or annuities). • Transfer taxes. • Wire transfer and electronic fund processing fees. • Overnight and/or postage fees. Because our accounts are wrap accounts, the only fees Integra receives are the management fees. Please refer to “Item 12 - Brokerage Practices” below for discussion of Integra Financials brokerage practices. ITEM 6 – PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT We do not charge advisory fees on a share of the capital appreciation of the funds or securities in a client account (so-called performance-based fees). Our advisory fee compensation is charged only as disclosed above in Fees and Compensation. Additionally, we do not do any side-by-side management. ITEM 7 – TYPES OF CLIENTS We provide investment advice to individuals, high net worth individuals, small businesses, trusts, company pension plans and estates. Our initial account value is $10,000; however, we may accept accounts for less than the minimum. ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS The method of analysis we utilize is both fundamental and technical. We gather our information for investment purposes from other investment companies’ financial newspapers, magazines, 9  research prepared by others, internet, web blogs, corporate rating services, company press releases, annual reports, prospectuses and filings with the Securities and Exchange Commission. We determine how to allocate assets among the various management styles and models based on the investment strategy chosen, prevailing economic conditions, market trends, and our determination of where we are in the economic cycle. Potential risks and opportunities are weighed to determine how much exposure, if any, the model will have to each asset class, including cash. From time to time, market conditions may cause your account to vary from the established allocation. To remain consistent with the asset allocation guidelines established, your account is monitored on an ongoing basis and, if necessary, rebalanced at 15% drift or sooner to the original allocation, or if deemed beneficial, to a new allocation based on the then prevailing economic conditions and within the guidelines of the chosen investment strategy. In addition to the rebalancing, if needed, overall market conditions and macroeconomic factors affecting specific holdings may trigger changes in allocation. Such changes would remain within the bounds set by this statement for each asset type, including cash. Accounts may also receive informal reviews more frequently. Under unusual or extreme market conditions, we may move your account to a more defensive posture than the normal strategy allocation, including the possibility of moving to all cash or cash equivalents. Investment Strategies In general, the strategies we employ could be considered a value approach. This is a concept whereby the market discounts for any number of reasons the “intrinsic" value of a particular investment and therefore it is "on sale." If you can buy assets that are "on sale," in theory, the market over time will readjust them back to "fair market value" making a profit. That is our preferred style. However, we understand other factors such as sales growth and return on equity play important roles in picking good investments. We employ these strategies as we deem at our sole discretion as necessary. An example of this would be two manufacturing plants where both plants cost to build is a million dollars. We would prefer to own a position in the plant with a higher profit on the million dollars spent rather than the less profitable plant. The investment strategy for a specific Client is based upon the objectives stated by the Client during consultations. The Client may change these objectives at any time by providing written notice to Integra Financial. Each Client executes a client profile form or similar form that documents their objectives and their desired investment strategy. Third-Party Money Manager Analysis (sub-advisor) We examine the experience, expertise, investment philosophies and past performance of independent third-party investment managers in an attempt to determine if that manager has 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 10  overall periodic risk assessment. Additionally, as part of our due- diligence process, we review the manager’s compliance and business enterprise risks. A risk of investing with a third-party manager who has been successful in the past is that he/she may not be able to replicate that success in the future. In addition, as we do not control the underlying investments in a third-party manager’s portfolio, there is also a risk that a manager may deviate from the stated investment mandate or strategy of the portfolio, making it a less suitable investment for our clients. Moreover, as we do not control the manager’s daily business and compliance operations, we may be unaware of the lack of internal controls necessary to prevent business, regulatory or reputational deficiencies. You are advised and are expected to understand that our past performance is not a guarantee of future results, and that certain market and economic risks exist that may adversely affect an account’s performance that could result in capital losses in your account. Risks Clients must understand that past performance is not indicative of future results. Therefore, current and prospective clients should never assume that future performance of any specific investment or investment strategy will be profitable. Investing in securities involves risk of loss. Further, depending on the different types of investments there may be varying degrees of risk. Clients and prospective clients should be prepared to bear investment loss including loss of original principal. Because of the inherent risk of loss associated with investing, we are unable to represent, guarantee, or even imply that our services and methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate you from losses due to market corrections or declines. There are certain additional risks associated when investing in securities through Integra Financial. You should be aware that your account is subject to the following risks: • Stock Market Risk – The value of securities in the portfolio will fluctuate and, as a result, the value may decline suddenly or over a sustained period of time. • Managed Portfolio Risk – The manager’s investment strategies or choice of specific securities may be unsuccessful and may cause the portfolio to incur losses. • Industry Risk – The portfolio’s investments could be concentrated within one industry or group of industries. Any factors detrimental to the performance of such industries will disproportionately impact your portfolio. Investments focused on a particular industry are subject to greater risk and are more greatly impacted by market volatility than less concentrated investments. • Non-U.S. Securities Risk – Non-U.S. securities are subject to the risks of foreign currency fluctuations, generally higher volatility, and lower liquidity than U.S. securities, less developed securities markets and economic systems and political and economic instability. 11  • Emerging Markets Risk – To the extent that your portfolio invests in issuers located in emerging markets, the risk may be heightened by political changes and changes in taxation or currency controls that could adversely affect the values of these investments. Emerging markets have been more volatile than the markets of developed countries with more mature economies. • Currency Risk – The value of your portfolio’s investments may fall as a result of changes in exchange rates. • Interest Rate Risk. The value of fixed income securities rises, or falls based on the underlying interest rate environment. If rates rise, the value of most fixed income securities could go down. • Credit Risk. Most fixed income instruments are dependent on the underlying credit of the issuer. If we are wrong about the underlying financial strength of an issuer, we may purchase securities where the issuer is unable to meet its obligations. If this happens, your portfolio could sustain an unrealized or realized loss. • Inflation Risk. Most fixed income instruments will sustain losses if inflation increases, or the market anticipates increases in inflation. If we enter a period of moderate or heavy inflation, the value of your fixed income securities could go down, in the case of sever inflation many, if not all investments may lose value. • ETF and Mutual Fund Risk – When we invest in an ETF or mutual fund for a client, the client will bear additional expenses based on its pro rata share of the ETFs or mutual fund’s operating expenses, including the potential duplication of management fees. The risk of owning an ETF or mutual fund generally reflects the risks of owning the underlying securities the ETF or mutual fund holds. Clients may also incur brokerage costs when purchasing ETFs. • Management Risk – Your investment with us varies with the success and failure of our investment strategies, research, analysis, and determination of portfolio securities. If our investment strategies do not produce the expected returns, the value of the investment will decrease. • Options Risk - Options on securities may be subject to greater fluctuations in value than an investment in the underlying securities. Purchasing and writing put or call options are highly specialized activities and entail greater than ordinary investment risks. • Buffer ETFs Risk - Buffered ETFs are a type of structured product investment seeks to provide investors with the upside of the underlying index, market benchmark or assets returns (generally up to a capped percentage stated in the ETFs prospectus and prospectus supplement) while also providing downside protection on the first predetermined percentage of losses. Similar to other ETFs, a buffer ETF will be designed to track a stated index, market benchmark, or asset. However, the buffer ETF will also use a portfolio of 12  options and derivatives in order to achieve the stated capped return (“cap”) and limitation of losses (“buffer”). Most buffer ETFs have a stated outcome or holding period (typically a 3 month or 12- month period), in order to realize the benefits of the hedge or limitation on losses. These limited outcome periods or holding periods mean that only those investors who purchase at the beginning of the outcome period (e.g., on the first date of rebalancing) and hold the ETF throughout the entire outcome period will be provided with the level of return/protection stated by the prospectus. Investors who invest in these ETFs at any time after the beginning of the outcome or holding period or who liquidate their investments in these ETFs before the end of the holding or outcome period, will receive different caps and buffers on gains and losses than those stated in the ETF prospectus or prospectus supplement. Fund sponsors often post the anticipated cap on returns, buffers, and days remaining in the outcome period on the funds’ websites. The updated caps, buffers, and days remaining should be considered and analyzed by an investor before investing in the buffer ETF at any time other than the beginning of the outcome period and should further be reviewed prior to liquidating any investment in such ETFs prior to the conclusion of the applicable holding or outcome period. At the end of an outcome period, the buffer ETF will roll into a new set of option contracts with the same buffer level and term length, but a new upside cap. This upside cap may be higher or lower than the preceding period and will depend on market conditions at the time. Additionally, the expenses associated with the new options contracts may impact the expenses of the ETF, which could impact returns to investors who hold these ETFs through multiple outcome periods. Investors should understand that buffer ETFs are complex products with complicated and layered strategies. There are unique risks and considerations that investors must understand and accept before purchasing a buffer ETF. Investors should consider the following implications before purchasing a buffer ETF: o Exposure to the index is likely limited to price returns. Dividends and income are not included. o Downside protection is not eliminated and is only “buffered”. Accordingly, if a given buffer ETF has a stated buffer of 10% and the underlying reference index falls 25% during the outcome period, that investor will experience a roughly 15% loss. This loss will be further increased once management fees are subtracted from the portfolio. o The buffer ETFs upside return is capped. Investors will not be compensated if the underlying reference index experiences a higher return that the stated cap. This cap is established to offset the costs of purchasing options to create the downside buffer, therefore the cap and buffer are inversely related. Thus, if investors require more downside protection, the trade-off is a lower upside cap (meaning a lower upside return). Conversely, if an investor requires a higher upside return it will result in less downside protection. o Due to the strategies employed these funds will generally exhibit a greater potential for loss than the potential for gain. In other words, by capping the upside, investors miss out on gains that exceed the upside cap, but they still participate in all 13  downside losses beyond the stated buffer. o Because these buffer ETFs trade in options that are volatile in price, investors who invest in these ETFs beyond the initial holding or outcome period may experience losses due to the price fluctuations in the trading of options contracts at the start of the new holding period. It is therefore not recommended to hold these investments beyond the stated outcome or holding period. Investors should also be aware that in addition to these risks unique to buffer ETFs, these products also face the same general risks associated with any ETF product. Please see the “ETF Risks, including Net Asset Valuations and Tracking Error” paragraph in this section above for more information regarding risks associated with ETFs. • Political Risks – Acts of terrorism and the fickleness of politicians in combining of “crony” capitalism cannot be predicted. ITEM 9 – DISCIPLINARY INFORMATION Integra Financial does not have any legal, financial, or other “disciplinary” item to report. ITEM 10 – OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS Other Business Activities IARs of Integra Financial may act as agents appointed with various life, disability, or other insurance companies, receive commissions, trails, or other compensation from the respective product sponsors and/or as a result of effecting insurance transactions for clients. As a result, there is a conflict of interest since there is an incentive for us to recommend the services for which associated persons of our firm may receive compensation. If a product is sold, the client is informed of the compensation structure and that any insurance fee is not included under the investment advisory fee-based services. To mitigate the conflict of interest, clients are told they are under no obligation to purchase any insurance products through Integra Financial employed IAR's. Fees received by Integra for insurance products are fully disclosed as such in the financial books of Integra. Certain IAR’s have law degrees, Master’s in Taxation, Master’s Degree in Management and Human relations. If legal advice is needed, we may refer you to an associated person, that is an attorney. As a result, there is a conflict of interest since there is an incentive for us to recommend the services for which associated persons of our firm may receive compensation. Fees for legal services will be charged and paid directly to the legal entity and not Integra Financial Inc. Advisory clients are under no obligation to utilize the services of our IAR’s with law degrees or who may offer tax planning services. Integra Financial is not registered and does not have an application pending to register, as a broker dealer and its management persons are not registered as broker/dealer representative. 14  Integra Financial and its management persons are not registered and do not have an application pending to register, as a futures commission merchant, commodity pool operator/advisor. Integra Financial may also utilize the services of a Sub-Advisor to manage Clients’ investment portfolios. Sub-Advisors will maintain the models or investment strategies agreed upon between Sub-Advisor and Integra Financial. Sub-Advisors execute all trades on behalf of Integra Financial in Client accounts. Integra Financial will be responsible for the overall direct relationship with the Client. Integra Financial retains the authority to terminate the Sub-Advisor relationship at Integra Financial’s discretion. In addition to the authority granted to Integra Financial, Clients will grant Integra Financial full discretionary authority and authorizes Integra Financial to select and appoint one or more independent investment advisors (“Advisors”) to provide investment advisory services to Client without prior consultation with or the prior consent of Client. Such Advisors shall have all of the same authority relating to the management of Client’s investment accounts as is granted to Integra Financial in the Agreement. Integra Financial ensures that before selecting other advisors for Client that the other advisors are properly licensed or registered as an investment advisor. ITEM 11 – CODE OF ETHICS, PARTICIPATION IN CLIENT TRANSACTIONS, AND PERSONAL TRADING Integra Financial and persons associated with us are allowed to invest for their own accounts or have a financial interest in the same securities or other investments that we recommend or acquire for your account and may engage in transactions that are the same as or different than transactions recommended to or made for your account. This creates a conflict of interest. We recognize the fiduciary responsibility to place your interests first. We have implemented the same Code of Ethics as the CFP® Board Code of Ethics. The Code of Ethics addresses, among other things, personal trading, gifts, the prohibition against the use of inside information and other situations where there are conflicts of interest. A CFP® professional must: 1. Act with honesty, integrity, competence, and diligence. 2. Act in the client’s best interests. 3. Exercise due care. 4. Avoid or disclose and manage conflicts of interest. 5. Maintain confidentiality and protect the privacy of client information. 6. Act in a manner that reflects positively on the financial planning profession and CFP® certification. The Code of Ethics is designed to protect our clients by deterring misconduct, educate personnel regarding the firm’s expectations and laws governing their conduct, remind personnel that they are in a position of trust and must act with complete propriety at all times, protect the reputation of Integra Financial, guard against violation of the securities laws, and establish procedures for 15  personnel to follow so that we may determine whether their personnel are complying with the firm’s ethical principles. We have established the following restrictions to ensure our firm’s fiduciary responsibilities: 1. A director, officer, or employee of Integra Financial shall not buy or sell any securities for their personal portfolio(s) where their decision is substantially derived, in whole or in part, by reason of his or her employment unless the information is also available to the investing public on reasonable inquiry. No director, officer, or employee of Integra Financial shall prefer his or her own interest to that of the advisory client. 2. We maintain a list of all securities holdings for itself, and anyone associated with this advisory practice with access to advisory recommendations. These holdings are reviewed on a regular basis by an appropriate officer/individual of Integra Financial. 3. We emphasize the unrestricted right of the client to decline to implement any advice rendered, except in situations where we are granted discretionary authority of the client’s account. 4. We emphasize the unrestricted right of the client to select and choose any broker-dealer (except in situations where we are granted discretionary authority) he or she wishes. 5. We require that all individuals must act in accordance with all applicable Federal and State regulations governing registered investment advisory practices. 6. Any individual not in observance of the above may be subject to termination. Clients or prospective clients may request a complete copy of our Code by contacting us at the address, telephone, or email on the cover page of this Part 2. ITEM 12 – BROKERAGE PRACTICES Integra Financial will require the use of a particular broker-dealer based on their duty to seek best execution for the client, meaning they have an obligation to obtain the most favorable terms for a client under the circumstances. The determination of what may constitute best execution and price in the execution of a securities transaction by a broker involves a number of considerations and is subjective. Factors affecting brokerage selection include the overall direct net economic result to the portfolios, the efficiency with which the transaction is affected, the ability to effect the transaction where a large block is involved, the operational facilities of the broker-dealer, the value of an ongoing relationship with such broker and the financial strength and stability of the broker. Integra Financial will select appropriate brokers based on a number of factors including but not limited to their relatively low transaction fees, reporting ability, execution capability (speed and accuracy), financial stability and reputation, access to markets, technology and reporting platforms, quality of client service and availability of investment research and other brokerage services. Integra Financial relies on its broker to provide its execution services at the best prices available. Lower fees for comparable services may be available from other sources. Clients pay for any and all custodial fees in addition to the advisory fee charged by Integra Financial. Integra Financial does not receive any portion of the trading fees. Integra Financial will require the use of Charles Schwab & Co., Inc. or Altruist. 16  • Research and Other Soft Dollar Benefits The Securities and Exchange Commission defines soft dollar practices as arrangement under which products or services other than execution services are obtained by Integra Financial from or through a broker-dealer in exchange for directing Client transactions to the broker-dealer. Although Integra Financial has no formal soft dollar arrangements, Integra Financial may receive products, research and/or other services from custodians or broker-dealers connected to client transactions or “soft dollar benefits”. As permitted by Section 28(e) of the Securities Exchange Act of 1934, Integra Financial receives economic benefits as a result of commissions generated from securities transactions by the custodian or broker-dealer from the accounts of Integra Financial. Integra Financial cannot ensure that a particular client will benefit from soft dollars or the client’s transactions paid for the soft dollar benefits. Integra Financial does not seek to proportionately allocate benefits to client accounts to any soft dollar benefits generated by the accounts. • Brokerage for Client Referrals Integra Financial does not receive client referrals from any custodian or third party in exchange for using that broker-dealer or third party. • Directed Brokerage Integra Financial does not allow directed brokerage accounts. Not all advisors require their clients to direct brokerage. We may aggregate trades for all advisory accounts, for ourselves or our associated persons with your trades, providing that the following conditions are met: 1. Our policy for the aggregation of transactions shall be fully disclosed separately to our existing clients (if any) and the broker-dealer(s) through which such transactions will be placed. 2. We will not aggregate transactions unless we believe that aggregation is consistent with our duty to seek the best execution (which includes the duty to seek best price) for you and is consistent with the terms of our investment advisory agreement with you for which trades are being aggregated. 3. 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, with transaction costs based on each client’s participation in the transaction; 4. 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, the accounts that did not receive the previous trade’s positions should be “first in line” to receive the next allocation. 5. 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 and the reason for difference of allocation is explained in writing and is reviewed by our compliance officer. Our books and records will separately reflect, for each client account, the orders of which aggregated, the securities held by, and bought for that account. 6. We will receive no additional compensation or remuneration of any kind as a result of the 17  proposed aggregation; and 7. Individual advice and treatment will be accorded to each advisory client. As a matter of policy and practice, we do utilize research, research-related products and other services obtained from broker-dealers, or third parties, as a result of our agreements with our custodians. ITEM 13 – REVIEW OF ACCOUNTS Account Reviews and Reviewers – Investment Supervisory Services The underlying securities within the investment supervisory services are regularly monitored. These reviews will be made by Willis Ashby, Keith Fevurly, Alison Ashby, and Nicholas Weisert. The purpose of all these reviews is to ensure that the investment plan continues to be implemented in a manner which matches your objectives and risk tolerances. More frequent reviews may be triggered by material changes in variables such as your individual circumstances, or the market, political or economic environment. You are urged to notify us of any changes in your personal circumstances. Statements and Reports The qualified custodian for the individual client’s account will also provide clients with an account statement at least quarterly. Performance reports will be provided by Integra Financial at least quarterly to Clients with assets under management. You are urged to compare the reports provided by Integra Financial against the account statements you receive directly from your account custodian. Financial Planning/Consulting clients (i.e., those who have no assets under management with us in our advisory program) will receive no regular reports from the Firm. ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION Adviser considers a number of factors in selecting and/or recommending brokers and custodians for its Clients’ accounts, including, but not limited to, execution capability, experience and financial stability, reputation and the quality of services provided. Integra Financial receives additional economic benefits from external sources as described above in Item 12. From time to time, we may receive expense reimbursement for travel and/or marketing expenses from distributors of investment and/or insurance products. Travel expense reimbursements are typically a result of attendance at due diligence and/or investment training events hosted by product sponsors. 18  Additionally, our firm may receive up to 8% of the total fees received from clients for investments managed by Zacks Investment Management. For example, if a client’s total fees for investments with a Zacks Investment Management amount to $2500, the firm may receive a reimbursement of $200 (8% of $2500). It is important to note that these reimbursements may influence our recommendations, as the firm may have an incentive to promote or recommend investments from which it receives such reimbursements. IARs endeavor at all times to put the interest of our clients first as a part of their fiduciary duty. However, you should be aware that the receipt of additional compensation through expense reimbursements creates a conflict of interest that may impact the judgment of the IARs when making advisory recommendations. Integra Financial does not pay another person or entity for referring or soliciting clients for Integra Financial. ITEM 15 – CUSTODY Custody, as it applies to investment advisors, has been defined by regulators as having access or control over client funds and/or securities. In other words, custody is not limited to physically holding client funds and securities. If an investment advisor has the ability to access or control client funds or securities, the investment advisor is deemed to have constructive custody and must ensure proper procedures are implemented. Integra Financial is deemed to have custody of client funds and securities whenever Integra Financial is given the authority to have fees deducted directly from client accounts. However, this is the only form of custody Integra Financial will ever maintain. It should be noted that authorization to trade in client accounts is not deemed by regulators to be custody. Integra Financial is also deemed to have limited custody due to its Third-Party Standing Letters of Authorization (“SLOA”). Integra Financial and its qualified custodian meet the following seven (7) conditions in order to avoid maintaining full custody and be subject to the surprise exam requirement: 1. The Client provides an instruction to the qualified custodian, in writing, that includes the Client’s 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. The Client authorizes Integra Financial, in writing, either on the qualified custodian’s 2. form or separately, to direct transfers to the third party either on a specified schedule or from time to time. 3. The Client’s qualified custodian performs appropriate verification of the instruction, such as a signature review or other method to verify the Client’s authorization and provides a transfer of funds notice to the Client promptly after each transfer. The Client has the ability to terminate or change the instruction to the Client’s qualified custodian. 4. 5. Integra Financial has no authority or ability to designate or change the identity of the third party, the address, or any other information about the third party contained in the Client’s instruction. 19  Integra Financial maintains records showing that the third party is not a related party nor located at the same address as Integra Financial. 6. The Client’s qualified custodian sends the Client, in writing, an initial notice confirming the instruction and an annual notice reconfirming the instruction. 7. When fees are deducted from an account, Integra Financial is responsible for calculating the fee and delivering instructions to the custodian. The Custodian will send the client a quarterly statement. ITEM 16 – INVESTMENT DISCRETION All client advisory services provided by Integra Financial, Inc. are discretionary. Prior to engaging Integra Financial to provide investment advisory services, clients enter into a written Agreement with Integra Financial granting the firm the authority to supervise and direct, on an on-going basis, investments- in accordance with the client’s investment objective and guidelines. Clients will also execute any and all documents required by the Custodian so as to authorize and enable Integra Financial, in its sole discretion, without prior consultation with or ratification by you, to purchase, sell or exchange securities in and for your account. We are authorized, in our discretion and without prior consultation with you to: (1) buy, sell, exchange, and trade any investment company registered under the Investment Company Act of 1940 and (2) determine the amount of securities to be bought or sold and (3) place orders with the custodian. Any limitations to such authority will be communicated by you to us in writing. The limitations on investment and brokerage discretion held by Integra Financial for you are: 1. For all clients, we require that it be provided with authority to determine which securities and the amounts of securities to be bought or sold, as well as the broker- dealer to be used. 2. Any limitations on this discretionary authority shall be included in this written authority statement. You may change/amend these limitations as required. Such amendments shall be submitted in writing. Research products and services received by us from broker-dealers will be used to provide services to all our clients. ITEM 17 - VOTING CLIENT SECURITIES We will not vote proxies under its limited discretionary authority. You are welcome to vote proxies or designate an independent third-party at your own discretion. You designate proxy voting authority in the custodial account documents. You must ensure that proxy materials are sent directly to you or your assigned third party. We do not take action with respect to any securities or other investments that become the subject of any legal proceedings, including bankruptcies. When assistance on voting proxies is requested, Integra Financial will provide recommendations 20  to the Client. If a conflict of interest exists, it will be disclosed to the Client. If the Client requires assistance or has questions, they can reach out to the investment advisor representatives of the firm at the contact information on the cover page of this document. ITEM 18 - FINANCIAL INFORMATION This item is not applicable to this brochure. 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 a balance sheet for our most recent fiscal year. We are not subject to a financial condition that is reasonably likely to impair our ability to meet contractual commitments to clients. Finally, we have not been the subject of a bankruptcy petition at any time. 21