KENNETH FRENKE & CO., INC.

Brochure Form ADV Part 2A Item 1 - Cover Page Kenneth Frenke & Co., Inc. CRD# 109352 15 Loop Road Suite 105 Arden, North Carolina 28704 (877) 940-9494 1870 The Exchange Suite 200 Atlanta, Georgia 30339 (770) 980-2506 www.Frenke.com October 24, 2025 This Brochure provides information about the qualifications and business practices of Kenneth Frenke & Co., Inc. If you have any questions about the contents of this Brochure, please contact us at (877) 940-9494 or (800) 940-9494or info@frenke.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state authority. Kenneth Frenke & Co., Inc. is an investment advisory firm registered with the SEC. Registration does not imply a certain level of skill or training. Additional information about Kenneth Frenke & Co., Inc. also is available on the SEC's website at www.AdviserInfo.sec.gov. 1  Item 2 Material Changes As of the last annual amendment on February 20, 2024, below are Kenneth Frenke & Co., Inc.'s material changes:  Kenneth Frenke is no longer the President of Kenneth Frenke & Co., Inc.  Glenn Zimmerman became the new President of Kenneth Frenke & Co., Inc. effective January 2025.  Kenneth Downer became the new Vice President of Kenneth Frenke & Co., Inc. effective January 2025. 2  Item 3 Table Of Contents 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 ..................................................................................................................6 Item 6 Performance-Based Fees and Side-By-Side Management ................................................................8 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 or Interest in Client Transactions and Personal Trading..................... 14 Item 12 Brokerage Practices .................................................................................................................... 15 Item 13 Review of Accounts ..................................................................................................................... 17 Item 14 Client Referrals and Other Compensation .................................................................................... 18 Item 15 Custody ...................................................................................................................................... 18 Item 16 Investment Discretion .................................................................................................................. 18 Item 17 Voting Client Securities................................................................................................................ 18 Item 18 Financial Information ................................................................................................................... 18 3  Item 4 Advisory Business General Information Kenneth Frenke & Co., Inc. ("KF & Co.") is a registered investment adviser primarily based in Arden, NC. KF & Co. was formed in 1987 and registered with the SEC in 1999. We provide fee-only financial counsel from a Biblical perspective. Specifically, KF & Co. provides financial planning and portfolio management services to individuals and high net worth individuals. R. Glenn Zimmerman is the owner of KF & Co. SERVICES PROVIDED New or prospective clients schedule an initial financial overview meeting. Not everyone who meets with a financial planner needs ongoing service. In this meeting, which lasts approximately one hour, we review the main areas of financial planning in light of your specific situation. These areas may include cash flow management, investing, insurance, taxes and estate planning. We try to be as specific as we can with our advice when that is possible. We will be able to tell you what steps we would recommend you take to pursue your goals. This is done without any expectation on our part that you will choose us to do further work. For example, we may not be able to tell you if you can retire in ten years, but we can assess the progress you are making and suggest the steps you can take to determine when you can retire. When a client decides to retain KF & Co. for financial planning and/or portfolio management services, we spend time with the client at the outset of the relationship, asking questions, discussing your investment experience and financial circumstances, and broadly identifying your major goals. We will usually ask you to complete extensive financial planning and investment questionnaires. With respect to any account for which KF & Co. meets the definition of a fiduciary under Department of Labor rules, KF & Co. acknowledges that both KF & Co. and its Related Persons are acting as fiduciaries. Financial Planning Financial planning may include advice that addresses one or more areas of a client's financial situation, such as estate planning, risk management, cash flow management, retirement planning, education funding, and investment portfolio design and ongoing management. Depending on a client's particular situation, financial planning may include some or all of the following: • Gathering factual information concerning the client's personal and financial situation; • Assisting the client in establishing financial goals and objectives; • Analyzing the client's present situation and anticipated future activities in light of the client's financial goals and objectives; • Identifying problems foreseen in the accomplishment of these financial goals and objectives and offering alternative solutions to the problems; • Making recommendations to help achieve goals and objectives; • Designing an investment portfolio to help meet the goals and objectives of the client; • Working with your attorney to plan for the efficient transfer of assets to heirs, including assisting you with the many family issues that may be involved. (However, we do not act as an attorney or prepare estate documents); • Assessing risk and reviewing basic insurance needs; or 4  • Reviewing goals and objectives and measuring progress toward these goals. A financial plan typically includes financial projections and investment recommendations, as well as other financial recommendations that are customized to each planning client. While some clients choose to manage their own portfolio, most subsequently decide to retain KF & Co. to implement the investment portion of the plan. In these situations, we develop and follow an Investment Policy Statement ("IPS") based on the financial plan. The IPS takes into consideration your temperament and risk tolerance, specific needs, and individual circumstances. Once financial planning advice is given, the client may choose to have KF & Co. implement the client's financial plan and manage the investment portfolio on an ongoing basis. However, the client is under no obligation to act upon any of the recommendations made by KF & Co. under a Financial Planning engagement and/or engage the services of any recommended professional. Portfolio Management As described above, at the beginning of a client relationship, KF & Co. meets with the client, gathers information, and performs research and analysis as necessary to develop the client's Investment Policy Statement. The IPS will be periodically reviewed and updated from time to time when requested by the client, or when determined to be necessary or advisable by KF & Co. based on updates to the client's financial or other circumstances. To implement the client's Investment Plan, KF & Co. will manage the client's investment portfolio on a discretionary basis. As a discretionary investment adviser, KF & Co. will have the authority to supervise and direct the portfolio, following the agreed upon IPS guidelines, without prior consultation with the client. Discretionary authorization will allow us to determine the specific securities, and the amount of securities, to be purchased or sold for your account without obtaining your approval prior to each transaction. We will also have discretion over the broker or dealer to be used for securities transactions in your account. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm, a power of attorney, or trading authorization forms. We primarily offer advice on Mutual Funds and ETFs. Refer to the Methods of Analysis, Investment Strategies and Risk of Loss below for additional disclosures on this topic. Additionally, we may advise you on various types of investments based on your stated goals and objectives. We may also provide advice on any type of investment held in your portfolio at the inception of our advisory relationship. Notwithstanding the foregoing, clients may impose certain written restrictions on KF & Co. in the management of their investment portfolios, such as prohibiting the inclusion of certain types of investments in an investment portfolio or prohibiting the sale of certain investments held in the account at the commencement of the relationship. Each client should note, however, that restrictions imposed by a client may adversely affect the composition and performance of the client's investment portfolio. Each client should also note that his or her investment portfolio is treated individually by giving consideration to each purchase or sale for the client's account. For these and other reasons, such as 5  liquidity and cash flow needs, performance of client investment portfolios within the same investment objectives, goals and/or risk tolerance may differ. Thus, clients should not expect that the composition or performance of their investment portfolios would necessarily be identical to portfolios of similar clients of KF & Co. IRA Rollover Recommendations When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule's provisions, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest. Assets Under Management As of December 31, 2024, we provide continuous management services for $ 184,660,830 in client assets, all managed on a discretionary basis. Item 5 Fees and Compensation General Fee Information Fees paid to KF & Co. do not include any custodial or transaction costs paid to the client's custodian, brokers or other third-party consultants. Fees paid to KF & Co. are also separate and distinct from the fees and expenses charged by mutual funds, ETFs (exchange traded funds) or other investment pools to their shareholders (generally including a management fee and fund expenses, as described in each fund's prospectus or offering materials). The client should review all fees charged by funds, brokers, KF & Co. and others to fully understand the total amount of fees paid by the client for investment and financial-related services. 6  Financial Planning Fees Most fees range, depending on the complexity of the client's circumstances, between $1,500 and $5,000. This fee is payable partially in advance, with the remainder due according to an agreed upon schedule. We do not require you to pay fees six or more months in advance. Should the engagement last longer than six months between acceptance of financial planning agreement and delivery of the financial plan, any prepaid unearned fees will be promptly returned to you less a pro rata charge for bona fide financial planning services rendered to date. You may terminate the financial planning agreement by providing written notice to our firm. Portfolio Management Fees The annual fee schedule, based on a percentage of assets under management, is as follows: First $500,000 Next $1,000,000 Next $1,000,000 Balance above $2,500,000 1.00% 0.75% 0.50% 0.25% KF & Co. may impose a minimum portfolio value for managed accounts and sets a minimum annual fee for any account. This minimum annual fee is currently $1,250. KF & Co. may, at its discretion, make exceptions to the foregoing or negotiate special fee arrangements where KF & Co. deems it appropriate under unique circumstances. Portfolio management fees are generally payable quarterly, in arrears (i.e., after services are rendered), based on the balance at end of billing period. If management begins after the start of a quarter, fees will be prorated accordingly. Adjustments will be made for deposits and withdrawals made during each quarter. With client authorization and unless other arrangements are made, fees are normally debited directly from client account(s). If the portfolio management agreement is executed at any time other than the first day of a calendar quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in proportion to the number of days in the quarter for which you are a client. Our advisory fee is negotiable, depending on individual client circumstances. At our discretion, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts. Combining account values may increase the asset total, which may result in your paying a reduced advisory fee based on the available breakpoints in our fee schedule stated above. We will send you an invoice for the payment of our advisory fee, or we will deduct our fee directly from your account through the qualified custodian holding your funds and securities. We will deduct our advisory fee only when you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all disbursements from your account. You should review all statements for accuracy. 7  You may terminate the portfolio management agreement upon 30 days written notice. You will incur a pro rata charge for services rendered prior to the termination of the portfolio management agreement, which means you will incur advisory fees only in proportion to the number of days in the quarter for which you are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees. Either KF & Co. or the client may terminate their Investment Management Agreement at any time, subject to any written notice requirements in the agreement. In the event of termination, any paid but unearned fees will be promptly refunded to the client based on the number of days that the account was managed, and any fees due to KF & Co. from the client will be invoiced or deducted from the client's account prior to termination. Additional Fees and Expenses As part of our investment advisory services to you, we may invest, or recommend that you invest, in mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or exchange traded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You will also incur transaction charges and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. We do not share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange traded funds, our firm, and others. For information on our brokerage practices, refer to the Brokerage Practices section of this brochure. Item 6 Performance-Based Fees and Side-By-Side Management KF & Co. does not charge performance fees or engage in side-by-side management. 8  Item 7 Types of Clients KF & Co. primarily provides investment services to individuals, trusts, and estates. In general, we do not require a minimum dollar amount to open and maintain an advisory account; however, we have the right to terminate your Account if it falls below a minimum size which, in our sole opinion, is too small to manage effectively. We charge a minimum fee in the amount of $1,250 to open and maintain an advisory account. At our discretion we may waive the minimum fee. We may also combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts to meet the stated minimum. Item 8 Methods of Analysis, Investment Strategies and Risk of Loss Our Methods of Analysis and Investment Strategies We may use one or more of the following methods of analysis or investment strategies when providing investment advice to you: Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a company's financial statements, details regarding the company's product line, the experience and expertise of the company's management, and the outlook for the company and its industry. The resulting data is used to measure the true value of the company's stock compared to the current market value. Risk: The risk of fundamental analysis is that information obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the basis for a stock's value. If securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in favorable performance. Modern Portfolio Theory - a theory of investment which attempts to maximize portfolio expected return for a given amount of portfolio risk, or equivalently minimize risk for a given level of expected return, by carefully diversifying the proportions of various assets. Risk: Market risk is that part of a security's risk that is common to all securities of the same general class (stocks and bonds) and thus cannot be eliminated by diversification. Long-Term Purchases - securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Risk: Using a long-term purchase strategy generally assumes the financial markets will go up in the long term, which may not be the case. There is also the risk that the segment of the market that you are invested in or perhaps just your particular investment will go down over time even if the overall financial markets advance. Purchasing investments long-term may create an opportunity cost - "locking-up" assets that may be better utilized in the short-term in other investments. Our investment strategies and advice may vary depending upon each client's specific financial situation. As such, we determine investments and allocations based upon your predefined objectives, risk tolerance, time horizon, financial information, liquidity needs and other various suitability factors. Your restrictions and guidelines may affect the composition of your portfolio. It is important that you 9  notify us immediately with respect to any material changes to your financial circumstances, including for example, a change in your current or expected income level, tax circumstances, or employment status. Tax Considerations Our strategies and investments may have unique and significant tax implications. However, unless we specifically agree otherwise, and in writing, tax efficiency is not our primary consideration in the management of your assets. Regardless of your account size or any other factors, we strongly recommend that you consult with a tax professional regarding the investing of your assets. Moreover, custodians and broker-dealers must report the cost basis of equities acquired in client accounts on or after January 1, 2011. Your custodian will default to the First-In First-Out ("FIFO") accounting method for calculating the cost basis of your investments. You are responsible for contacting your tax advisor to determine if this accounting method is the right choice for you. If your tax advisor believes another accounting method is more advantageous, provide written notice to our firm immediately and we will alert your account custodian of your individually selected accounting method. Decisions about cost basis accounting methods will need to be made before trades settle, as the cost basis method cannot be changed after settlement. Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is in no way an indication of future performance. Other Risk Considerations When evaluating risk, financial loss may be viewed differently by each client and may depend on many different risks, each of which may affect the probability and magnitude of any potential loses. The following risks may not be all-inclusive but should be considered carefully by a prospective client before retaining our services. Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high volatility or lack of active liquid markets. You may receive a lower price or it may not be possible to sell the investment at all. Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and sovereign fixed income or bonds. A bond issuing entity can experience a credit event that could impair or erase the value of an issuer's securities held by a client. Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of a client's future interest payments and principal. Inflation also generally leads to higher interest rates which may cause the value of many types of fixed income investments to decline. Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an unforeseen event, for example, the loss of your job. This may force you to sell investments that you were expecting to hold for the long term. If you must sell at a time that the markets are down, you may lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for people who are retired, or are nearing retirement. Cybersecurity Risk: The Fund, the portfolio companies, their service providers, and other market 10  participants increasingly depend on complex information technology and communications systems to conduct business functions. These systems are subject to a number of different threats or risks that could adversely affect the Fund and their portfolio companies, despite the efforts of service providers to adopt technologies, processes and practices intended to mitigate these risks and protect the security of their computer systems, software, networks, and other technology assets, as well as the confidentiality, integrity and availability of information belonging to the Fund and their portfolio companies. For example, unauthorized third parties may attempt to improperly access, modify, disrupt the operations of, or prevent access to the systems of the Funds, their portfolio companies, their service providers, counterparties, or data within these systems. Third parties may also attempt to fraudulently induce employees, customers, third-party service providers or other users of such systems to disclose sensitive information to gain access to the confidential data. A successful penetration or circumvention of the security of such systems could result in the loss or theft of data or funds, the inability to access electronic systems, loss or theft of proprietary information or corporate data, physical damage to a computer or network system or costs associated with system repairs. Such incidents could cause the Fund or the portfolio companies to incur regulatory penalties, reputational damage, additional compliance costs or financial loss. Force Majeure Risk: This is the risk that there may be an act of God, terrorist act, global health pandemic, failure of utilities or other similar circumstance not within the reasonable control of KF & Co. that may have an unknown and potentially catastrophic effect on the global markets. KF & Co. has a business continuity plan to mitigate the effects of a force majeure risk, however, these events may still affect KF & Co., our clients, the financial markets, etc. Recommendation of Particular Types of Securities We primarily recommend Mutual Funds and ETFs. However, we may advise on other types of investments as appropriate for you since each client has different needs and different tolerance for risk. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all of the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with the investment. Money Market Funds: A money market fund is technically a security. The fund managers attempt to keep the share price constant at $1/share. However, there is no guarantee that the share price will stay at $1/share. If the share price goes down, you can lose some or all of your principal. The U.S. Securities and Exchange Commission ("SEC") notes that "While investor losses in money market funds have been rare, they are possible." In return for this risk, you should earn a greater return on your cash than you would expect from a Federal Deposit Insurance Corporation ("FDIC") insured savings account (money market funds are not FDIC insured). Next, money market fund rates are variable. In other words, you do not know how much you will earn on your investment next month. The rate could go up or go down. If it goes up, that may result in a positive outcome. However, if it goes down and you earn less than you expected to earn, you may end up needing more cash. A final risk you are taking with money market funds has to do with inflation. Because money market funds are considered to be safer than other investments like stocks, long-term average returns on money market funds tends to be less than long term average returns on riskier investments. Over long periods of time, inflation can eat away at your returns. Certificates of Deposit: Certificates of deposit are generally the safest type of investment since they are insured by the federal government up to a certain amount. However, because the returns are generally very low, it is possible for inflation to outpace the return. Likewise, U.S. government securities are backed by the full faith and credit of the U.S. government, but it is also possible for the rate of inflation to exceed the returns. Municipal Securities: Municipal securities, while generally thought of as safe, can have significant 11  risks associated with them including, but not limited to: the credit worthiness of the governmental entity that issues the bond; the stability of the revenue stream that is used to pay the interest to the bondholders; when the bond is due to mature; and, whether or not the bond can be "called" prior to maturity. When a bond is called, it may not be possible to replace it with a bond of equal character paying the same amount of interest or yield to maturity. Bonds: Corporate debt securities (or "bonds") are typically safer investments than equity securities, but their risk can also vary widely based on: the financial health of the issuer; the risk that the issuer might default; when the bond is set to mature; and, whether or not the bond can be "called" prior to maturity. When a bond is called, it may not be possible to replace it with a bond of equal character paying the same rate of return. Stocks: There are numerous ways of measuring the risk of equity securities (also known simply as "equities" or "stock"). In very broad terms, the value of a stock depends on the financial health of the company issuing it. However, stock prices can be affected by many other factors including, but not limited to the class of stock (for example, preferred or common); the health of the market sector of the issuing company; and the overall health of the economy. In general, larger, better established companies ("large cap") tend to be safer than smaller start-up companies ("small cap") are but the mere size of an issuer is not, by itself, an indicator of the safety of the investment. Mutual Funds and Exchange Traded Funds: Mutual funds and exchange traded funds ("ETF") are professionally managed collective investment systems that pool money from many investors and invest in stocks, bonds, short-term money market instruments, other mutual funds, other securities, or any combination thereof. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. While mutual funds and ETFs generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e., equities) rather than balancing the fund with different types of securities. ETFs differ from mutual funds since they can be bought and sold throughout the day like stock and their price can fluctuate throughout the day. The returns on mutual funds and ETFs can be reduced by the costs to manage the funds. Also, while some mutual funds are "no load" and charge no fee to buy into, or sell out of, the fund, other types of mutual funds do charge such fees which can also reduce returns. Mutual funds can also be "closed end" or "open end". So-called "open end" mutual funds continue to allow in new investors indefinitely whereas "closed end" funds have a fixed number of shares to sell which can limit their availability to new investors. ETFs may have tracking error risks. For example, the ETF investment adviser may not be able to cause the ETF's performance to match that of its Underlying Index or other benchmark, which may negatively affect the ETF's performance. In addition, for leveraged and inverse ETFs that seek to track the performance of their Underlying Indices or benchmarks on a daily basis, mathematical compounding may prevent the ETF from correlating with performance of its benchmark. In addition, an ETF may not have investment exposure to all of the securities included in its Underlying Index, or its weighting of investment exposure to such securities may vary from that of the Underlying Index. Some ETFs may invest in securities or financial instruments that are not included in the Underlying Index, but which are expected to yield similar performance. Variable Annuities: A variable annuity is a form of insurance where the seller or issuer (typically an insurance company) makes a series of future payments to a buyer (annuitant) in exchange for the immediate payment of a lump sum (single-payment annuity) or a series of regular payments (regular- payment annuity). The payment stream from the issuer to the annuitant has an unknown duration based principally upon the date of death of the annuitant. At this point, the contract will terminate and 12  the remainder of the funds accumulated forfeited unless there are other annuitants or beneficiaries in the contract. Annuities can be purchased to provide an income during retirement. Unlike fixed annuities that make payments in fixed amounts or in amounts that increase by a fixed percentage, variable annuities, pay amounts that vary according to the performance of a specified set of investments, typically bond and equity mutual funds. Many variable annuities typically impose asset-based sales charges or surrender charges for withdrawals within a specified period. Variable annuities may impose a variety of fees and expenses, in addition to sales and surrender charges, such as mortality and expense risk charges; administrative fees; underlying fund expenses; and charges for special features, all of which can reduce the return. Earnings in a variable annuity do not provide all the tax advantages of 401(k)s and other before-tax retirement plans. Once the investor starts withdrawing money from their variable annuity, earnings are taxed at the ordinary income rate, rather than at the lower capital gains rates applied to other non-tax-deferred vehicles which are held for more than one year. Proceeds of most variable annuities do not receive a "step-up" in cost basis when the owner dies like stocks, bonds and mutual funds do. Some variable annuities offer "bonus credits." These are usually not free. In order to fund them, insurance companies typically impose mortality and expense charges and surrender charge periods. In an exchange of an existing annuity for a new annuity (so- called 1035 exchanges), the new variable annuity may have a lower contract value and a smaller death benefit; may impose new surrender charges or increase the period of time for which the surrender charge applies; may have higher annual fees; and provide another commission for the broker. Real Estate: Real estate is increasingly being used as part of a long-term core strategy due to increased market efficiency and increasing concerns about the future long-term variability of stock and bond returns. In fact, real estate is known for its ability to serve as a portfolio diversifier and inflation hedge. However, the asset class still bears a considerable amount of market risk. Real estate has shown itself to be very cyclical, somewhat mirroring the ups and downs of the overall economy. In addition to employment and demographic changes, real estate is also influenced by changes in interest rates and the credit markets, which affect the demand and supply of capital and thus real estate values. Along with changes in market fundamentals, investors wishing to add real estate as part of their core investment portfolios need to look for property concentrations by area or by property type. Because property returns are directly affected by local market basics, real estate portfolios that are too heavily concentrated in one area or property type can lose their risk mitigation attributes and bear additional risk by being too influenced by local or sector market changes. Real Estate Investment Trust: A real estate investment trust ("REIT") is a corporate entity which invests in real estate and/or engages in real estate financing. A REIT reduces or eliminates corporate income taxes. REITs can be publicly or privately held. Public REITs may be listed on public stock exchanges. REITs are required to declare 90% of their taxable income as dividends, but they actually pay dividends out of funds from operations, so cash flow has to be strong or the REIT must either dip into reserves, borrow to pay dividends, or distribute them in stock (which causes dilution). After 2012, the IRS stopped permitting stock dividends. Most REITs must refinance or erase large balloon debts periodically. The credit markets are no longer frozen, but banks are demanding, and getting, harsher terms to re-extend REIT debt. Some REITs may be forced to make secondary stock offerings to repay debt, which will lead to additional dilution of the stockholders. Fluctuations in the real estate market can affect the REIT's value and dividends. Limited Partnerships: A limited partnership is a financial affiliation that includes at least one general partner and a number of limited partners. The partnership invests in a venture, such as real estate development or oil exploration, for financial gain. The general partner does not usually invest any capital but has management authority and unlimited liability. That is, the general partner runs the business and, in the event of bankruptcy, is responsible for all debts not paid or discharged. The limited partners have no management authority and confine their participation to their capital investment. That is, limited partners invest a certain amount of money and have nothing else to do with 13  the business. However, their liability is limited to the amount of the investment. In the worst-case scenario for a limited partner, he/she loses what he/she invested. Profits are divided between general and limited partners according to an arrangement formed at the creation of the partnership. Item 9 Disciplinary Information KF & Co. has no disciplinary events to report. Item 10 Other Financial Industry Activities and Affiliations Neither KF & Co. nor its Management Persons have any other financial industry activities or affiliations to report. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics and Personal Trading KF & Co. has adopted a Code of Ethics ("the Code"), the full text of which is available to you upon request using the contact information on the cover page of this brochure. KF & Co.'s Code has several goals. First, the Code is designed to assist KF & Co. in complying with applicable laws and regulations governing its investment advisory business. Under the Investment Advisers Act of 1940, KF & Co. owes fiduciary duties to its clients. Pursuant to these fiduciary duties, the Code requires persons associated with KF & Co. (managers, officers and employees) to act with honesty, good faith and fair dealing in working with clients. In addition, the Code prohibits such associated persons from trading or otherwise acting on insider information. Next, the Code sets forth guidelines for professional standards for KF & Co.'s associated persons. Under the Code's Professional Standards, KF & Co. expects its associated persons to put the interests of its clients first, ahead of personal interests. In this regard, KF & Co. associated persons are not to take inappropriate advantage of their positions in relation to KF & Co. clients. Third, the Code sets forth policies and procedures to monitor and review the personal trading activities of associated persons. From time to time, KF & Co.'s associated persons may invest in the same securities recommended to clients. Under its Code, KF & Co. has adopted procedures designed to reduce or eliminate conflicts of interest that this could potentially cause. The Code's personal trading policies include procedures for limitations on personal securities transactions of associated persons, reporting and review of such trading and pre-clearance of certain types of personal trading activities. These policies are designed to discourage and prohibit personal trading that would disadvantage clients. The Code also provides for disciplinary action as appropriate for violations. Participation or Interest in Client Transactions Because client accounts are invested mostly in open-end mutual funds and ETFs, there is little opportunity for a conflict of interest between personal trades by KF & Co. associated persons and trades in client accounts, even when such accounts invest in the same securities. However, in the event of other identified potential trading conflicts of interest, KF & Co.'s goal is to place client interests first. Consistent with the foregoing, KF & Co. maintains policies regarding participation in initial public offerings ("IPOs") and private placements in order to comply with applicable laws and avoid conflicts with client transactions. If a KF & Co. associated person wishes to participate in an IPO or invest in a private placement, he or she must submit a pre-clearance request and obtain the approval of the Chief Compliance Officer. 14  Block Trading Finally, if associated persons trade with client accounts (i.e., in a bundled or aggregated trade), and the trade is not filled in its entirety, the associated person's shares will be removed from the block, and the balance of shares will be allocated among client accounts in accordance with KF & Co.'s written policy. Item 12 Brokerage Practices Best Execution and Benefits of Brokerage Selection When given discretion to select the brokerage firm that will execute orders in client accounts, KF & Co. seeks "best execution" for client trades, which is a combination of a number of factors, including, without limitation, quality of execution, services provided and commission rates. Therefore, KF & Co. may use or recommend the use of brokers who do not charge the lowest available commission in the recognition of research and securities transaction services, or quality of execution. Research services received with transactions may include proprietary or third party research (or any combination), and may be used in servicing any or all of KF & Co.'s clients. Therefore, research services received may not be used for the account for which the particular transaction was effected. We recommend the brokerage and custodial services of Schwab (whether one or more "Custodian"). Your assets must be maintained in an account at a "qualified custodian," generally a broker-dealer or bank. In recognition of the value of the services the Custodian provides, you may pay higher commissions and/or trading costs than those that may be available elsewhere. We seek to recommend a custodian/broker that will hold your assets and execute transactions on terms that are, overall, the most favorable compared to other available providers and their services. We consider various factors, including: • Capability to buy and sell securities for your account itself or to facilitate such services. • The likelihood that your trades will be executed. • Availability of investment research and tools. • Overall quality of services. • Competitiveness of price. • Reputation, financial strength, and stability. • Existing relationship with our firm and our other clients. Research and Other Soft Dollar Benefits We do not have any soft dollar arrangements. Charles Schwab & Co., Inc. Schwab Advisor Services provides KF & Co. with access to its institutional trading, custody, reporting and related services, which are typically not available to Schwab retail investors. Schwab also makes available various support services. Some of those services help KF & Co. manage or administer our clients' accounts while others help KF & Co. manage and grow our business. These services generally are available to independent investment advisors on an unsolicited basis, at no charge to them. These services are not soft dollar arrangements but are part of the institutional platform offered by Schwab. Schwab's brokerage services include the execution of securities transactions, custody, research, and access to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial investment. For KF & Co. client accounts maintained in its custody, Schwab generally does not charge separately for custody services but is compensated by account holders through commissions and other transaction-related or asset-based fees for securities trades that are executed through Schwab or that settle into Schwab accounts. Schwab Advisor Services also makes available to KF & Co. other products and services that benefit KF & Co. but may not directly benefit its clients' accounts. Many of 15  these products and services may be used to service all or some substantial number of KF & Co. accounts, including accounts not maintained at Schwab. Schwab's products and services that assist KF & Co. in managing and administering clients' accounts include software and other technology that (i) provide access to client account data (such as trade confirmations and account statements); (ii) facilitate trade execution and allocate aggregated trade orders for multiple client accounts; (iii) provide pricing and other market data; (iv) facilitate payment of KF & Co.'s fees from its clients' accounts; and (v) assist with back-office functions, recordkeeping and client reporting. Schwab Advisor Services also offers other services intended to help KF & Co. manage and further develop its business enterprise. These services may include: (i) technology, compliance, legal and business consulting; (ii) publications and conferences on practice management and business succession; and (iii) access to employee benefits providers, human capital consultants and insurance providers. Schwab may make available, arrange and/or pay third-party vendors for the types of services rendered to KF & Co. Schwab Advisor Services may discount or waive fees it would otherwise charge for some of these services or pay all or a part of the fees of a third-party providing these services to KF & Co. Schwab Advisor Services may also provide other benefits such as educational events or occasional business entertainment of KF & Co. personnel. In evaluating whether to recommend that clients custody their assets at Schwab, KF & Co. may take into account the availability of some of the foregoing products and services and other arrangements as part of the total mix of factors it considers and not solely on the nature, cost or quality of custody and brokerage services provided by Schwab, which may create a potential conflict of interest. Brokerage for Client Referrals We do not receive client referrals from broker-dealers in exchange for cash or other compensation, such as brokerage services or research. Directed Brokerage In certain unique circumstance, clients may direct KF & Co. to use a particular broker for custodial or transaction services on behalf of the client's portfolio. In directed brokerage arrangements, the client is responsible for negotiating the commission rates and other fees to be paid to the broker. Clients participating in directed brokerage will be unable to participate in aggregate trading. Aggregated Trade Policy KF & Co. typically directs trading in individual client accounts as and when trades are appropriate based on the client's Investment Plan, without regard to activity in other client accounts. However, from time to time, KF & Co. may aggregate trades together for multiple client accounts, most often when these accounts are being directed to sell the same securities. If such an aggregated trade is not completely filled, KF & Co. will allocate shares received (in an aggregated purchase) or sold (in an aggregated sale) across participating accounts on a pro rata or other fair basis; provided, however, that any participating accounts that are owned by KF & Co. or its officers, directors, or employees will be excluded first. We do not block trade for non-discretionary accounts. Accordingly, non-discretionary accounts may pay different costs than discretionary accounts pay. If you enter into non-discretionary arrangements with our firm, we may not be able to buy and sell the same quantities of securities for you and you may pay higher commissions, fees, and/or transaction costs than clients who enter into discretionary arrangements with our firm. Item 13 Review of Accounts Glenn Zimmerman, KF & Co.'s Vice President and Ken Downer, Financial Planner of KF & Co., will monitor your accounts on an ongoing basis and will conduct account reviews at least annually to 16  ensure the advisory services provided to you are consistent with your investment needs and objectives. Additional reviews may be conducted based on various circumstances, including, but not limited to: • contributions and withdrawals, • year-end tax planning, • significant market moving events that result in changes of 10% or greater in the S&P 500 in a single day, • security specific events, and/or, • changes in your risk/return objectives. For those clients to whom KF & Co. provides separate financial planning and/or consulting services, reviews are conducted on an as needed or agreed upon basis. Such reviews are conducted by one of KF & Co.'s investment adviser representatives or principals. Account custodians are responsible for providing account statements, on at least a quarterly basis, which reflect the positions (and current pricing) in each account as well as transactions in each account, including fees paid from an account. Account custodians also provide prompt confirmation of all trading activity, and year-end tax statements, such as 1099 forms. In addition, KF & Co. provides at least an annual report for each managed portfolio. This written report normally includes a summary of portfolio holdings and performance results. Additional reports are available at the request of the client. Item 14 Client Referrals and Other Compensation As noted above, KF & Co. receives an economic benefit from Schwab in the form of support products and services it makes available to KF & Co. and other independent investment advisors that have their clients maintain accounts at Schwab. We do not receive any compensation from any third party in connection with providing investment advice to you nor do we compensate any individual or firm for client referrals. Item 15 Custody Clients will receive account statements from their custodian on at least a quarterly basis. KF & Co. provides annual statements to clients, and additional statements upon request. Clients are urged to compare custodian statements to reports received from KF & Co. Item 16 Investment Discretion Before we can buy or sell securities on your behalf, you must first sign our discretionary management agreement and the appropriate trading authorization forms. As noted in Item 4, clients may place restrictions on their accounts. Item 17 Voting Client Securities Where KF & Co. has authority to vote proxies, KF & Co. will seek to vote proxies in the best interest of the client(s) holding the applicable securities. In voting proxies, KF & Co. considers factors that KF & Co. believes relate to the client's investment(s) and factors, if any, that are set forth in written instructions from the client. In general, KF & Co. believes that voting proxies in accordance with the following guidelines, with respect to routine items, is in the best interests of our clients. KF & Co. generally votes for proposals 17  that strengthen the shared interests of shareholders and management, proposals that KF & Co. believes may lead to an increase in shareholder value or that maintain or increase the rights of shareholders. KF & Co. will generally vote against any proposals that KF & Co. believes will have a negative impact on shareholder value or rights. If KF & Co. perceives a conflict of interest, KF & Co.'s policy is to notify affected clients so that they may choose the course of action they deem most appropriate. In the event you wish to direct our firm on voting a particular proxy, you should contact our main office at the phone number on the cover page of this brochure with your instruction. . Item 18 Financial Information Our firm does not have any financial condition or impairment that would prevent us from meeting our contractual commitments to you. We do not take physical custody of client funds or securities, or serve as trustee or signatory for client accounts, and we do not require the prepayment of more than $1,200 in fees six or more months in advance. Therefore, we are not required to include a financial statement with this brochure. We have not filed a bankruptcy petition at any time in the past ten years. 18