KOVITZ INVESTMENT GROUP PARTNERS, LLC

How you get there matters. KOVITZ INVESTMENT GROUP PARTNERS, LLC DISCLOSURE BROCHURE (FORM ADV PART 2A) April 1, 2025 71 S WACKER DRIVE SUITE 1860 CHICAGO, IL 60606 (312) 334-7300 This disclosure brochure (“Brochure”) provides information about the qualifications and business practices of Kovitz Investment Group Partners, LLC (“Kovitz”, “we” or “the Firm”). If you have any questions about the contents of this Brochure, please contact us at 312.334.7300 or at compliance@kovitz.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (SEC) or by any state securities authority. Registration with the SEC does not imply a certain level of skill or training. Additional information about Kovitz also is available on the SEC’s website at www.adviserinfo.sec.gov        ITEM 2. MATERIAL CHANGES This section discusses only specific material changes that are made to this Brochure since the Annual Amendment to the Brochure dated March 31, 2024. It does not describe other modifications to this Brochure, such as stylistic changes or clarifications. Effective May 1, 2024, Kovitz completed the acquisition of assets of, and combination with Strategic Wealth Partners Group, LLC. Strategic Wealth Partners (“SWP”) is now part of Kovitz and will be doing business as Strategic Wealth Partners within Kovitz’s registered investment adviser. As part of this transaction, this brochure has been updated throughout to add language specific to how Strategic Wealth Partners conducts advisory business. Effective June 1, 2024, Kovitz completed the acquisition of the assets of, and combination with NorthCoast Asset Management. NorthCoast Asset Management (“NorthCoast”) is now part of Kovitz and will be doing business as NorthCoast within Kovitz’s registered investment adviser designation. As part of this transaction, NCAM will maintain a separate Form ADV Part 2A – Kovitz_NorthCoast Asset Management – that details their specific business. Please review that brochure for further details on NorthCoast. Effective July 1, 2024, Kovitz completed the acquisition of assets of, and combination with Institutional and Family Asset Management, LLC (“IFAM”) and TMD Wealth Management LLC (“TMD”). IFAM and TMD are now part of Kovitz and will be doing business as IFAM Capital and TMD Wealth Management, respectively, within Kovitz’s registered investment adviser. As part of this transaction, this brochure has been updated throughout to add language specific to how IFAM and TMD conducts advisory business. Effective August 1, 2024, Kovitz completed the acquisition of assets of, and combination with Relative Value Partners Group, LLC. Relative Value Partners Group, LLC is now part of Kovitz and will be doing business as Relative Value Partners (“RVP”) within Kovitz’s registered investment adviser. As part of this transaction, this brochure has been updated throughout to add language specific to how RVP conducts advisory business. Effective November 1, 2024, Kovitz completed the acquisition of assets of, and combination with Fort Pitt Capital Group, LLC. Fort Pitt Capital Group, LLC is now part of Kovitz and will be doing business as Fort Pitt Capital Group (“FPCG”) within Kovitz’s registered investment adviser. As part of this transaction, this brochure has been updated throughout to add language specific to how FPCG conducts advisory business. Effective April 1, 2025, Kovitz completed the acquisition of assets of, and combination with Transform Wealth, LLC. Transform Wealth, LLC and its Weatherstone Management division, are now part of Kovitz and will be doing business as Transform Wealth (“Transform”) and Weatherstone Management (“Weatherstone”), respectively, within Kovitz’s registered investment adviser. As part of this transaction, this brochure has been updated throughout to add language specific to how Transform conducts advisory business. Weatherstone maintains a separate Form ADV Part 2A – Kovitz – Weatherstone ADV Part 2A – that details their specific business. We help our clients obtain certain insurance solutions by introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”). If FRS places an insurance product for our client or refers our client to an insurance broker and there is a subsequent purchase of insurance through the broker, then FRS will receive a portion of the upfront and/or ongoing commissions associated with the sale by the insurance carrier with which the policy was placed. The amount of insurance commission revenue earned by FRS is considered for purposes of determining the amount of additional compensation that certain of our financial professionals are entitled to receive. Additionally, certain of these brokers pay FRS periodic fees to participate in the FRS platform and, thereby, to offer their services to our clients and certain of our affiliates’ clients. Further information on this conflict of interest is available in Items 4, 5 and 10 of this Brochure. Clients are encouraged to review the Brochure in its entirety. KOVITZ FORM ADV PART 2A |2     ITEM 3. TABLE OF CONTENTS ITEM 2. MATERIAL CHANGES .......................................................................................................................................... 2 ITEM 3. TABLE OF CONTENTS ......................................................................................................................................... 3 ITEM 4. INVESTMENT ADVISORY BUSINESS .................................................................................................................. 4 ITEM 5. FEES AND COMPENSATION ............................................................................................................................ 22 ITEM 6. PERFORMANCE- BASED FEES/SIDE-BY-SIDE MANAGEMENT ..................................................................... 30 ITEM 7. TYPES OF CLIENTS ........................................................................................................................................... 31 ITEM 8. METHODS OF ANALYSIS, INVESTMENT STRATEGIES, RISK OF LOSS ......................................................... 32 ITEM 9. DISCIPLINARY INFORMATION ........................................................................................................................ 42 ITEM 10. OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ................................................................. 43 ITEM 11. CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS, AND PERSONAL TRADING ......................................................................................................................................................................... 49 ITEM 12. BROKERAGE PRACTICES ............................................................................................................................... 51 ITEM 13. REVIEW OF ACCOUNTS ................................................................................................................................. 55 ITEM 14. CLIENT REFERRALS AND OTHER COMPENSATION ................................................................................... 56 ITEM 15. CUSTODY ........................................................................................................................................................ 59 ITEM 16. INVESTMENT DISCRETION ............................................................................................................................ 60 ITEM 17. VOTING CLIENT SECURITIES ......................................................................................................................... 61 ITEM 18. FINANCIAL INFORMATION ........................................................................................................................... 61 KOVITZ FORM ADV PART 2A |3     ITEM 4. INVESTMENT ADVISORY BUSINESS Kovitz is an investment adviser that provides investment management, wealth management, and financial planning services. Kovitz has over 390 employees, and we provide our services to individual and institutional clients. Our institutional clients include endowments, municipal government entities, charitable organizations, employee benefit (ERISA) plans, corporations, and other entities. We provide our services from multiple locations throughout the United States with our headquarters located in Chicago. Please review our website or our Form ADV Part 1 for a full list of locations. Kovitz was created in December of 2015 in response to being acquired by Focus. From October 1, 2003 to December 31, 2015, the Firm was defined as Kovitz Investment Group, LLC. Effective January 1, 2016, Kovitz Investment Group, LLC underwent an organizational change and all persons responsible for portfolio management became employees of Kovitz. From January 1, 1997 to September 30, 2003, all persons responsible for portfolio management comprised the Kovitz Group, an independent division of Rothschild Investment Corp (Rothschild). Effective March 1, 2024, Kovitz completed the acquisition of assets of, and combination with Telemus Capital, LLC. Telemus Capital is now part of Kovitz and will be doing business as Telemus Capital within Kovitz’s registered investment adviser. Effective May 1, 2024, Kovitz completed the acquisition of assets of, and combination with Strategic Wealth Partners Group, LLC. Strategic Wealth Partners, (“SWP”) is now part of Kovitz and will be doing business as Strategic Wealth Partners within Kovitz’s registered investment adviser. Effective June 1, 2024, Kovitz completed the acquisition of the assets of, and combination with NorthCoast Asset Management. NorthCoast Asset Management, (“NorthCoast”) is now part of Kovitz and will be doing business as NorthCoast within Kovitz’s registered investment adviser. Effective July 1, 2024, Kovitz completed the acquisition of assets of, and combination with Institutional and Family Asset Management, LLC (“IFAM”) and TMD Wealth Management LLC (“TMD”). IFAM and TMD are now part of Kovitz and will be doing business as IFAM Capital and TMD Wealth Management, respectively, within Kovitz’s registered investment adviser. Effective August 1, 2024, Kovitz completed the acquisition of assets of, and combination with Relative Value Partners Group, LLC. Relative Value Partners Group, LLC is now part of Kovitz and will be doing business as Relative Value Partners (“RVP”) within Kovitz’s registered investment adviser. Effective November 1, 2024, Kovitz completed the acquisition of assets of, and combination with Fort Pitt Capital Group, LLC. Fort Pitt Capital Group, LLC is now part of Kovitz and will be doing business as Fort Pitt Capital Group (“Fort Pitt”) within Kovitz’s registered investment adviser. Effective April 1, 2025, Kovitz completed the acquisition of assets of, and combination with Transform Wealth, LLC. Transform Wealth, LLC and its Weatherstone Management division, are now part of Kovitz and will be doing business as Transform Wealth (“Transform”) and Weatherstone Management (“Weatherstone”), respectively, within Kovitz’s registered investment adviser. As of December 31, 2024, Kovitz has approximately $31.7 billion of regulatory assets under management. This is composed of approximately $29.5 billion of assets managed on a discretionary basis and approximately $2.2 billion on a non-discretionary basis. Focus Financial Partners Kovitz is part of the Focus Financial Partners, LLC (“Focus LLC”) partnership. Specifically, Kovitz is a wholly-owned indirect subsidiary of Focus LLC. Focus Financial Partners Inc. is the sole managing member of Focus LLC. Ultimate governance of Focus LLC is conducted through the board of directors at Ferdinand FFP Ultimate Holdings, LP. Focus LLC is majority- owned, indirectly and collectively, by investment vehicles affiliated with Clayton, Dubilier & Rice, LLC (“CD&R”). Investment KOVITZ FORM ADV PART 2A |4     vehicles affiliated with Stone Point Capital LLC (“Stone Point”) are indirect owners of Focus LLC. Because Kovitz is an indirect, wholly-owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners of Kovitz. Focus LLC also owns other registered investment advisers, broker-dealers, pension consultants, insurance firms, business managers and other firms (the “Focus Partners”), most of which provide wealth management, benefit consulting and investment consulting services to individuals, families, employers, and institutions. Some Focus Partners also manage or advise limited partnerships, private funds, or investment companies as disclosed on their respective Form ADVs. INVESTMENT MANAGEMENT – GENERAL Our main business is providing discretionary investment advice to individuals and institutions in separate accounts (further described below under the section entitled “Item 16. Investment Discretion”). We primarily invest each of our client’s portfolios in equities (stocks) and/or fixed income (bond) securities. Each of our clients has his/her own account, and the equities and bonds in the account are usually individual securities. We first consult with our clients to understand their financial situation, such as their objectives for asset growth, income and liquidity, principal protection, risk tolerance, and tax minimization. Next, based on the above information, we recommend an initial target asset allocation for each client, generally meaning the percentage of stocks and bonds to be put in the portfolio. After working with the client to select an appropriate asset allocation, the Kovitz Chicago Office generally implements it across the client relationship, or all of the client’s accounts (“allocation group”), to the extent feasible. Generally, Kovitz Chicago, Telemus Capital, Strategic Wealth Partners, and TMD Wealth Management manage the asset allocation at the allocation group level, which means there will be variation as to asset allocation within a specific underlying account. In addition, if a client adds an account to their relationship with us, we will add the account to the existing allocation group, with the agreed-upon asset allocation, unless directed otherwise by the client. The Kovitz Madison California Offices, IFAM Capital, NorthCoast and Fort Pitt team generally manage asset allocation at the account level. We meet with our clients to understand their needs, circumstances and objectives, work with our clients’ other advisers, and rebalance, and periodically review the client’s asset allocation. We will consider the client’s individual situation and the nature, position size, and suitability of specific securities when reviewing and making purchase and sale decisions for each of our clients. In this manner, we tailor our investment management services to the needs of our clients. Our clients may restrict us in the management of their accounts, such as the amount, type, or identity of stocks or bonds to buy or sell, as long as they are reasonable, consistent with our professional responsibility and investment philosophy, not prove to be overly burdensome and allow us to substantially implement our investment strategies. Although not recommended, a client may also wish to utilize margin within their account(s) and/or take out a loan using the securities within the portfolio as collateral. If, in the opinion of Kovitz, a restriction or client directed trade would subject the client’s portfolio to risks that are contrary to the investment strategy selected by them, Kovitz will request additional information from the client and provide guidance regarding what Kovitz believes to be in the client’s best interest. If a mutual understanding cannot be reached as to the best way to invest the client’s assets, Kovitz may be forced to terminate the firm’s engagement with that client. Kovitz is not responsible for any gains or losses incurred by clients as a result of any restrictions and/or trades directed by them. We are restating here, in plain English, what it means for us to be a fiduciary to you. As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on us by the federal and state securities laws. As a result, you have certain rights that you cannot waive or limit by contract. Nothing in our agreement with you should be interpreted as a limitation of our obligations under the federal and state securities laws or as a waiver of any unwaivable rights you possess. Our existing form of investment advisory agreement contains provisions about limited circumstances in which we will not be liable to you. Those provisions do not prevent you from asserting that we have not met our fiduciary obligations if you in fact believe that we have not. KOVITZ FORM ADV PART 2A |5     In certain circumstances, Kovitz will refer clients to other industry professionals (i.e., tax professionals, insurance professionals, attorneys, financial institutions) when advice outside of that provided by Kovitz is needed. Referrals may also be made to other individuals who are long-time industry professionals that Kovitz has worked with before and that have proven themselves to be knowledgeable in their field(s). When an introduction is made to an outside entity or individual, including any Kovitz affiliate, the client is not obligated in any way to retain the services of that service provider. Clients have the ability to purchase/sell securities (including shares of any mutual fund) without retaining Kovitz as their investment adviser. Retaining Kovitz to provide investment management services costs more than clients doing independent research and investing on their own. Clients who choose to pay professional management fees to Kovitz receive customized investment advice tailored to the individual needs of each client, after assessing and taking into account all of that client’s investment assets. INVESTMENT MANAGEMENT – CALIFORNIA OFFICE Kovitz also offers discretionary investment advice on individual securities to clients by way of its California office through various strategies in separately managed accounts. The California Office’s philosophy includes primarily investing in equity securities that are considered out-of-favor and undervalued by the investing public. The philosophy also includes holding them until they have reached what their investment team believes is a reasonable fair value, or until the team finds equity candidates with what it believes are more attractive risk/reward attributes, or the particular equity’s risk/reward profile does not justify continued ownership. Kovitz California generally implements it strategy on an account basis instead of across all of the client’s accounts. Additional details about the California Office’s strategies are further described in the sections entitled, “Equities – California Office,” “ETFs – California Office,” and “The Prudent Speculator – California Office.” INVESTMENT MANAGEMENT – MADISON OFFICE In addition, Kovitz offers discretionary investment advice through various strategies in separately managed accounts via its Madison Office. The Madison Office’s philosophy includes investing primarily in equity and fixed income securities, along with exchange-traded funds (“ETFs”) and mutual funds. Client accounts in these strategies can solely hold equities, solely fixed income securities, or a combination of several security types. The philosophy of the Madison Office is suited for those who share their belief in long-term investment strategies. Kovitz Madison generally implements it strategy on an account basis instead of across all of the client’s accounts. Additional details about strategies offered by the Madison Office are further described in the sections entitled, “Equities – Madison Office” and “Fixed Income Securities – Madison Office.” INVESTMENT MANAGEMENT – TELEMUS CAPITAL Telemus Capital will consult with our clients to understand their financial situation, such as their objectives for asset growth, income and liquidity, principal protection, risk tolerance, and tax minimization. Based on the results of the client discussion(s) and the information provided by the client, we prepare a Financial Life Proposal for the client which includes the agreed upon investment strategy. For clients using the Envestnet program (described below), we prepare and review with the client a customized Statement of Investment Selection (“SIS”). The SIS incorporates an investment profile summary, summarizes the information the client has provided us and makes recommendations for the client’s portfolio based on the information provided. Using tools provided by Envestnet, we may recommend that the client’s portfolio be allocated among various investment managers and/or products. After reviewing the client’s final investment strategy or SIS (in the case of clients using the Envestnet program), the client enters into an investment advisory agreement (“Client Agreement”) with Telemus Capital. The Client Agreement discusses the services to be provided to the client and other applicable terms and conditions. For most client accounts, Telemus Capital constructs client portfolios generally in accordance with our traditional model strategies: Income Only, Capital Preservation, Conservative, Moderate, Balanced, Aggressive, Ultra Aggressive and Growth Only. Client portfolios are managed in accordance with the model strategy most appropriate for the client’s risk profile. Each model strategy can allocate across as many as five sleeves: Growth, Diversifier, Income (either with taxable or tax- KOVITZ FORM ADV PART 2A |6     exempt bonds), Private Investments and Cash. Allocations to each sleeve are made in differing percentages depending on the risk profile of each model. All of the model strategies include some combination of individual equities, individual bonds, mutual funds, ETFs, private funds and potentially other investment products. For accounts not deemed large enough for the traditional models or clients seeking a passively managed portfolio, Telemus Capital also constructs client portfolios in accordance with the following model strategies: Ultra-Conservative, Conservative, Moderate, Balanced, Aggressive and Ultra-Aggressive. Client portfolios are managed in accordance with the model strategy most suitable for the client’s risk profile. Each model strategy has three sleeves: Growth, Income and Cash. Allocations to each sleeve are made in differing percentages to each model strategy depending on the risk profile of the strategy. All of these model strategies are constructed with passive ETFs. for separately managed accounts, current income, liquidity constrains, Clients should know that their assets in each model strategy are likely to be managed in a manner similar to other clients having similar investment objectives and risk tolerance. The implementation of a model strategy may vary depending on a client’s preferences taxes or environmental/social/governance concerns. We implement investment advice on behalf of certain clients in held-away accounts that are maintained at independent third-party custodians. These held-away accounts are often 401(k) accounts, 529 plans and other assets that are not held at our primary custodian(s). INVESTMENT MANAGEMENT – STRATEGIC WEALTH PARTNERS We provide personalized and holistic wealth and investment management services to clients on a discretionary and non- discretionary basis. As detailed in Item 8, we typically allocate clients' investment management assets among professionally managed investments such as Mutual Funds, Exchange- Traded Funds ("ETFs"), Structured Notes, Interval Funds, External Managers, Private Collective Investment Vehicles, Treasuries Notes and other securities we believe are appropriate. Additionally, we may recommend that clients who are accredited investors or qualified purchasers as defined under Rule 501 of the Securities Act of 1933, as amended, invest in private placement securities, which may include debt, equity, and/or pooled investment vehicles when consistent with the client’s investment objectives. The Firm renders services to certain clients relative to variable life/annuity products that they may own, their individual employer-sponsored retirement plans, and/or 529 plans or other products that the client's primary Custodian may not hold. In so doing, SWP either directs or recommends the allocation of client assets among the various investment options that are available with the product. Client assets are maintained at the specific insurance company or Custodian designated by the product. The Firm tailors its advisory services to the individual needs of clients. SWP consults with clients initially and on an ongoing basis to determine risk tolerance, time horizon, and other factors that may impact their investment needs. SWP ensures that clients' investments are suitable for their investment needs, goals, objectives, and risk tolerance. INVESTMENT MANAGEMENT – IFAM CAPITAL We seek to evaluate a client’s current financial situation and offer investment management services which are aligned with the client’s goals and circumstances. We manage client assets in accordance with models which are designed for a range of client investment objectives and risk tolerances. We allocate assets primarily among various mutual funds, exchange-traded funds (ETFs) and a third-party manager of separately managed accounts. We are additionally the investment manager for two strategies described below, for which we charge a Strategy fee. Clients may also engage us to manage and/or advise on certain investment products that are not maintained at their primary custodian, such as variable life insurance and annuity contracts and assets held in employer sponsored retirement plans and qualified tuition plans (i.e., 529 plans). In these situations, we direct or recommend the allocation KOVITZ FORM ADV PART 2A |7     of client assets among the various investment options available with the product. These assets are generally maintained at the underwriting insurance company or the custodian designated by the product’s provider. The order management system that we use for some held away retirement plan accounts is provided by Pontera Solutions, Inc. We review, monitor and manage these held away accounts in an integrated way with the client accounts held at our primary custodian. We tailor our advisory services to meet the needs of its individual clients and seek to manage client assets in a manner consistent with those needs and objectives. Clients are advised to promptly notify the Firm if there are changes in their financial situation or if they wish to place any limitations on the management of their portfolios. Investment Management Services We offer two equity strategies with options overlay components: A. IFAM Strategic Income Portfolio Strategy (“Strategic Income”). Our Strategic Income strategy invests in 50 Large Cap Dividend Growth stocks. We implement an equity collar and sell calls against the stocks in an effort to manage equity risk and generate income from the portfolio. B. IFAM Dynamic Income Portfolio Strategy (“Dynamic Income”). Our Dynamic Income strategy invests in commodity and global equity market index funds. We then sell calls against those index funds to produce income within the strategy. INVESTMENT MANAGEMENT – RELATIVE VALUE PARTNERS RVP provides discretionary portfolio management of client assets which are managed to a variety of investment strategies, most of which are invested primarily in closed end funds, ETFs and mutual funds. RVP’s Durable Opportunities strategy primarily invests in alternative securities such as Business Development Companies (BDCs), preferred stock, Mortgage REITs, Mortgage Finance Securities, Timber REITs and syndicated loans. For certain financially qualified clients, we recommend private investment funds or hedge funds. Clients select the appropriate strategies or allocation following consultation with an adviser regarding the client’s financial circumstances, investment objectives and risk tolerance. RVP also provides a service of offering investments in private funds to those clients for whom it believes the offering may be suitable. RVP will establish general parameters of risk tolerance, liquidity, cash flow, age and net worth in order to determine suitability. INVESTMENT MANAGEMENT – FORT PITT Wealth management is a holistic set of services that includes Investment Management (described below) for both individuals and institutions and advice on matters such as asset accumulation, elder care costs, estate planning, education planning, business succession planning and/or insurance needs. When any person or entity engages Fort Pitt for wealth management, that client is assigned to a service team, led by a Financial Advisor. The service team is dedicated to the implementation of the firm’s investment philosophy in a manner consistent with the client’s investment objectives and risk tolerance. The management process begins with the Financial Advisor learning about the investment experience of the client and their goals for hiring Fort Pitt as their investment manager. Some clients want to engage the firm to provide the full investment planning experience while others may want Fort Pitt to manage only a portion of their overall investment portfolio. Taking into account the client’s wishes, Fort Pitt reviews the assets and investment accounts held by that client and provides recommendations on how to structure the client’s assets and accounts moving forward. The Financial Advisor looks at the client’s holdings as well as the type of accounts in which the securities are held. KOVITZ FORM ADV PART 2A |8     Fort Pitt has full discretionary authority over clients’ assets under management. The majority of client assets are contained in managed portfolios of securities that are actively invested by Fort Pitt. In addition, clients may hold certain non- managed accounts and/or segregated assets that are excluded from billing & reporting. Although not actively managed, these assets are included in the firm’s assets under management as they are considered by Fort Pitt as part of the overall financial condition of the client and they help to inform the recommendations made by Fort Pitt. Each service team periodically reviews clients’ non-managed positions and Fort Pitt will execute trades when deemed appropriate by the Financial Advisor and/or based on the wishes of the client. Non-managed assets can include real estate holdings, business equity, accrued retirement benefits, potential inheritances, illiquid securities, securities that have sentimental value and/or holdings of the children and grandchildren of the same family. Coordinating a client’s broad- based asset mix ensuring appropriate wealth preservation and liquidity while also optimizing growth, limiting risk and maintaining tax efficiency is a critical and ongoing wealth management function. Fort Pitt often works closely with a client’s extended family to set priorities and expectations regarding current and future wealth transfers to family members, charities, etc. Although Fort Pitt does not provide investment recommendations regarding options within the firm’s managed account strategies, the firm may utilize options on a limited basis for clients who hold concentrated positions in a single security. The purpose is to allow Fort Pitt to sell out of the position over time while limiting the tax impact of the transactions. Investment Management Services: Fort Pitt primarily manages client assets by utilizing one (or more) of three types of investments:  Individual Equity Securities;  Fixed Income Securities (taxable and tax free);  Mutual Funds/Exchange Traded Funds (“ETF”); As described above, through discussions and the completion of a client questionnaire, Fort Pitt will assist clients in developing an Investment Plan based on their investment objectives and risk tolerance and then pursuing investment strategies and individual securities taking into account their investment timeline and anticipated distribution needs. Clients should expect to be fully engaged and periodically meet with or talk to their Financial Advisor regarding their holdings and the firm’s recommendations. Clients are also encouraged to keep Fort Pitt informed of any changes to their investment objectives and risk tolerance. Open, honest and ongoing communication among all parties is critical to a successful working relationship. Fort Pitt can also provide management services for a particular portfolio of securities as designated by the client. In these cases, a discussion typically occurs between the Financial Advisor and the client regarding the goals of the client for that particular portfolio and an investment strategy is selected. The firm’s recommendations and the strategy selected will be documented in writing by Fort Pitt and provided to the client. Whether an Investment Plan is created, or a strategy is selected for a particular portfolio, Fort Pitt will monitor the assets and provide ongoing management services to the client. Fort Pitt designs each client’s individual equity and fixed income portfolio (using different combination(s) of stocks, bonds, mutual funds and ETFs) to achieve performance results that will allow them to address their day-to-day needs while still pursuing their short-term and long-term goals. Fort Pitt establishes, trims and/or eliminates positions on a pro rata basis across all like managed accounts. With respect to mutual fund/ETF investing, Fort Pitt engages in discussions with clients regarding their anticipated account balances and distribution needs and a good faith selection is made. Disclosures are provided at the time of investment to help clients understand the recommended investments and share classes being presented. Prior to making any mutual fund investment, clients and prospective clients should review the prospectus for a comprehensive understanding of the terms and conditions applicable to that fund. Based on the items above, Fort Pitt uses its best efforts to select the share class that is the most cost effective for each client at the time of investment unless otherwise instructed by the client. Please refer to Item 5 for more information. KOVITZ FORM ADV PART 2A |9     Management of Annuities: On a limited basis, Fort Pitt provides investment advice with respect to annuities that are custodied at Charles Schwab and Fidelity. Although Fort Pitt can be designated as having full trading authority for these types of assets, the firm’s management is limited to allocating client assets among the investment options (i.e., sub-accounts) that are available to the annuity holder. Community Involvement: Fort Pitt takes great pride in its ability to support and sponsor charitable organizations within the City of Pittsburgh and throughout the United States. In addition, Fort Pitt employees pride themselves on taking advantage of educational opportunities and being active within their communities by supporting local businesses. Fort Pitt employees have been asked to hold positions of control (i.e., board positions) with outside organizations that have a direct client relationship with Fort Pitt. When this has occurred, the conflict of interest has been disclosed to compliance and acknowledged/addressed as necessary by the employee and the outside organization. In addition, there are a handful of client relationships with non-profit organizations that Fort Pitt supports through charitable contributions/sponsorships. Such relationships are not material to the business of Fort Pitt and any such clients are not provided with favorable treatment by Fort Pitt. WEALTH MANAGEMENT – TRANSFORM WEALTH Transform Wealth tailors its wealth management services and recommendations to meet the needs of its individual Clients by assessing Client stated needs, goals, intentions, time horizons, risk tolerance and investment objectives, based upon information provided by the Client and the nature of services requested. Transform Wealth anticipates that each Client will actively participate in the review of information and the formulation of their investment plan. Transform Wealth places a focus on liquidity, diversification, risk analysis and cash flow through the use of investments primarily available through nationally-recognized security exchanges. The portfolio strategies considered for use by Transform Wealth include individual equity securities (foreign and domestic), bonds, ETFs, no-load mutual funds, corporate debt securities, commercial paper, Certificates of Deposit, municipal securities, government debt securities (foreign and domestic), real estate (private and public), partnership (using a Fund of Funds) investments, private equity and credit and other securities, or a combination thereof. Transform Wealth also offers advice on the following: warrants; certificates of deposit; option contracts on securities and commodities; and investments in variable life or annuity products. Transform Wealth also offers advice on partnerships (public and private). For Clients with non-discretionary assets, implementation of any advice or recommendations pertaining to securities and/or non-securities matters – in whole or in part – is entirely at the Client’s discretion. Where an existing portfolio has been designed by the Client or another party, Transform Wealth can provide recommendations for ongoing management, re-design, adjustments or rebalancing. Certain Clients may desire to keep holdings within their account(s) that are selected by the Client and are not the subject of investment advice by Transform Wealth. These are self-directed assets. Transform Wealth will have no responsibility to manage any self-directed assets in Client accounts and Transform Wealth accepts no liability to those Clients in connection with any loss relating to self-directed assets. Clients requiring assistance on issues relating to matters outside of investment advisory topics should consult their personal tax adviser, legal counsel, or other professionals for expert opinions. KOVITZ FORM ADV PART 2A |10     When providing a review or advice on investments within ERISA retirement plans, the advice and any recommendations are limited to plan offerings and the service provider(s) selected by the plan providers. If services desired go outside the scope of Wealth Management Services during the engagement, Transform Wealth is available to provide Consultation Services. In such cases, Transform Wealth will request a new or amended Client Agreement and additional fees will apply. Transform Wealth will not engage in additional services without the Client’s written direction. C. Selection of Other Advisers In limited instances, when Transform Wealth allocates Client assets to External Advisers, the Client-facing adviser, is responsible for assessing the Client’s needs, communicating with the client, allocating (or recommending the allocation of) the Client’s assets and conducting due diligence and monitoring of the Client’s investments. The External Adviser is responsible for managing certain of the Client’s assets that we allocate to them in a manner consistent with the manager’s stated investment strategies and in accordance with the guidelines we provide. D. Financial Planning & Financial Assessment Services for providing written Financial Planning and Financial Financial Planning & Financial Assessment Services are dependent upon the nature and scope of services to be provided. Transform Wealth’s services and the fee for those services are agreed to with the Client at the time of engagement. Transform Wealth undertakes two general approaches Assessment Services: 1. A “Comprehensive Financial Plan,” which reviews all o f the various aspects of a Client’s situation as presented by the Client, which may include, but are not limited to: individual needs, finances, goals and objectives, time horizons and risk tolerance, business activities, taxes, estate planning, insurance, educational funding, budgeting, retirement and more. This Comprehensive Financial Plan includes the data gathering process through a comprehensive Client Workbook, actual presentation of the written Plan, and ongoing consultation services regarding the implications and recommendations provided. Ongoing consultation services are typically provided in conjunction with regular investment portfolio reviews; however, if a Client experiences significant changes in their circumstances or requires more comprehensive updates, the Client may need to re-engage Transform Wealth under a new planning agreement. 2. A “Focused Financial Assessment” typically includes a simplified, limited scope analysis covering basic cash flow and net worth projections. Transform Wealth collects data using a brief Financial Assessment questionnaire. Because of time and project limitations, the Client’s overall financial situation will not be considered. The Focused Financial Assessment is typically provided for Clients utilizing Transform Wealth for their wealth management needs. If desired, Clients can secure Comprehensive Financial Planning services under a separate agreement. When Clients utilize our combined Comprehensive Financial Planning and Wealth Management services, we will reach out to them quarterly to encourage a discussion about their investment portfolios. At the same time, we will also address their ongoing planning needs. We encourage our Clients to contact us immediately if they experience any significant life events that could alter the assumptions of their financial plan. E. Consultation Services Transform Wealth’s business consulting services are focused on individuals and families who manage their own business. We will work to understand the unique and complex aspects of your business operations with a holistic view of your financial situation. These services are offered outside of the Transform Wealth’s Financial Planning and Wealth Management Services for a fee. KOVITZ FORM ADV PART 2A |11     F. Client Tailored Services and Client Imposed Restrictions Transform Wealth recognizes that each Client is unique, and therefore, Transform Wealth focuses on providing individualized services. Transform Wealth can tailor services to each Client and their specific situation based on the nature of the engagement. Clients electing to receive limited services should understand that Transform Wealth will not have sufficient information to perform a comprehensive analysis of their long-term financial goals and objectives. Clients c a n impose reasonable restrictions on the management of their portfolios if Transform Wealth determines in its sole discretion that the conditions can be accommodated. Clients are advised to promptly notify Transform Wealth in writing if there are changes in their personal or financial situation, needs, goals, or objectives, and if they wish to place any limitations on the management of their portfolios. EQUITIES – GENERAL For the equities portion of our clients’ portfolios, we seek to maximize total return through a combination of long-term capital appreciation and the receipt of dividends and income while maintaining an emphasis on the preservation of capital. We approach buying equities for our clients as if we are part owners of businesses, not traders of stocks. We look to maximize the investment return we achieve given the investment risk we take. We view risk as the odds of a permanent loss of capital and not volatility of returns. We believe purchasing stock in competitively advantaged and financially strong companies at prices substantially less than our assessment of their intrinsic (business) value is the best way to preserve client capital over long periods of time. Generally, the companies we invest in are usually larger capitalization companies. EQUITIES – CALIFORNIA OFFICE The equity strategies (the ones that are currently “marketed” to current and prospective clients of the California Office) include the following: The Kovitz ValuePlus strategy (also known as “Kovitz Dividend Value,” which combined the strategies formerly known as “Al Frank Value” and “Al Frank Select Value”) includes both dividend and non-dividend paying stocks and seeks broad diversification through exposure to a significant number of major market sectors and industry groups. For client accounts in this strategy, the investment team in the California Office typically builds portfolios containing 70 – 90 stocks. The Kovitz Focused ValuePlus strategy (formerly known as “Al Frank Select Focused Value”) seeks long-term capital appreciation by investing in a more concentrated portfolio of stocks across major market sectors and industry groups. For client accounts in this strategy, the California Office investment team typically builds portfolios containing roughly 30 – 40 stocks. The Kovitz Dividend Income strategy (which combined the strategies formerly known as “Al Frank Dividend Value” and “Al Frank Select Dividend Value”) includes dividend paying stocks, and seeks broad diversification through exposure to a significant number of major market sectors and industry groups. For client accounts in this strategy, the California Office investment team typically builds portfolios of equally weighted positions containing 60 – 80 stocks. The Kovitz Focused Dividend strategy (formerly known as “Al Frank Select Focused Dividend”) seeks long-term capital appreciation and dividend income through mostly dividend-paying stocks, and seeks broad diversification through exposure to major market sectors and industry groups. For client accounts in this strategy, the California Office investment team typically builds portfolios that contain roughly 30 – 40 stocks. The Kovitz Small-Mid Dividend Value strategy (formerly known as “Al Frank Select Small-Mid Dividend Value”) includes primarily micro, small, and mid-cap dividend paying stocks, and seeks broad diversification to a significant number of major market sectors and industry groups, although market appreciation sometimes KOVITZ FORM ADV PART 2A |12     results in these stocks moving into what is known as the “large-cap” category. For client accounts in this strategy, the investment team in the California Office typically builds portfolios containing 70 to 90 stocks. The Prudent Speculator strategy generally mirrors the TPS portfolio (“TPS Strategy”), the basis for “The Prudent Speculator” newsletter (which is further described below). The TPS Strategy includes both dividend and non- dividend paying stocks and seeks broad diversification through exposure to a significant number of major market sectors and industry groups. For clients in the TPS Strategy, the investment team in the California Office typically builds portfolios that initially contain 70 to 90 positions. EQUITIES – MADISON OFFICE The primary goal of the equity strategies managed by the Madison Office (whether as part of stock-only portfolio, or as part of a “balanced” portfolio containing a mix of equities and bonds) is to provide performance returns from a diversified portfolio of stocks that exceed appropriate benchmarks, such as the S&P 500 Index. The Madison Office’s equity strategies typically include a mix of small-, mid-, and large-capitalization domestic and international stocks. The investment team in the Madison Office uses internal and external research to help identify companies where the current market prices do not correctly reflect the team’s opinion of the underlying value or future growth potential. The team’s decisions to buy or sell securities are based on expected return, as well as the potential impact of the transactions on the applicable clients’ overall diversification. For certain client account groups, the team also uses cash (and/or cash equivalents) as a way to help reduce market risk at times when it believes the overall stock market is unattractive on a risk/return basis, or to enhance the client’s portfolio yield and/or liquidity. EQUITIES – TELEMUS CAPITAL The equity strategies (the ones that are currently “marketed” to current and prospective clients of Telemus Capital) include the following: Core Equity: Actively managed core equity strategy that focuses on large-cap companies with demonstrated consistent, above-average earnings growth and reasonable valuations. It is managed relative to the Russell 1000 and/or S&P 500 Indices as benchmarks. Evercore Wealth Management LLC currently serves as sub-advisor for this strategy. Taurus: Actively managed growth strategy focusing on above-average growth businesses that are poised to benefit from secular growth trends. The process utilizes a proprietary screen to identify attractive securities alongside fundamental and technical analysis. Aware: Actively managed domestic equity portfolio focused on making investments in businesses that meet strict environmental, social and governance (ESG) criteria. High and Rising Dividend: Equity strategy which seeks to invest in equity securities of companies that pay relatively high dividends as measured by yield. Stability and/or growth of dividends and dividend yield may also be considered by the manager. The strategy invests across a broad range of market capitalizations. It is primarily designed for taxable investors seeking current income and/or who can benefit from the lower federal income tax rates applicable to dividends and/or long-term capital gains. The strategy may also be appropriate for taxable or tax-exempt investors seeking a different and complimentary income stream, the principal of which can fluctuate greatly. Finally, investors may use this strategy to diversify their equity allocation. Investments are diversified across sectors and industries in an effort to reduce the risk of concentrating investments only in industries with the highest dividend yields. KOVITZ FORM ADV PART 2A |13     FIXED INCOME SECURITIES – GENERAL For the bond portion of our clients’ portfolios, we focus on diligent execution and high credit quality. We take into consideration our client’s tax situation, the type of issuer and bond, and general market conditions when we construct bond portfolios for our clients. Depending on the client’s needs, market conditions, and pricing, we typically purchase the following types of bonds for our clients: Taxable, tax-free, and alternative minimum tax (AMT) municipal bonds; Municipal bonds; Corporate bonds; Mortgage-Backed Securities; and U.S. Treasury and government agency bonds. Our goal is to capture excess yield without incurring additional risk. We primarily try to accomplish this by patiently bidding on bonds owned by third party bond sellers, by finding bonds with perceived complexity and liquidity risks, and by our willingness to buy odd (smaller) lots of bonds. The demand for these kinds of bonds is typically lower, and therefore we attempt to buy them at lower prices (and higher yields) for our clients. The firm primarily uses a network of third-party dealers and electronic trading platforms to help construct fixed income portfolios for clients. Please refer to the “Directed Brokerage” section under “Item 12. Brokerage Practices” for examples of these brokers. We generally buy bonds with the intent to hold to maturity, and therefore we are less concerned about interim price changes. We do not keep bonds in an inventory for later sale to our clients. We buy bonds for direct allocation to specific client accounts based on the specific client’s asset allocation and circumstances. Depending on our specific client’s investment objective, we will typically build a bond ladder of individual bonds maturing in different years in order to provide liquidity, an income stream, and to help guard against interest rate and credit risk. FIXED INCOME SECURITIES – MADISON OFFICE The primary goal of the fixed income strategy of the Madison Office (whether as part of a bond-only portfolio, or a balanced portfolio containing a mix of equities and bonds) is to provide performance returns from a diversified portfolio of bonds that exceed industry-recognized benchmarks, such as the Barclays Intermediate Government/Credit Index. The fixed income strategy typically includes a mix of U.S. Treasury and government agency bonds; investment and below- investment grade corporate bonds; convertible bonds; municipal bonds; mutual funds; and fixed income ETFs. The Madison Office investment team evaluates and selects fixed income securities based on its assumptions about interest rates, the treasury yield curve, company-specific risk, and other variables that will impact the relative performance of the security. Similar to what it does for its equity (and balanced) strategies for certain client account groups, the team uses cash (and/or cash equivalents) when it believes that the fixed income market is unattractive on a risk/return basis or to enhance the client’s portfolio yield and/or liquidity. FIXED INCOME SECURITIES – TELEMUS CAPITAL The fixed income strategies (the ones that are currently “marketed” to current and prospective clients of Telemus Capital) include the following: Investment Grade Taxable Fixed Income: Actively managed intermediate taxable bond portfolio managed relative to the Bank of America Merrill Lynch 1-10 Year US Corporate & Government Index as its benchmark. KOVITZ FORM ADV PART 2A |14     High Yield Taxable Fixed Income: Actively managed fixed income portfolio that focuses exclusively on the highest quality (BB) component of the high yield universe. The portfolio is managed relative to the Bank of America Merrill Lynch 1-10 Year BB Cash Pay High Yield Index as its benchmark. Blended Taxable Fixed Income: Actively managed fixed income portfolio that combines Telemus Capital’s investment grade capability with its high yield (BB) capability. The portfolio is managed relative to a custom blended benchmark comprised of 50% corporate/government intermediate investment grade bonds (as identified in the Bank of America Merrill Lynch 1-10 Year US Corporate & Government Index) and 50% intermediate BB rated bonds (as identified in the Bank of America Merrill Lynch 1-10 Year BB Cash Pay High Yield Index). Treasury Bond Ladder: Actively managed strategy that invests in Treasury bonds 1-10 years in maturity. Tax-Exempt Fixed Income: Actively managed strategy that focuses on investment grade, short-to-intermediate maturity municipal bonds. The strategy is customized to maximize the after-tax returns for each individual client. OTHER TYPES OF SECURITIES OPTIONS We use option transactions in conjunction with our day-to-day management of clients’ equity investments. We primarily do this by selling covered calls. Our clients own the stock and, in return for a premium, we sell to a third party the right to buy the stock at a certain price by a certain date. We usually do this for tax reasons to extend the holding period so our clients can get more favorable long-term capital gains tax treatment. When option prices are volatile, we have also sold covered calls to generate income for clients and to manage their sector exposures. Typically, we will sell “at the money” calls (where the call strike price is near the underlying stock’s market price) in order to maximize the premium that the client receives. We also use other option strategies as a way for clients to earn income while waiting to invest their assets in our primary equity strategy. We accomplish this by, for example, buying or selling options on index-tracking ETFs, or by selling puts on our equity recommendations. The goal of these strategies is to supplement the firm’s primary equity investment strategies as a way to enhance client returns. MUTUAL FUNDS Open-End Mutual Funds Occasionally, we recommend investments in no-load, open-end mutual funds instead of individual equity or fixed income securities. We believe this is appropriate for diversification in smaller accounts below our recommended investment minimums (described below in the section entitled “Types of Clients”) or to gain access to sectors outside of our core investment strategies, and usually at a client’s request. Al Frank Fund We also manage an affiliated mutual fund, the Al Frank Fund (ticker: VALAX). The Al Frank Fund is an advisory client of Kovitz, and Kovitz generally intends to manage the Al Frank Fund according to the same strategy as that of its separate (equity) account clients that are managed by the investment team in the California Office. Depending on the prospective client or client’s investment objectives and risk tolerance, the California Office generally recommends the Al Frank Fund for those clients who have assets below applicable investment minimums (refer to the section below entitled “Types of Clients”), or otherwise for clients and prospective clients who we believe would be better served by the diversification that we intend for the Al Frank Fund to provide. Please refer to the Al Frank Fund prospectus for more information, or the website (www.alfrankfunds.com). KOVITZ FORM ADV PART 2A |15     Fort Pitt Capital Total Return Fund Kovitz serves as adviser to the Fort Pitt Capital Total Return Fund (ticker: FPCGX) and makes the investment management decisions for FPCGX’s portfolio. The assets of the Fund are managed in a manner similar to that of the Fort Pitt’s all equity managed stock portfolio. The specific guidelines that Fort Pitt uses on behalf of FPCGX are described in the Fund’s prospectus. Fort Pitt will include the Fund in a client’s portfolio in accordance with its fiduciary duty and only if that investment is consistent with the investment objectives and risk tolerance of that client. Absolute Capital Opportunities Fund In addition to the mutual funds noted above, we are the sole sub-adviser of an affiliated mutual fund, the Absolute Capital Opportunities Fund (ticker: CAPOX). The primary adviser of CAPOX has hired us to manage the fund consistent with, and according to the same long/short equity strategy as our affiliated hedge funds (which we further describe below). Depending on the prospective client or client’s investment objectives and risk tolerance, we also recommend CAPOX to our clients as a way to diversify a traditional portfolio of equity and bond investments. Our goal is for CAPOX investors to achieve returns that do not always directly relate to those in the equity markets, and to preserve capital significantly better than “unhedged” equity investments. We believe CAPOX is suitable for advisory clients who have assets below our “separate account” or hedge fund investment minimums, and for those who desire daily liquidity, as it is a publicly registered mutual fund. Please refer to the CAPOX prospectus for more information, or the CAPOX website (www.absoluteadvisers.com/absolute-capital-opportunities-fund/fund-overview). ETFS – GENERAL Similar to our approach with open-end mutual funds, we occasionally recommend investments in ETFs instead of individual equity or fixed income securities. We believe this is appropriate for diversification in smaller accounts below our recommended investment minimums, to gain access to sectors outside of our core investment strategies, or at a client’s request. Additionally, we leverage ETFs as a strategy where we use passively managed indexes by using various index ETFs to give our clients direct exposure to the various markets. In addition, we use active ETF’s, such as EQTY, for a portion of a client’s equity portfolio. Kovitz Core Equity ETF We manage an affiliated ETF, the Kovitz Core Equity ETF (ticker: EQTY) (“EQTY”). EQTY is an advisory client of Kovitz, and Kovitz generally intends to manage EQTY according to the same strategy as that of its separate (equity) account clients that are managed by the investment team in the Chicago Office. Depending on the prospective client or client’s investment objectives and risk tolerance, the Chicago Office generally recommends EQTY for those advisory clients who have assets below our investment minimums (refer to the section below entitled “Types of Clients”), or otherwise for clients and prospective clients who we believe would be better served by the diversification that we intend for EQTY to provide. Please refer to the EQTY prospectus for more information, or the EQTY website (www.Kovitz.com/eqty). ETFS – CALIFORNIA OFFICE Aside from our general use of ETFs in the context described above, the California Office recommends strategies that invest in portfolios of ETFs, with the goal of outperforming applicable benchmarks on a risk-adjusted basis through diversification; active management; style integrity; minimized security selection risk; trading; and cost efficiency. The California Office offers the following ETF strategy: Kovitz Global Value (also known as Dynamic Portfolio Series (“DPS”)) The Dynamic Portfolio Series seeks opportunities in U.S. equities, developed international equities, emerging and frontier market equities, commodities, REITs and global fixed income. The family of portfolios seek to provide long-term absolute return through a combination of enhanced diversification and tactical management of portfolio-level exposures to valuation and behavioral factors over time. The valuation factors ensure the portfolio maintains a preference to exposures with strong fundamentals, while the behavioral factor seeks to capitalize on near-term opportunities. The country rotation segment of the strategy seeks to provide complimentary returns through enhanced diversification at the individual KOVITZ FORM ADV PART 2A |16     country equity market level. In strategies with lower risk tolerance, a Fixed Income portion acts as a ballast during challenging market conditions, while maximizing income for a set level of risk. ETFS – MADISON OFFICE The Madison Office’s strategies occasionally use ETFs with the goal of increasing diversification and enhancing returns. The investment team believes certain ETFs can provide client portfolios with exposure to investment opportunities that fall outside the team’s traditional research universe, such as market segments (market capitalization or style), international, alternative investment, or sectors where the team believes that individual stock selection does not adequately reflect the desired exposure for the client. ETFS – HEDGED FUNDS AND RELATED ACCOUNTS In managing our affiliated hedge funds and certain separately managed accounts (described below under “Hedge Funds”), we take short positions in ETFs that are sometimes held as long positions in individual advisory client accounts. We acknowledge the potential conflict of interest in making such recommendations. However, we believe that it is not inconsistent or disadvantageous to a particular client to use ETFs in the hedge funds as part of an overall hedging strategy (and not necessarily as an assertion of our view on the sector covered by the ETF), and also as a way to gain exposure in a diversified manner to that same sector for a particular advisory client. We have considered that it is unlikely that our trading activities would impact the price of ETFs, and that their use for individual advisory clients is not a significant part of the firm’s overall assets under management. COLLATERALIZED MORTGAGE OBLIGATIONS If suitable for a particular client, we also recommend investments in collateralized mortgage obligations (CMOs), also known as mortgage-backed securities (MBS). This recommendation depends on the client’s investment objectives and risk tolerance, and is part of the client’s overall asset allocation. HEDGE FUNDS AND OTHER PRIVATE PLACEMENTS Kovitz manages hedge funds in which clients and others are solicited to invest. All such funds are limited to accredited investors. The hedge funds generally invest in equities and options. Kovitz also provides services to, or certain of its employees are otherwise involved in several private real estate funds in which clients and others have been solicited to invest. These funds are limited to accredited investors, and their objectives are to invest in properties across the real estate sector, including industrial, commercial, and residential. In addition, certain of Kovitz’s executive officers own a separate company that sponsors and manages private equity funds. All such funds are limited to accredited investors. The private equity funds’ primary investment objectives are to acquire controlling interests in existing companies and to make other investments. Kovitz is the investment manager to the Telemus Decorrelation Opportunity Fund, LP (the “TDOF Fund”), and its affiliate, Telemus Decorrelation Opportunity GP, LLC, is the General Partner of the Fund. The TDOF Fund, which is a fund of funds, is a multi-strategy, privately offered investment vehicle that invests in a diversified portfolio of investments that seeks to provide low and non-correlated returns relative to the broader equity and fixed income markets. The underlying investment strategies include, but are not limited to, insurance-linked securities, longevity-contingent assets, real estate credit, alternative lending, and other assets that generally have low or non-correlated returns with traditional financial markets. The TDOF Fund is closed to new investors and is in the process of being dissolved. Kovitz’s affiliate, Telemus Life Science Real Estate Fund Manager, LLC, is the Manager of the Telemus Life Science Real Estate Fund, LLC (the “TLSRE Fund”). The TLSRE Fund is a privately offered investment vehicle that was created for the purpose of investing in IQHQ, Inc., a privately traded REIT formed to acquire, develop and redevelop real estate for life sciences tenants. WRAP AND UNIFIED MANAGED ACCOUNT PROGRAMS We also participate in several wrap, Unified Managed Account (UMA), and other “turnkey” asset management programs (TAMPs), although we do not “sponsor” any such programs. In these cases, the sponsors of such programs typically have KOVITZ FORM ADV PART 2A |17     contracts directly with their clients to perform various types of investment management services. For UMA programs, the sponsors hire us to deliver “model” portfolios to them. We generally apply the same equity investment philosophy and strategy for clients of wrap and UMA programs as we do for our own separate account clients, depending upon the strategy for which they’ve hired us, and depending upon any restrictions, limitations, or specific directions that the sponsors or their clients give to us. The sponsors of the wrap and UMA programs generally charge their clients an aggregated or “all-inclusive” fee, and we receive a portion of those fees. Kovitz, primarily Telemus Capital, also has relationships with external providers of investment management, research and due diligence services. One such service provider is Envestnet1, a registered investment adviser that provides an asset management platform and related technology, as well as operational and administrative support services. TC uses some of the services provided by Envestnet, including the Unified Managed Account Program (the “UMA program”) and the Separate Managed Accounts Program (the “SMA program”). Through the UMA program Telemus Capital constructs a single client portfolio comprised of various investment vehicles, typically third-party managers. Through the SMA program Telemus Capital will select third party managers which are appropriate to manage the client’s assets. In both programs, the client grants Kovitz, Telemus Capital, with discretion to make changes to the managers and/or investments if Telemus Capital determines such a change is in the client’s best interest. Factors considered in making this determination include account size, risk tolerance, the opinion of each client, the investment philosophy of the third-party manager, and the client’s investment objectives. Kovitz, Telemus Capital, will have full discretionary authority to invest and reinvest client assets and retain third party asset managers who, in turn, have full discretionary authority to invest and reinvest client assets, subject to reasonable restrictions imposed by the client. THE PRUDENT SPECULATOR – CALIFORNIA OFFICE Kovitz publishes “The Prudent Speculator” (“TPS”), an investment newsletter which is written by the investment team in the California Office, and charges an annual subscription fee. TPS provides frequent commentary about the financial markets, macro-economic trends, and individual equities to subscribers. TPS also issues commentaries centered around equity recommendations, provides “sales alerts” when the TPS “newsletter portfolios” sell certain equities, and provides subscribers access to holdings reports. The holdings report allows subscribers to “mirror” the activities and holdings of their own personal securities accounts to TPS recommendations if they wish. Separate account clients in the firm’s California Office receive a complimentary subscription to TPS. FINANCIAL PLANNING SERVICES Kovitz also provides financial planning services (Planning Services) to certain investment management clients. The Planning Services include the following: analyses regarding retirement cash flows; goal identification and funding; Monte Carlo simulations; education funding; estate planning; tax planning; and charitable giving. Kovitz determines client eligibility for Planning Services on a case-by-case basis. Kovitz will consider the size of the client relationship and whether the client uses other financial advisers in determining whether to offer Planning Services. Kovitz generally does not charge fees for Planning Services in addition to the fees it charges for investment management services. Kovitz does offer financial planning and consulting services to clients who seek more complex or specific services on a standalone basis. The scope of Planning Services is agreed upon by Kovitz and the client, although Kovitz and its clients typically do not execute formal, written “agreements” in this context, as Kovitz provides the services to complement its day-to-day, ongoing investment management services. Kovitz acknowledges that if it provides Planning Services and investment management services to a particular client, there is a potential conflict of interest in making and implementing planning and investment recommendations to the client. The conflict is that the planner is a Kovitz employee and will have an incentive to choose to use or recommend Kovitz as investment manager. We believe that the conflict is addressed by the aligned long-time horizon of the client, the Kovitz planner, the Kovitz investment professionals, and by the fact that the Kovitz employees are not compensated in a manner that will incentivize inconsistent or short-term recommendations. Additionally, clients are under no obligation to act upon any of the recommendations made by Kovitz. 1 We currently use the services of certain sub-advisors, including those of Envestnet Asset Management, Inc., Evercore Wealth Management LLC, Mar Vista Investment Partners, LLC, Aristotle Capital Management, LLC and SpiderRock Advisors, LLC. KOVITZ FORM ADV PART 2A |18         Kovitz uses a combination of its Certified Financial Planner™ (CFP®) Professionals, non-CFP Professionals, and certified public accountants (CPAs) in the process of gathering and analyzing client information, in providing recommendations to the client, and in providing Planning Services. RETIREMENT PLAN REVIEW SERVICES Kovitz provides various consulting services to qualified employee benefit plans and their fiduciaries. This suite of services is designed to assist plan sponsors in structuring, managing and optimizing their corporate retirement plans. Kovitz is able to act as a fiduciary and offer services to plans under ERISA Section 3(21) or 3(38). Each engagement is individually negotiated and customized and may include any or all of the following services: Plan Design and Strategy, Plan Review and Evaluation, Executive Planning & Benefits, Investment Selection (discretionary or non-discretionary), Plan Fee and Cost Analysis, Plan Committee Consultation, Fiduciary and Compliance and Participant Education. Kovitz is a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) with respect to investment management services and investment advice provided to ERISA plans and ERISA plan participants. Kovitz is also a fiduciary under section 4975 of the Internal Revenue Code of 1986, as amended (the “IRC”) with respect to investment management services and investment advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA plan participants. As such, Kovitz is subject to specific duties and obligations under ERISA and the IRC, as applicable, that include among other things, prohibited transaction rules which are intended to prohibit fiduciaries from acting on conflicts of interest. When a fiduciary gives advice in which it has a conflict of interest, the fiduciary must either avoid certain conflicts of interest or rely upon an applicable prohibited transaction exemption. Kovitz will select or recommend, certain collective investment trust funds for which Kovitz serves as a sub-adviser (the “Collective Funds”) that are further explained in Item 8. When Kovitz provides services to Plan Clients in the capacity as a fiduciary under ERISA, Kovitz does not receive any fees from the Collective Funds. The only fees received are those specified in the Retirement Plan Agreement. Kovitz provides retirement plan advisory services for its clients, which provides clients the opportunity to have Kovitz review and consult on the client’s assets invested in her or his employer’s retirement plan. This provides clients with a consolidated view of their retirement assets. Kovitz and Sentinel Pension Advisors, LLC (“SPA”) have an agreement in place whereby Kovitz, primarily Telemus Capital, serves as a subadvisor to SPA for certain client retirement plans. This arrangement is more fully described in Item 10. Kovitz implements investment advice on behalf of certain clients’ held-away accounts that are maintained at independent third party custodians. These held-away accounts are often 401K accounts, 529 plans and other assets that are not held by our primary custodians. In such cases, Kovitz’s advisory services are usually limited to providing advice to an individual retirement plan participant regarding the allocation of assets within their employer sponsored retirement plan using only the investment options (i.e., mutual funds) that are available to them. The plan participants retain the final decision- making authority regarding the recommendations provided by Kovitz. If accepted, the plan participate must generally place their own trades and/or reallocate their investments. Non-Fiduciary Services: Kovitz provides certain non-fiduciary services to Plan Sponsors and/or may arrange for the retirement plan’s service providers to offer services. Kovitz helps educate the Plan Sponsor regarding its fiduciary responsibilities and assists the Plan Sponsor in selecting and supervising the plan’s service providers. In addition, Kovitz provides services directly to retirement plan participants through group enrollment/educational meetings designed to increase plan participation and provide information regarding general investment principles. FAMILY OFFICE SERVICES In addition to Planning Services, Kovitz offers “Family Office Services”, also called Virtual Family CFO Services in some instances, to certain investment management clients. The Family Office Services include the following: comprehensive KOVITZ FORM ADV PART 2A |19     reviews and monitoring of clients’ investment assets, including investment strategies and assets that are not directly managed by Kovitz; tax planning and services; family succession planning and education; bookkeeping; insurance advice; invoice management; administrative services and bill paying services, among other things. Kovitz develops customized, detailed reports that provide meaningful information to help families better understand their overall financial picture. Kovitz determines eligibility for Family Office Services on a case-by-case basis. Kovitz typically charges fixed, hourly, or “project-based” fees for Family Office Services, depending on the nature of services provided. These fees may or may not separate from the firm’s standard “asset-based” fees that it charges for ongoing investment management. The exact fee structure is laid out in an engagement letter executed by the client. Kovitz uses a combination of its Certified Financial Planner™ (CFP®) Professionals, non-CFP Professionals, and CPAs in the process of providing Family Office Services to clients. CORPORATE EXECUTIVE SERVICES Kovitz, and primarily Telemus Capital, provides a suite of services referred to as “Corporate Executive Services.” These include concierge-like advisory services to senior corporate executives. These services, which in some cases will be in concert with third party services providers, including advisory services related to the following:       Compensation and Benefits. Estate Planning and Wealth Transfer. Risk Management and Insurance. Tax Planning and Return Preparation. Retirement Planning. Investment Planning. Corporate Executive Services is provided separately from the Investment Management services noted above and does not automatically include those investment management services noted. TELEMUS CAPITAL TAX CONCIERGE Telemus Capital’s Tax Concierge service assists clients with their tax return preparation requirements. If a client needs a tax preparer to complete his/her returns, Telemus Capital will make an introduction to a qualified CPA. If the client engages the CPA, Telemus will receive a referral fee from the CPA which is disclosed to the client. For clients using this service, Telemus Capital will help in the compilation of source documents and other information needed to complete the client’s return(s). NON-DISCRETIONARY ADVISORY SERVICES Kovitz also provides personalized investment management services on a non-discretionary basis at a client’s request. This typically involves selecting or making recommendations as to specific securities or other investments the client’s account(s) should purchase or sell based on the client’s needs and objectives, however, the client must approve the recommendations before the trade is placed. As noted above, investments by clients in affiliated private funds will be on a non-discretionary basis. Kovitz also provides fee-based wealth management services, including estate tax, social security, education expense planning and asset allocation, as well as other financial planning services to its clients on a non-discretionary basis. In addition to the non-discretionary investment management services described above, Telemus Capital also offers other non-discretionary advisory services. Clients who utilize our discretionary advisory services may, as an accommodation, also be permitted to establish non-discretionary advisory accounts in which all securities transactions are client-directed. For these accommodation accounts, Telemus Capital generally charges an annual fee of 20 basis points based on the average daily balance of the account market values for the 12-month period being billed. These assets are not included in the calculation of Kovitz’s regulatory assets under management. Additionally, certain accounts hold assets which the client has directed Telemus Capital to hold for tax or other purposes. Telemus Capital provides ongoing and continuous KOVITZ FORM ADV PART 2A |20     supervision of these client assets. These assets are included in the calculation of Kovitz’s non-discretionary regulatory assets under management. THIRD-PARTY MANAGERS Kovitz will leverage the use of unaffiliated third-party managers in some situations. Kovitz uses these managers for their experience and/or services to manage a portion of the client’s assets. Kovitz will use outside managers for clients that are looking for active management and exposure to a wide array of asset classes. Kovitz may recommend to client, or engage on client’s behalf, one or more third-party managers to provide access to these different strategies and/or asset classes. The selection or replacement of any third-party manager will be based on Advisor’s discretion or by client’s acceptance, depending on outside manager’s structure. These third-party managers will have discretion over the assets allocated to them and Kovitz will have no ability to affect the trading decisions of said manager. For certain relationships, clients will receive the disclosure Brochure of the unaffiliated third-party manager. These managers may impose more restrictive account requirements and varying trading and billing practices than the Firm. In such instances, Kovitz will alter its corresponding account requirements and/or billing practices to accommodate those of the third-party manager. It is important for clients to read the disclosure Brochures of unaffiliated third-party managers. Kovitz will evaluate the third-party manager initially and on an ongoing basis to confirm whether the manager is suitable for Kovitz clients. Kovitz will review, among other things, the manager’s performance and management, background, specialized knowledge, expertise, investment objective, and fees. In these instances, client pays Kovitz’s advisory fee in addition to the fee charged by the outside manager for the assets allocated to the outside manager. This is a conflict as client could invest directly with the outside manager without having to pay Kovitz’s advisory fee. Kovitz reduces this conflict by adding value to the outside manager relationship by performing initial due diligence on the manager and ongoing monitoring of the manager and their performance. BUSINESS RELATIONSHIPS Kovitz has a business arrangement with Cardinal Point Capital Management, ULC (“Cardinal Point”), Sentinel Pension Advisors Inc (“Sentinel”) and Focus Partners Wealth, LLC (“FPW”) which are indirect, wholly owned subsidiaries of Focus LLC. The arrangement allows Kovitz to refer certain clients to Cardinal Point, Sentinel or FPW. Kovitz is an affiliate of Cardinal Point, Sentinel and FPW by virtue of being under common control with it. Please see Items 5, 10, and 11 of this Brochure for further details. Kovitz has a business arrangement with Origin Credit Advisers, LLC (“OCA”), who is an indirect, wholly-owned subsidiary of Focus LLC, under which certain clients of Kovitz have the option of investing in certain private investment vehicles managed by OCA. Kovitz is an affiliate of OCA by virtue of being under common control with it. Please see Items 5, 10, and 11 of this Brochure for further details. Finally, we have a business arrangement with a subsidiary or subsidiaries of Origin Investments Group, LLC (“Origin”), who are each an indirect, wholly-owned subsidiary of Focus LLC, under which certain clients of Kovitz have the option of investing in certain private investment vehicles managed by Origin. Kovitz is an affiliate of Origin by virtue of being under common control with it. Please see Items 5, 10, and 11 of this Brochure for further details. TELEMUS INSURANCE SERVICES, LLC (“TIS”) A subsidiary of Kovitz, Telemus Insurance Services, LLC (“TIS”) helps our clients obtain certain insurance solutions. Kovitz has insurance agents that sell insurance products to Kovitz clients where applicable. Kovitz and certain of its employees refer clients and prospective clients to the Insurance Agencies for various insurance products and services such as life, disability and long-term care policies and annuity contracts, and make referrals to third party providers for property and casualty and group health insurance, for which they could potentially be compensated. Clients are free to accept our recommendation or seek insurance products through other brokers or agents, as they wish. KOVITZ FORM ADV PART 2A |21     UPTIQ TREASURY & CREDIT SOLUTIONS, LLC (“UPTIQ”) We offer clients the option of obtaining certain financial solutions from unaffiliated third-party financial institutions through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial LLC (“Flourish”).. Please see Items 5 and 10 for a fuller discussion of these services and other important information. FOCUS RISK SOLUTIONS, LLC (“FRS”) We help our clients obtain certain insurance solutions from unaffiliated, third-party insurance brokers by introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial Partners, LLC. Please see Items 5 and 10 for a fuller discussion of this service and other important information. MY PERSONAL BOOKKEEPER (“MPB”) Kovitz, through SWP, has implemented a line of business called My Personal Bookkeeper (“MPB”) which provides bill payment, tax organization, insurance claim management and household budgeting. Although MPB is not part of Kovitz’s investment advisory services, SWP may recommend use of MPB for its clients when deemed appropriate. Clients are advised that a conflict of interest exists when they pay us on a standalone basis for MPB services. The client is under no obligation to act upon the recommendation to use MPB. The IARs of Kovitz do not receive compensation for these recommendations. Additional information is provided in Item 5, 10 and 15. ITEM 5. FEES AND COMPENSATION The investment advisory fee we charge clients is set within our investment advisory agreement with the client. We charge our individual clients an annual fee (typically payable quarterly) based on the fair market value of assets under management, which includes cash and cash equivalents, is typically as much as 1.00%. Fees are generally charged on cash and cash equivalents held in clients’ accounts, account margin balances and on accrued but unpaid interest. However, exceptions are made subject to negotiation depending on the level of the client’s cash balances. In certain circumstances, depending on the client or the service provided, some clients are subject to an annual minimum fee requirement that would end up resulting in a fee rate more than 1.00%. We are willing to negotiate fees, depending on the aggregate size or nature of a relationship, including for large individual or institutional clients, wrap arrangements, model, or other types of “platform” relationships. The negotiated fee will be approved by Kovitz and detailed in writing with the Client. Also, fee schedules for our clients, including those from firms that have been acquired by Kovitz (ex. California office, Telemus Capital, IFAM Capital and Fort Pitt), do vary and are higher than the standard rate noted above. This is due to various factors, including, but not limited to, many being “legacy” in nature, or were in place before their respective acquisition by Kovitz. In these cases, advisory fee calculations are typically based on either “tiered,” “level,” or “flat” fee schedules. These accounts can contain one security type, or a mix of stocks, bonds, ETFs, or mutual funds. Additionally, Kovitz waives the annual fee for employees and some of their family members. Kovitz’s fees can sometimes exceed the yield earned on money market positions held within client accounts. With respect to margin balances, Kovitz’s fees are charged on the “net” value of the account, taking into account any margin balance or on the intentional margin balance. How margin is charged will be noted on the Client’s investment advisory agreement and/or fee schedule. For net margin, if the value of securities in an account is $500,000 with a margin balance of $50,000, the fees for that account will be calculated using a market value of $450,000. The exact methodology of that calculation (in advance, in arrears, last day of previous calendar quarter or average daily balance) will be detailed in the client’s fee schedule for review and approval. Certain private investments (limited partnerships) are billed quarterly in advance based on the most recently available net asset value provided by the fund manager. In certain cases, such as for Retirement Plans, fees are billed in arrears based on the value of the plan assets as calculated and paid to Kovitz by the Plan recordkeeper. We can change our fees if we give prior written notice to clients. If a client relationship ends, we will use the date of termination to value the account to calculate the final fees that we owe KOVITZ FORM ADV PART 2A |22     to the client or the Client owes if billed in arrears. Please refer to your specific advisory agreement and fee schedule for how we handle billing specifically for your relationship with Kovitz. The proration of accounts that join or leave Kovitz during a quarter will be detailed in your advisory agreement. Kovitz employees receive a payout based on aggregate assets within a client account or relationship managed and/or advised by Kovitz. The payout amount is the same regardless of the investment type (i.e. affiliated and non-affiliated hedge funds, mutual funds, real estate funds and private equity funds). Therefore, there is no advantage for an employee to steer clients to any specific investment vehicle. For certain clients, we charge an advisory fee for services provided to the held-away accounts mentioned above in Item 4, just as we do with client accounts held at our primary custodian(s). The specific fee schedule charged by us is provided in the client’s investment advisory agreement with us. In addition, for the firm’s Family Office Services, clients typically pay fixed, hourly, or “project-based” fees, depending on the nature of the services provided. Similar to management fees, they are negotiable on a client-by-client basis. For the Corporate Executive Services described in Item 4 above, Kovitz charges a flat annual consulting fee based on the complexity of the services to be provided, including the amount of time and travel involved. The fee typically is billed either quarterly or semi-annually based on its agreement with the client. Usually, we deduct our management fees from client accounts. We also invoice certain clients for our fees. Clients may choose which method of payment they prefer. In billing our client accounts for management fees, we typically “group” them by family (or “household”) as a way for clients to reach breakpoints. In addition, we, at our discretion, group multiple households or multiple client relationships together for purposes of reaching fee breakpoints. Under these circumstances, we acknowledge that individual clients or client households may not have complete control over whether or not they reach fee breakpoints. In other words, one client’s decision to increase or decrease their assets under Kovitz management may affect whether or not another (and sometimes unrelated) client will reach a breakpoint. Clients should understand that the grouping of accounts within households, or across multiple households or relationships for purposes of reaching fee breakpoints, is solely at our discretion. Our recommendations with respect to asset allocation are based on what we believe are our responsibilities as investment professionals, our fiduciary obligations, and when considering factors such as: client age, liquidity needs, tax-specific situations, and investment time horizon, among others. We also consider these factors when making recommendations specifically related to rollovers of retirement account and benefit plan assets. TPS FEES TPS has different levels of subscriptions: Monthly rate: $33 One-Year subscription digital only: $325, digital and print subscription: $375 Two-Year subscription digital only: $595, digital and print subscription: $695 OTHER FEES AND EXPENSES We invest certain client assets in open and closed-end mutual funds and ETFs. Mutual funds and ETFs pay advisory fees to their own managers, and they pay brokerage commissions when their managers execute transactions. These fees and commissions are on top of the advisory fees we charge the client, and the commissions that the client pays to his/her broker when we buy and sell such mutual funds and ETFs in the client’s account. Additional fees include amounts charged by the custodian for services recommended and/or executed by Kovitz (i.e., margin interest, transaction fees, pledged asset fees, trade away fees). KOVITZ FORM ADV PART 2A |23     The firm’s general policy is to not receive compensation from unaffiliated firms in connection with mutual fund purchases in managed client accounts, such as 12b-1 trail commissions from mutual funds, or from money market funds in which Kovitz invests clients’ cash balances. With respect to EQTY, CAPOX, the Al Frank Fund, FPCGX, and our affiliated private and hedge funds, clients that hold such investments in their Kovitz-managed accounts do not pay management fees in addition to the management fee that Kovitz charges to such products themselves. In other words, there is no “layering of fees” in such circumstances. We recognize the conflicts of interest in recommending EQTY, CAPOX, FPCGX, or the Al Frank Fund instead of other investments to clients. These conflicts include: Our incentive to “steer” client assets into the funds to make them more attractive to the public with respect to asset-raising efforts; Growth in the funds allows for spreading of costs over a larger asset base. CAPOX, FPCGX and the Al Frank Fund currently have an “expense cap” in place. For the Al Frank Fund and FPCGX, we as the primary adviser, have agreed to reimburse the funds for costs that exceed the cap. Similarly, for CAPOX, the primary adviser has agreed to reimburse the fund for costs that exceed its expense cap. Asset growth in each of the funds over time will likely result in lower amounts of reimbursements. In addition, we have an incentive to invest clients in CAPOX, as the fees which we receive from the primary adviser will increase, depending on the size of the fund’s asset base. Under these scenarios, we will receive a benefit; Our employees occasionally use our affiliated mutual funds or EQTY as “placeholders” or substitute for individual equities or other investments in client accounts instead of holding money market funds or cash. As the firm implements its management strategies, we sell shares of these funds to make cash available for other investments. There is an incentive, therefore, for our employees to hold these affiliated mutual funds in client accounts, as they pay higher management fees to Kovitz than the standard management fee (see the Standard Fee Schedule above). In selecting EQTY, CAPOX, FPCGX, or the Al Frank Fund for a client’s accounts we are, by definition, not selecting another ETF or mutual fund which is unaffiliated with Kovitz, and which may have a lower management fee or may achieve (or may have already achieved) greater recent performance returns. To address these conflicts, and as we have noted above, depending on the prospective client or client’s investment objectives and risk tolerance, we generally recommend EQTY, CAPOX, FPCGX or the Al Frank Fund for those advisory clients who have assets below our investment minimums. Kovitz will monitor client balances within the Funds to determine if it is appropriate to transition from the specific fund to the corresponding equity strategy. Several factors will affect this decision, including the impact of capital gains as well as client requests. We also limit our recommendations to those clients and prospective clients who we believe would be better served by the diversification (or in the case of CAPOX, the hedging opportunity) that we intend for these funds to provide. In addition, while we have discretion to invest our clients in EQTY, CAPOX, FPCGX or the Al Frank Fund, we discuss these decisions (or recommendations) in connection with our initial and periodic asset allocation discussions with clients. With respect to our existing advisory clients, the Al Frank Fund and FPCGX are primarily intended for those accounts below our investment minimums where, by choosing Kovitz as investment manager, the client has expressed his/her desire to invest in one of our firm’s equity strategies. For EQTY, we will recommend it for those accounts below our investment minimums, however we do recommend EQTY to other clients due to the structure of ETFs that we believe may benefit certain clients. Therefore, we believe it is in the client’s best interest for us to invest them in an ETF or mutual fund that is as close to our strategies as possible. Finally, for IRAs and ERISA accounts we follow the requirements of Department of Labor’s prohibited transaction exemption 77-4. Kovitz discloses the fees associated with EQTY, CAPOX, FCPGX and the Al Frank Fund and the client consents to the purchase prior to investment. KOVITZ FORM ADV PART 2A |24     Kovitz directly or indirectly receives fees in consideration for its management of the hedge funds described above in amounts described in the prospectuses and other offering documents for those investments. We generally charge an annual management fee, and performance-based fees, as described below. Investment management fees that we charge for our client accounts, hedge funds and mutual funds are in addition to any brokerage commissions, custodial fees, transaction fees, and other related costs and expenses. The hedge funds, mutual funds and ETFs are also subject to administrative, tax preparation, consulting, legal, audit, and any other types of professional expenses. In addition, the hedge funds reimburse Kovitz for certain expenses, or portions of expenses, which are paid by Kovitz. Please refer to the applicable offering documents or offering materials for more information. From time to time, Kovitz will introduce clients to other non-investment service providers if it believes the introduction will benefit the client. Sometimes the service provider will offer Kovitz a fee for making the introduction. Kovitz will accept the fee only if it is disclosed to the client and the client does not object. Clients should be aware that Kovitz’s receipt of the fee from the service provider creates a conflict of interest since the payment could influence Kovitz’s choice of the service provider instead of other providers from whom Kovitz does not receive an introduction fee. Kovitz addresses the conflicts of interest created by the above arrangements through these ADV brochure disclosures and reviews the quality and investment or service opportunity provided by the foregoing products and services when considering their potential value to, and appropriateness for, Kovitz’s clients. How do Mutual Fund Expense Ratios & Share Classes work? All mutual funds have an internal annual expense ratio that is paid out of fund assets. These expenses, including a management fee paid to the fund’s adviser are calculated as a percentage of the fund’s assets. If you invest $10,000 in a mutual fund with an annual expense ratio of 0.50%, you pay $50 a year to cover fund expenses. This amount is deducted from the mutual fund and gets paid even if the fund has negative returns. Each mutual fund’s Board of Trustees is required to annually review the expenses to determine whether they are reasonable compared to other mutual funds. The underlying investments within a mutual fund are the same across all share classes; however, the expense ratios and transaction fees associated with the different share classes vary. Shares with a lower total cost of expense ratio and transaction fees produce higher returns than other share classes of the same fund. Share classes that charge 12b-1 and shareholder servicing fees (i.e., marketing, distribution and administrative fees) typically have a higher expense ratio, but do not charge transaction fees. These are called No Transaction Fee (“NTF”) shares. Share classes that do not charge 12b- 1 or shareholder servicing fees typically have a lower expense ratio; but they do charge a fee ($10-$25) for each transaction. These are called Transaction Fee (“TF”) shares. Please refer to the following example of the differences in expenses between share classes of the same mutual fund. Share Class Annual Cost Expense of $500,000 Investment Ratio* Transaction Fees The Growth Fund of America (GFFFX) NTF 0.40% $2,000 $0/trade The Growth Fund of America (GAFFX) TF 0.30% $1,500** $10/trade  Please refer to the Prospectus for GFFFX and/or GAFFX for a detailed description of the costs associated with investing in the fund. These expenses are payable BY THE FUND and are charged to each shareholder as part of the daily NAV of fund shares. Fort Pitt does not earn compensation of any kind from investments in fund shares, other than its quarterly investment management fee. ** Excluding transaction-based fees being paid to broker-dealer custodians. Fort Pitt does not share in these fees. NTF shares are typically less expensive for clients with smaller account balances and/or regular transactions (i.e., Required Minimum Distributions). TF shares are typically less expensive for clients with larger account balances and limited numbers of transactions. KOVITZ FORM ADV PART 2A |25     Fort Pitt Mutual Fund selection and investing Fidelity Investments offers a “hybrid” iNTF share class for most mutual funds utilized in client portfolios that are the lowest expense ratio available on the Fidelity platform for which no transaction fees are charged. The expense ratio of the iNTF shares can be slightly higher than for TF shares, described above, but Fort Pitt would expect a portfolio that holds iNTF shares to be less expensive than a portfolio that holds TF shares and has regular transactions in the account. If iNTF shares classes are available, Fort Pitt believes that the iNTF share class is the most cost effective option for mutual fund investing at Fidelity. Clients with limited transactions in their account might be more cost effectively invested in TF shares, but in many cases, the lowest cost TF shares are not available at Fidelity. Clients with limited transactions in their accounts that hold mutual funds should consider selecting Schwab as the qualified custodian for their accounts. As a fiduciary, Fort Pitt seeks to select the mutual fund share class that is the most cost effective for a client’s account. When investing client accounts in its models, Fort Pitt uses the methodology it developed for share class selection that takes into consideration the current balance of the client account and the number of historical and anticipated transactions within the account. Fort Pitt conducts periodic compliance reviews of client account holdings using its review methodology to identify those that should be considered for conversion to another share class. As part of the compliance review process, Fort Pitt obtains information about the lowest expense share class that is available at the custodian at the time of the compliance review. Fort Pitt also periodically tests its methodology for share class selection to determine whether the methodology should be revised. MARGIN – TRANSFORM WEALTH Transform Wealth does not recommend the use of margin by Clients but has accommodated and may accommodate Client requests for use of margin by agreement between the Client and Transform Wealth. To the extent that a Client authorizes the use of margin, and margin is thereafter employed, the market value of the Client’s account and corresponding fee payable by the Client to Transform Wealth will be increased. As a result, in addition to understanding and assuming the additional principal risks associated with the use of margin, Clients authorizing margin are advised of the potential conflict of interest whereby the Client’s decision to employ margin will correspondingly increase the management fee payable to the firm. Accordingly, the decision to employ margin is left to the sole discretion of Client. Clients employing margin are advised that the margin balance is not deducted when calculating the advisory fee. IRAS AND BENEFIT PLANS – OTHER FEES AND EXPENSES; CONFLICTS OF INTEREST For certain clients for whom we manage their benefit plan, due to the location of their assets, these clients typically pay trustee fees and custodial fees if the client chooses or uses these services. The client will pay brokerage costs, and the amount will depend on the brokerage firm executing the client transactions. Brokerage is discussed in greater detail in the section entitled “Item 12. Brokerage Practices.” If a client selects the IRA or benefit plan trustee, the custodian, or the broker, we are not able to control the amount of these fees. Kovitz is generally unable to negotiate these fees on behalf of the client. However, in some cases, we have the ability to waive, or otherwise absorb the periodic fees that IRA/benefit plan clients pay. We do this occasionally, at our sole discretion. Where appropriate, Kovitz will recommend to a client or prospect to rollover or transfer retirement funds to Kovitz. There is no fee to perform this action, but this is a conflict as Kovitz will receive additional compensation from the assets that are investment with the Firm. When Kovitz recommends a rollover of Retirement Assets into an IRA or Roth IRA, the firm believes that, despite the fees the client will pay for professional management services, the client will benefit from customized investment advice tailored to the individual needs of each client, after assessing and taking into account all of that client’s investment assets. Kovitz follows the requirements of the Department of Labor’s prohibited transaction exemption 2020-02 to proceed with these recommendations. KOVITZ FORM ADV PART 2A |26     ENVESTNET FEES Envestnet receives fees for its advisory and administrative services. For its UMA program, clients are charged a tiered platform fee ranging from 11 basis points (0.11%) to 19 basis points (0.19%) depending on the assets under management. For its SMA Program, Envestnet charges clients a tiered platform fee ranging from 8 basis points (0.08%) to 14 basis points (0.14%) depending on the assets under management. Clients will also pay an additional manager fee for each manager model used ranging from approximately 35 basis points (0.35%) to 60 basis points (0.60%) per model. These amounts, which clients pay to Envestnet, are in addition to the fees clients pay to Kovitz. TDOF FUND AND TLSRE FUND As indicated above in Item 4 the TDOF Fund is no longer open to new investors and is in the process of being dissolved. Kovitz does not charge an investment management fee for its advisory services to the TDOF Fund. With respect to the TLSRE Fund managed by Kovitz, also described in Item 4 above and as more fully described in the TLSRE Fund’s offering materials, Kovitz does not receive a management fee for its advisory services. Its affiliate, Telemus Life Science Real Estate Fund Manager, LLC, receives an annual management fee equal to 1.25% of the aggregate capital contributions made to the Fund, and following investors’ receipt of a 12% annual return hurdle, receives 15% of the excess cash distributed by the Fund. Kovitz waives its account-level advisory fees on client assets invested in the Fund to ensure that advisory clients are only charged once for Kovitz’s advisory services. KOVITZ CARES FOUNDATION; CONFLICTS OF INTEREST Several of Kovitz’s employees are involved in a charitable organization called the Kovitz Cares Foundation (Kovitz Cares). Kovitz Cares primarily focuses on organizing volunteer projects for Kovitz employees and raising funds to donate to charities. While Kovitz employees are not compensated for their involvement with Kovitz Cares, a conflict exists in that the firm solicits donations from its clients, its vendors, and other parties in carrying out the foundation’s activities. We also acknowledge that Kovitz employees serve on boards of directors or are otherwise involved in charitable organizations with whom Kovitz Cares has relationships. We have an incentive to direct clients and other parties to certain vendors if they decide to sponsor a charitable event sponsored by Kovitz Cares. Also, there is a risk that we will give preferential treatment to certain clients over others or use certain vendors or other parties (or recommend them to clients) based on their involvement with Kovitz Cares, rather than based what is in our clients’ best interests. In instances where trade gains can be made to charitable organizations, Kovitz is able to receive an economic benefit if it chooses to donate such gains to Kovitz Cares, as these donations are tax-deductible. We believe we have taken steps to address these conflicts in the following ways: Our investment management and trading processes are largely centralized, reducing the risks of preferential treatment to certain clients, regardless of the circumstances; Kovitz does not actively solicit clients to sponsor events or other activities related to the business of Kovitz Cares; and The firm maintains policies and procedures regarding trade error resolutions (refer to the Trade Error discussion under the section below entitled, “Item 12. Brokerage Practices”). FAMILY OFFICE SERVICES; FIXED FEES Kovitz’s Family Office Services charges a fee to clients for the value-added services they are providing to the client. This fee, in some instances, is in addition to the annual management fee, if applicable, charged to the client for managing their assets. The fee is charged on a quarterly basis or upon completion of services and covers, among other things, bill paying, tax planning and services and philanthropic endeavors. KOVITZ FORM ADV PART 2A |27     FINANCIAL PLANNING AND CONSULTING FEES As detailed above, Kovitz also provides some of its clients with certain financial planning and consulting services. The fees for these services will be included as part of Kovitz’ overall annual management fee or a separately negotiated fixed fee may be charged, depending on the type of planning services to be rendered. The terms and conditions of the financial planning and/or consulting engagement are set forth in the Consulting Agreement with the client. RETIREMENT PLAN CONSULTING FEES Kovitz may charge a fixed project-based fee or asset-based fee to provide clients with Retirement Plan Consulting services. Each engagement is individually negotiated and tailored to accommodate the needs of the individual plan sponsor and memorialized in the Investment Advisory Agreement. These fixed project fees are negotiated with each plan client depending on the complexity and scope of the engagement. In those situations where Kovitz has agreed to charge an annual asset-based fee, the fee generally varies between 10 and 100 basis points (0.10% – 1.00%), depending upon the amount of assets to be managed and complexity of the engagement. THIRD PARTY MANAGERS In addition, Advisor may recommend to Client, or engage on Client’s behalf, one or more third-party managers to provide some or all of the services covered by this Agreement, including, where applicable, the selection or replacement of any third-party manager, in Advisor’s discretion, based upon our assessment of the credentials, background, specialized knowledge and expertise of the third-party manager with respect to specific investment types and/or strategies. In addition to our advisory fee, you may also incur certain fees and charges imposed by third parties, including where Advisor has recommended or engaged a third-party manager on Client’s behalf. Any third-party manager may charge its fee separately or apply its fee directly to the Client’s account, along with any transaction costs incurred. Any such fee is separate and in addition to Advisor’s fee. In the event of investments with a third-party manager, as applicable, the Valuation Balance will be determined based on the most recent quarter end valuation of (a) the assets managed by such manager or (b) the fund(s) managed by such manager. If the most recent quarter end valuation is not available, then the Valuation Balance will be determined using the most recent valuation or other information available plus or minus capital calls, distributions and/or unrealized gain/losses, as applicable. External Managers may purchase or sell securities through a broker/dealer other than through your Custodian (referred to as trading away). Managers of Fixed Income Securities may trade away on a frequent basis. Such accounts may incur higher transaction costs than you would be charged through your Custodian. It is important to read the Disclosure Brochure of External Managers. MY PERSONAL BOOKKEEPER If the client uses the MPB service, the client will pay additional fees for that service as described in the separate agreement, specific to MPB. No client will be invoiced for MPB without a signed MPB agreement in place. TELEMUS INSURANCE SERVICES, LLC Kovitz is affiliated with Telemus Insurance Services, LLC, and TMD Insurance Services, LLC (together “the Insurance Agencies”). TIS is licensed as an insurance agency in Michigan and TMD Insurance Services, LLC is licensed as an insurance agency in Arizona. The Firm and certain of its employees refer clients and prospective clients to the Insurance Agencies for various insurance products and services such as life, disability and long-term care policies and annuity contracts, and make referrals to third party providers for property and casualty and group health insurance, for which they could potentially be compensated. The compensation creates an incentive to recommend insurance products for the compensation received, rather than to meet a client’s needs. We address this conflict of interest through this disclosure. Clients are free to accept our recommendation or seek insurance products through other brokers or agents, as they wish. BUSINESS RELATIONSHIPS Kovitz does receive direct compensation from Cardinal Point, in connection with referral clients from Kovitz to Cardinal Point. Clients referred to Cardinal Point, will only pay applicable fees to Cardinal Point. Clients will not have to pay more KOVITZ FORM ADV PART 2A |28     fees to Cardinal Point due to the referral from Kovitz. The referral of client assets to Cardinal Point rather than to an unaffiliated investment adviser increases the compensation to Kovitz and the revenue to Kovitz, Cardinal Point’s common parent company, Focus LLC, relative to a situation in which the referred clients take their business to an unaffiliated investment adviser. As a consequence, the common parent company has a financial incentive to cause Kovitz refer clients to Cardinal Point. Kovitz receives a portion of the asset management fee obtained by Origin and OCA in connection with assets that our clients place in Origin and OCA’s pooled investment vehicles. These clients do not pay an advisory fee to Kovitz on the assets placed in Origin’s pooled investment vehicles. Kovitz’s clients are not advisory clients of and do not pay advisory fees to Origin. However, our clients bear the costs of Origin and OCA’s investment vehicle or vehicles in which they are invested, including any management fees and performance fees payable to Origin and OCA. The allocation of Kovitz client assets to Origin and OCA’s pooled investment vehicles, rather than to an unaffiliated investment manager, increases Origin and OCA’s compensation and the revenue to Focus LLC, and potentially Kovitz, relative to a situation in which our clients are excluded from Origin and OCA’s pooled investment vehicles or invested in an unaffiliated third party’s pooled investment vehicles. As a consequence, Focus LLC and Kovitz have a financial incentive to cause us to recommend that our clients invest in Origin or OCA’s pooled investment vehicles. FOCUS RISK SOLUTIONS, LLC (“FRS”) We help our clients obtain certain insurance solutions by introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial Partners, LLC. FRS assists our clients with regulated insurance sales activity by advising our clients on insurance matters and placing insurance products for them and/or referring our clients to certain third-party insurance brokers (the “Brokers”), with whom FRS has agreements, which either separately or together with FRS place insurance products for them. If FRS places an insurance product or refers one of our clients to a Broker and there is a subsequent purchase of insurance through the Broker, then FRS will receive a portion of the upfront and/or ongoing commissions associated with the sale by the insurance carrier with which the policy was placed. The amount of revenue earned by FRS for the sale of these insurance products will vary over time in response to market conditions and will also differ based on the type of insurance product sold and which Broker placed the policy. The amount of insurance commission revenue earned by FRS is considered for purposes of determining the amount of additional compensation that certain of our financial professionals are entitled to receive. Additionally, in exchange for allowing certain of the Brokers to participate in the FRS platform and, thereby, to offer their services to our clients and certain of our affiliates’ clients, FRS receives periodic fees (the “Platform Fees”) from such Brokers. The Platform Fees are expected to change over time. Such Platform Fees are revenue for FRS and, ultimately, for our common parent company, Focus, but we do not share in such revenue. FRS also indirectly benefits from our clients’ use of the services insofar as such use incentivizes the Brokers to maintain their relationship with FRS and to continue paying Platform Fees to FRS, which could also support increases in the overall amount of the Platform Fee rates in the future. Further information on this conflict of interest is available in Item 10 of this Brochure. We offer clients the option of obtaining certain financial solutions from unaffiliated third-party financial institutions through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial LLC (“Flourish”). Focus Financial Partners, LLC (“Focus”) is a minority investor in UPTIQ, Inc. UPTIQ is compensated by sharing in the revenue earned by such third-party financial institutions for serving our clients. The revenue paid to UPTIQ also benefits UPTIQ, Inc.’s investors, including Focus, our parent company. When legally permissible, UPTIQ also shares a portion of this earned revenue with our affiliate, Focus Solutions Holdings, LLC (“FSH”). For securities-backed lines of credit (“SBLOCs”) made to our clients, UPTIQ will share with FSH up to 75% of all revenue it receives from such third-party financial institutions. For other loans (except residential mortgage loans) made to our clients, UPTIQ will share with FSH up to 25% of all revenue it receives from such third-party financial institutions. For cash management products and services provided to our clients, UPTIQ will share with FSH up to 33% of all revenue it receives from the third-party financial institutions and other intermediaries that provide administrative and settlement services in connection with this program. KOVITZ FORM ADV PART 2A |29     As noted above, Flourish facilitates cash management solutions for our clients. When legally permissible, Flourish pays FSH a revenue share of up to 0.10% of the total amount of cash held in Flourish cash accounts by our clients. Although the amount of these revenue-sharing payments to FSH is not charged directly in the calculation of the interest rate paid by clients on credit solutions facilitated by UPTIQ or the yield earned by clients on cash management solutions facilitated by UPTIQ or Flourish, the compensation earned by UPTIQ and Flourish is an expense of the third-party financial institutions that informs the interest rate paid by clients on credit solutions and the yield earned by clients on cash management solutions. FSH distributes this revenue to us when we are licensed to receive such revenue (or when no such license is required) and the distribution is not otherwise legally prohibited. Further information on this conflict of interest is available in Item 10 of this Brochure. ITEM 6. PERFORMANCE- BASED FEES/SIDE-BY-SIDE MANAGEMENT As we described above, we charge quarterly investment management fees for providing investment management services to our advisory clients. We charge performance-based fees to our affiliated hedge funds (which are open to new investors) and certain other separate accounts that we manage alongside our hedge funds. These fees are generally a percentage of net profits, subject to a high-water mark. We also receive management fees and performance-based servicing fees in connection with the real estate funds discussed above. In addition, certain of our executive officers own a separate company that sponsors and manages private equity funds. They receive compensation based on their ownership of the private equity funds’ manager, and based on the ongoing management and performance-based fees that the funds pay to the manager. This is a conflict of interest in that Kovitz and its employees have an incentive to recommend that clients invest in the potentially riskier and less liquid and higher fee-paying hedge funds and other private placements over separate account management because the funds pay higher management fees and also performance-based fees. We have an incentive to devote more time and resources to the hedge funds and other private placements over our advisory clients who only pay investment management fees and not performance-based fees. In addition, performance-based fees create an incentive for us to make investments that are riskier or more speculative than we would if we did not charge performance- based fees. Also, this creates an incentive to over-value investments that do not have readily available market values. We have designed our policies regarding trade allocation, valuation, and our Code of Ethics to help address these risks: KOVITZ’S AFFILIATED HEDGE FUNDS AND OTHER PRIVATE PLACEMENTS Kovitz’s affiliated hedge funds and other private placements are not suitable for all clients, they are not permitted for certain clients, and we do not market them to the general public. As described above, we first consult with our clients to determine the nature of their financial condition, their financial objectives, income and liquidity needs, desire and need for principal protection, risk tolerance, and tax sensitivities. We also assess the client’s investment sophistication, net worth, and eligibility in determining whether it is suitable to recommend investments that pay performance-based fees; The affiliated hedge funds and other private placements have a different investment objective, require a higher risk tolerance, have a different investment strategy, and are usually less liquid than investments held in our non-private placement advisory clients. The hedge funds and other private placements invest in securities or other assets in which non-private placement investors do not invest; When the hedge funds invest in the same securities as non-hedge fund investors, we generally execute those transactions around the same time. However, because the hedge funds generally use different brokers (where applicable) than our separate account clients, we do not necessarily apply the same average price across all participating client accounts and hedge funds. To address this, we have implemented trade KOVITZ FORM ADV PART 2A |30     rotation policies and procedures. In connection with “firm-wide” trades, we rotate executions across several client account “groups” (for example, one group is comprised of our hedge funds and certain related separate accounts). We have created client groups based on, among other things, the custodian(s) of client accounts, and whether or not we have substantial control over the trade execution process. Our goal is to achieve fairness of execution over time across our entire client base; Kovitz does not exercise discretion with respect to investing client assets in its affiliated hedge funds and other private placements (that is, the client must choose to invest in such funds); Many of the investors in the affiliated hedge funds and other private placements are also separate account advisory clients of Kovitz, and these clients’ non-private placement assets under management usually significantly exceed their investments in the private placements. This creates a disincentive for Kovitz to favor the private placements over separately managed accounts; Kovitz does not charge fees in a manner which results in charging more than once on certain assets (sometimes referred to as “double dipping”); and The allocation of investments in private investments or limited investment opportunities across client portfolios is generally not executed on a pro rata basis as a number of factors will determine whether the private or limited offering is appropriate or suitable for a client. Accordingly, such opportunities may be allocated based on another approach, including random selection, selection based on account size or another methodology. Factors which may impact the allocation, include but are not limited to: client acceptance, account size, liquidity, investor qualification and risk tolerance. We note that private investments or limited investment opportunities may not be appropriate for smaller accounts, depending on factors such as minimum investment size, qualification status, account size, risk, and diversification requirements, and accordingly may not be allocated such investments; EQTY, THE AL FRANK FUND AND FPCGX With respect to EQTY, and as noted above, Kovitz generally intends to manage EQTY according to the same primary equity strategy as that of its separate (equity) account clients (i.e., side-by-side). In addition, the investment teams in the California Office and Fort Pitt manage the Al Frank Fund and FCPGX (respectively) according to the same strategy as that of its separate account clients. Subject to day-to-day cash flows in or out of the Al Frank Fund and FPCGX (which result from underlying shareholder activity over which Kovitz does not have complete control), Kovitz generally intends to transact in the same securities as in its clients’ separate accounts, and apply an average price to such transactions. If we cannot complete the entire desired transaction for all clients, we use a lottery system to determine on a random basis which clients will receive an allocation of the intended transaction. With respect to the Al Frank Fund and FPCGX, Kovitz generally groups transactions in the fund with its separate client accounts that are managed according to a similar investment strategy. Similar to our hedge funds, EQTY will trade in its own “trade group” and will not be aggregated with other clients’ separate accounts. ITEM 7. TYPES OF CLIENTS We provide investment management services to: Individuals (primarily those with a high net worth) and their related accounts such as IRAs, trusts, partnerships, and custodial accounts; Retirement/benefit plans such as 401(k) and profit-sharing plans; Accounts of small businesses; Institutional clients, such as Taft-Hartley plans and other entities, such as corporations, limited partnerships, and limited liability companies; State and municipal government entities; KOVITZ FORM ADV PART 2A |31     Charitable foundations and other not-for-profit organizations; and Affiliated private placements (described above). As noted above, we also have several “wrap,” “model,” and TAMP arrangements where we provide a model portfolio to the primary advisers’ clients. In addition, we act as a sub-adviser to CAPOX, which we manage according to an investment strategy that is similar to the strategy of our affiliated hedge funds, and which we recommend for our separate account clients (refer to our discussion of CAPOX in various places throughout this Brochure. Please also refer to the CAPOX prospectus for more information, available at www.absoluteadvisers.com/absolute-capital-opportunities-fund/fund-overview). Lastly, we act as investment adviser to EQTY, FPCGX and to the Al Frank Fund (refer to our discussions of EQTY, FPCGX and the Al Frank Fund in various places throughout this Brochure. Please refer to the EQTY prospectus for more information, available at www.Kovitz.com/eqty, and the Al Frank Fund prospectus for more information, available at www.alfrankfunds.com and the FPCGX prospectus for more information, available at www.fortpittfunds.com). INVESTMENT MINIMUMS Kovitz does not have a stated investment minimum but generally prefer to require a $1,000,000 minimum initial relationship for separate accounts. Kovitz has the discretion to accept or decline any client engagement for any reason, in our sole discretion. ITEM 8. METHODS OF ANALYSIS, INVESTMENT STRATEGIES, RISK OF LOSS Investing in securities involves the risk of loss, and the loss may be permanent, and clients should be prepared to bear that risk. We try to manage that risk for our clients by considering the client’s financial condition, financial objectives, income and liquidity needs, desire and need for principal protection, risk tolerance and tax sensitivities, and by managing and periodically rebalancing the client’s assets to a target asset allocation. We also manage this risk of loss by diligent security selection. We discuss this issue in more detail below. In certain instances, Kovitz will develop a written investment policy statement ("IPS"), which establishes expectations for minimum and anticipated real return, volatility, and maximum acceptable losses. The IPS also sets forth guidelines for the selection of managers and mutual funds, as well as parameters for manager termination. Once the IPS is developed, Kovitz coordinates and supervises the implementation of the long-term plan. The following discussion is limited to our investment strategies, methods of analysis, and risks relating to individual equities, ETFs, mutual funds, fixed income securities (including CMOs), structured notes, interval funds, external managers and private collective investment vehicles. These are the strategies and securities that we believe are the most relevant in our relationships with our advisory clients. EQUITIES Investment Philosophy and Strategy Our equity selection philosophy is based on adopting a business owner mentality and adhering to a “Margin of Safety” principle. Risk of loss from an investment in equities can arise from faulty assumptions about a company’s intrinsic value, including assumptions as to normalized earnings, growth of earnings, and the company’s competitive advantage. We try to pay a price significantly below our estimate of intrinsic or private business valuation. This approach attempts to mitigate risk of permanent loss of capital should our analysis or assumptions prove inaccurate. We apply this methodology and analysis diligently. KOVITZ FORM ADV PART 2A |32     Discipline We look to invest in industry leading, prudently capitalized (focus on use of leverage) companies that have a competitive advantage. We are very focused on the price we pay. We will pay a price we believe is significantly below intrinsic value and we are willing to wait for the market to realize that value. Intrinsic value is based on the discounted value of future cash flows. We do not decide to buy, sell, or hold stocks based on what others think the market or the economy is going to do, but based instead on how the intrinsic value of the business compares to the market price of the stock. We select (or hold) clients’ equities in much the same way we would evaluate a business if we wanted to buy or keep the whole company. Patience We believe that having a long-time horizon is an advantage to investing successfully (outperforming a benchmark over multi-year periods). Our business structure allows us a long-time horizon as the interests of the client, the planner, and the investment manager are aligned. Our decisions are based on long-term business values rather than short-term events or analysts’ reports. Our client base shares our long-time horizon, and we believe this is an advantage with respect to investing. Perspective While we strive to maximize return, we stress the importance of safety of principal with a focus on minimizing permanent loss of capital. We therefore purchase stocks at a significant discount to our estimate of underlying intrinsic value. Our goal is to generate substantial return when our analysis and assumptions prove correct, while minimizing downside risk if a particular investment thesis is flawed or if for some other reason our assumptions prove incorrect. Implementing these principles often results in investment decisions that run counter to general market sentiment. We believe this approach is consistent with our focus on maximizing long-term net worth whether or not we generate short-term performance. Market price movements are important to us because they alternately create low price levels at which we can buy and high price levels at which we can sell. EQUITY RESEARCH – METHOD OF ANALYSIS Our equity research and method of analysis apply a thorough process to screen, track, evaluate, and manage our clients’ equity portfolios. Our method of analysis is primarily fundamental, and we rely heavily on our review of publicly available filings and other proprietary research. We do not concentrate on meetings with management or research reports prepared by third party analysts. We summarize below the important facets of our approach: Qualitative Assessment Market leaders with strong competitive positions; Stable products and economies of scale and/or scope; Low capital requirements; and Experienced and competent management with ownership stakes. Quantitative Assessment High returns on capital; High correlation between earnings and cash flow; Low financial risk; and Valuations based on discounted cash flow models. Kovitz investment teams use various methods of analysis and sources of information in formulating investment advice. The methods of analysis are primarily based on economic and company/fund fundamental analysis as well as economic cyclicality. Charting and technical analysis are used only as conformational tools. For some investment strategies, Kovitz uses proprietary screening criteria. Kovitz’s sources of information include, but are not limited to, Bloomberg, Zephyr, Morningstar, Thompson Reuters, The Daily Shot, I Portfolio Solutions, Standard & Poor’s and KDP Corporate Bond Research. Other sources of information include corporate annual reports, prospectuses, SEC filings, inspections of corporate activities, third-party research (i.e., “street” research materials), corporate rating services, newspapers, financial periodicals and the internet. KOVITZ FORM ADV PART 2A |33     RISKS We remind our clients and prospective clients that there are risks to investing in equities. The following are examples of such risks: Market Risk: Equity securities fluctuate in value, and such fluctuations can be significant. The price of an equity security may drop in response to the activities of the individual company, but can also be caused by other factors that are unrelated to company’s condition or circumstances. Equity prices can react to tangible and intangible events, such as political, economic, and social conditions. In addition, stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. The value of the equities that a client holds may decline over short or extended periods of time. Business Risk: Securities issued by certain types of companies or companies within certain industries are subject to greater risks of loss due to the nature of their business. For example, certain companies may have to devote a large amount of resources and investment over many years before they can deliver a product or service to customers at a profit. They may carry a higher perceived risk of loss than companies which receive a steady, predictable stream of income from customers regardless of the economic environment. Concentration Risk: Clients whose investment portfolios are not “diversified” – that is, portfolios heavily weighted in a small number of securities, industries, sectors, or types of investments (equities versus fixed income) may experience more volatility and fluctuation in market values than those who have more diversified portfolios. Concentrated holdings may offer the potential for higher gain, but also offer the potential for significant loss. Liquidity Risk: “Liquidity” is the ability to readily convert an investment into cash. If an asset is not liquid, there may be a greater risk that, if circumstances require an investor to sell the asset quickly, it will be sold at a price substantially below what is perceived as a “fair” value. Generally, an asset is more liquid if it represents a standardized product or security and there are many traders interested in making a market in that product or security. For example, Treasury Bills are highly liquid, while real estate properties are generally considered illiquid. FIXED INCOME Our investment approach to fixed income investing stresses preservation of wealth. We believe that a quality bond portfolio, constructed and rebalanced to a thoughtful asset allocation, helps to mitigate risk by adding a low correlated asset class to equities. We believe our competitive advantage in managing fixed income lies in our diligent execution process which enables us to achieve excess yield without accepting excess risk. Investment Philosophy and Strategy; Method of Analysis We try to carry out our investment approach by patiently bidding on bonds (municipal and corporate) owned by third party bond sellers and by our willingness to buy odd (smaller) lots of bonds, bonds selling at a premium, AMT bonds, and sinking fund bonds. The demand for these kinds of bonds is typically low, and we are generally able to buy them at lower prices (and higher yields) for our clients. While this is the firm’s primary (and preferred) bond-buying strategy, the firm also buys bonds directly from the inventories of brokers that hold the clients’ assets, depending on the client’s specific circumstances. We anticipate holding the bonds to maturity and therefore are less concerned with interim price fluctuations. We do not take ownership or maintain an inventory of bonds for later sale to our clients. We buy bonds for direct allocation to specific client accounts based on the specific client’s asset allocation and circumstances. Depending on our specific client’s investment objective, we will build a bond ladder of individual bonds maturing in different years in order to provide liquidity, an income stream, and to hopefully reinvest at higher rates. Our strategy, method of analysis, and objective in purchasing bonds are: To preserve client principal; To not attempt to forecast interest rates. Instead, we attempt to take advantage of current market conditions to identify excess yield available in the bond market; KOVITZ FORM ADV PART 2A |34     To not compromise credit quality. We consider underlying ratings and financial health of the bond issuer and any insurer. We focus on the nature of the bond issue, and we prefer general obligation and essential service- backed bonds; To obtain above market returns through a disciplined purchasing strategy, and not by assuming added credit risk; To adhere to the client’s specific needs and circumstances such as state preferences, income needs, and tax sensitivities; To be flexible as to the timing of principal and interest payments so long as our clients receive satisfactory additional yield due to this nuance; To be willing to accept modest liquidity risk when such risk can potentially lead to greater returns; To match the client’s cash flow needs with our view of interest rate and liquidity risk to build a suitable portfolio; To purchase and sell through an open bidding process to ensure fresh, accurate, and above market yields. We do not hold bonds in inventory. We do not buy bonds from clients for our company’s account, nor do we sell bonds to clients from our own company’s account; and To purchase bonds with specific clients in mind. RISKS As with equities, there are risks to investing in fixed income securities, such as Market Risk, Business Risk, and Concentration Risk (please see the discussion of those risks above). In addition, there are risks that are specific to fixed income securities. The following are some examples: Liquidity Risk: As we have described above, liquidity is the ability to readily convert an investment into cash. Generally, an asset is more liquid if it represents a standardized product or security and there are many parties interested in making a market in that product or security. For example, Treasury Bills are highly liquid, while real estate properties are generally considered illiquid. If an asset is not liquid, there may be a greater risk that, if circumstances require an investor to sell the asset quickly, it will be sold at a price substantially below what is perceived as a “fair” value. Given our firm’s investment philosophy and trading strategy, which we have described above, this risk applies to our clients who hold fixed income securities. As we have also described above, we tend to purchase fixed income securities in smaller lots for our clients, and intend for our clients to hold them until maturity. If clients direct us, however, to sell certain fixed income securities rather than holding them to maturity, we may be unable to obtain a favorable or “fair” sale price. Interest Rate Risk: Fluctuations in interest rates may cause prices of fixed income securities to fluctuate. For example, when interest rates rise, yields on existing bonds become less attractive, causing their market values to decline. Specifically, with respect to structured notes (steepeners), coupon rates can fall to zero, as the rates on such securities are adjustable, and will change as a result of changes in interest rates. Credit (Default) Risk: The owner of a fixed income security may lose money if the party that issues the security is unable or unwilling to make timely principal and/or interest payments or to otherwise honor its obligations. Further, when an issuer’s financial condition suffers, or a credit rating agency lowers the issuer’s credit rating, the price of the issuer’s bonds may decline and/or experience greater volatility. These changes can also affect the liquidity of the issuer’s fixed income securities and make them more difficult to sell. Prepayment Risk: When the issuer of a fixed income security has the right to prepay principal, if it exercises that right earlier or at a higher rate than expected, a client may incur losses. This means that the client may be unable to recoup his/her initial investment and may have to reinvest in lower yielding securities. This can have a negative effect on the client’s income stream, total return and/or the price of the security. Prepayment risk tends to be highest in periods of declining interest rates. KOVITZ FORM ADV PART 2A |35     Reinvestment Risk and Inflation Risk: Reinvestment Risk is the risk that future proceeds from investments may have to be reinvested at potentially lower rates of return (interest rates). With respect to inflation, when any type of price inflation is present, a dollar today will not buy as much as a dollar next year, because a person’s “purchasing power” is eroding at the rate of inflation. MUTUAL FUNDS – FORT PITT Fort Pitt closely examines fund-level data such as share class availability, asset size, expense ratios, style consistency, in varying market environments, and diversification of the underlying portfolio, performance characteristics management’s track record. A comparison of funds to their peer groups is conducted as well. The up-front research conducted in choosing or recommending a new investment is merely the initial undertaking. Since Fort Pitt intends for client assets to be held for the long-term, the research into the firm’s investment choices, expense structures, and performance is ongoing. Meetings are held at least bi-monthly to discuss strategy and additions or changes. After investing in a fund, conference calls are conducted with mutual fund managers or investment teams on a periodic basis. Less formal discussions take place via telephone with mutual fund representatives and Portfolio Managers on an ad hoc basis. When more detailed dialogue is necessary, a member of the firm’s portfolio management team will interview a fund manager. RISKS – MUTUAL FUNDS As with all other types of securities, there are risks to investing in mutual funds. Such risks are generally associated with the underlying investments (i.e., equities and fixed income) within the fund’s portfolios and are defined in each fund’s prospectus. See the risk discussions above specific to investing in equities and fixed income securities. RISKS – ETFS Market Risk: Similar to equity securities, ETFs fluctuate in value, and such fluctuations can be significant. The price of an ETF can drop in response to the activities of the individual companies held by the ETF, but can also be caused by other factors that are unrelated to a specific holding’s condition or circumstances. ETF prices can react to tangible and intangible events, such as political, economic, and social conditions. In addition, stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. The value of the ETFs that a client holds may decline over short or extended periods of time. Also, ETFs that seek to provide investment results that are the inverse (opposite) of the performance of an underlying index, are subject to the risk that the performance of such ETF will fall as the performance of that ETF’s benchmark rises. In addition, some ETFs utilize leverage (i.e., borrowing) in order to acquire their underlying portfolio investments. The use of leverage can exaggerate changes in an ETF’s share price and the return on its underlying investments. Accordingly, the value of a client’s investments in ETFs may be more volatile and all other risks, including the risk of loss of an investment, tend to increase. As a result of compounding, inverse and leveraged ETFs often have a single day investment objective. An inverse ETF’s performance for periods greater than one day is likely to be either greater than or less than the inverse of the index performance as stated in the ETF’s objective. Similarly, a leveraged ETF’s performance for periods greater than one day is likely to be either greater than or less than the index performance times the stated multiple in the ETF’s objective. This effect becomes more pronounced for these types of ETFs as market volatility increases. Investments by clients in inverse and leveraged ETFs may result in increased volatility of returns. As a result, investments in these types of securities can result in client not achieving their investment objectives. Concentration Risk: Sector ETFs, such as REITs, are subject to industry concentration risk, which is the chance that stocks comprising the sector ETF will decline due to adverse developments in that particular industry. Interest Rate Risk: Fixed income (bond) ETFs are subject to interest rate risk which is the risk that debt securities in a portfolio will decline in value because of increases in market interest rates. Securities rated below investment grade, KOVITZ FORM ADV PART 2A |36     commonly referred to as “junk bonds”, involve greater risks than securities in higher rating categories. Junk bonds are regarded as speculative in nature, involve greater risk of default by the issuing company, and may be subject to greater market fluctuations than higher rated fixed income securities. Credit (default) Risk: Fixed income ETFs are also subject to credit (default) risk. The owner of a fixed income security may lose money if the party that issues the security is unable or unwilling to make timely principal and/or interest payments or to otherwise honor its obligations. Further, when an issuer’s financial condition suffers, or a credit rating agency lowers the issuer’s credit rating, the price of the issuer’s bonds may decline and/or experience greater volatility. These changes can also affect the liquidity of the issuer’s fixed income securities and make them more difficult to sell. RISKS – MARGIN Margin lending is a feature where a custodian will lend a Client money against the value of their portfolio securities. The borrowed money is called a margin loan and can be used to purchase additional securities or to meet short-term financial needs. Margin can be profitable when stocks prices increase although financial risk to the Client can be significant when stock prices decline. Clients should carefully read their custodian margin agreement to fully understand the risks associated with margin lending. RISKS – MORTGAGE-BACKED SECURITIES As we have noted above in the section entitled “Item 4. Kovitz’s Investment Advisory Business,” part of our fixed income approach includes investing in MBS, specifically CMOs. We apply the same investment philosophy, trading strategy, and method of analysis as we do for other fixed income securities (as we have also described above). As with equities and other types of fixed income securities, there are risks to investing in CMOs, such as Market Risk, Business Risk, and Concentration Risk. Liquidity Risk, Interest Rate Risk, and Credit (default) Risk also apply when investing in CMOs. In addition, there are other risks specific to CMOs: General: The performance of a client’s CMO holdings can be affected by a variety of factors, including its priority in the capital structure of the issuing company, the nature of the mortgages themselves within the CMOs, and the level and timing of principal and interest payments made by underlying mortgage borrowers. Also, a rapid change in the rate of defaults of mortgages within a CMO may have a significant effect on the yield to maturity. Clients risk loss on CMO investments regardless of their ratings by the ratings agencies. Prepayment Risk: When the issuer of a fixed income security has the right to prepay principal, if it exercises that right earlier or at a higher rate than expected, a client may incur losses. This means that the client may be unable to recoup his/her initial investment and may have to reinvest in lower yielding securities. This can have a negative effect on the client’s income stream, total return and/or the price of the securities in the client’s portfolio. Prepayment risk tends to be highest in periods of declining interest rates. Although CMOs can be issued with maturities of up to 40 years, unscheduled or early payments of principal and interest on the mortgages may significantly shorten their effective maturity dates. Generally, CMOs are subject to greater prepayment risk than other types of fixed income securities, such as municipal or corporate bonds. From time-to-time Kovitz will recommend that clients invest with third party money managers. Kovitz obtains information with respect to money managers from third party consultants, tracking organizations, business publications, money managers and other sources. The factors Kovitz uses to recommend money managers include, but are not limited to, the manager’s reputation, firm stability, quality and resources of the investment team, operational infrastructure and controls, investment philosophy, depth and breadth of research, portfolio construction and risk management practices, performance record, the continuity of management service to clients, minimum dollar investment requirement and fees. Where we otherwise deem the investment appropriate in light of the client’s investment objectives and risk tolerance, we recommend allocating a portion of our clients’ portfolios to alternative investments (affiliated or unaffiliated) that offer exposure to asset classes or investment opportunities which would not otherwise be available to them. Alternative KOVITZ FORM ADV PART 2A |37     investments are typically much less liquid than securities that are traded in the public markets. Some alternative investments present substantial risk of loss. The risks associated with each alternative investment we recommend are detailed in the offering memorandum for the relevant investment. We urge clients to carefully review and consider the risks of any alternative investments we recommend, including the potential for losing the entire amount invested. In addition to general business risks, investors in the TLSRE Fund are subject to the following additional risks:  Risks associated with the success of the Fund’s investment in IQHQ, Inc., including the real estate development risk that the life science real estate projects are not completed as planned. Clients should review the offering and other documents a client participating in the TLSRE Fund will receive that set out a more detailed discussion of risks relative to investing in the particular fund. RISKS – STRUCTURED NOTES Structured notes are complex financial instruments. Clients should understand the reference asset(s) or index(es) and determine how the note's payoff structure incorporates such reference asset(s) or index(es) in calculating the note's performance. This payoff calculation may include leverage multiplied on the performance of the reference asset or index protection from losses should the reference asset or index produce negative returns and fees. Structured notes may have complicated payoff structures that can make it difficult for clients to accurately assess their value, risk, and potential for growth through the term of the structured note. Determining the performance of each note can be complex, and this calculation can vary significantly from note to note, depending on the structure. Notes can be structured in a wide variety of ways. Payoff structures can be leveraged, inverse, or inverse- leveraged, which may result in larger returns or losses. Clients should carefully read the prospectus for a structured note to fully understand how the payoff on a note will be calculated and discuss these issues with us. Market risk: Some structured notes provide for the repayment of principal at maturity, which is often referred to as "principal protection." This principal protection is subject to the credit risk of the issuing financial institution. Many structured notes do not offer this feature. For structured notes that do not offer principal protection, the performance of the linked asset or index may cause clients to lose some, or all, of their principal. Depending on the nature of the linked asset or index, the market risk of the structured note may include changes in equity or commodity prices, changes in interest rates or foreign exchange rates, or market volatility. Issuance price and note value: The price of a structured note at issuance will likely be higher than the fair value of the structured note on the date of issuance. Issuers now disclose an estimated value of the structured note on the cover page of the offering prospectus, allowing investors to gauge the difference between the issuer's estimated value of the note and the issuance price. The estimated value of the notes is likely lower than the issuance price of the note to investors because issuers include the costs for selling, structuring or hedging the exposure on the note in the initial price of their notes. After issuance, structured notes may not be re-sold on a daily basis and thus may be difficult to value given their complexity. Liquidity: The ability to trade or sell structured notes in a secondary market is often very limited as structured notes (other than exchange-traded notes known as “ETNs”) are not listed for trading on security exchanges. As a result, the only potential buyer for a structured note may be the issuing financial institution's broker-dealer affiliate or the broker-dealer distributor of the structured note. In addition, issuers often specifically disclaim their intention to repurchase or make markets in the notes they issue. Clients should, therefore, be prepared to hold a structured note to its maturity date or risk selling the note at a discount to its value at the time of sale. Credit risk: Structured notes are unsecured debt obligations of the issuer, meaning that the issuer is obligated to make payments on the notes as promised. These promises, including any principal protection, are only as good as the financial health of the structured note issuer. If the structured note issuer defaults on these obligations, investors may lose some, or all, of the principal amount they invested in the structured notes as well as any other payments that may be due on the structured notes. KOVITZ FORM ADV PART 2A |38     Call risk: Some structured notes have "call provisions" that allow the issuer, at its sole discretion, to redeem the note before it matures at a price that may be above, below, or equal to the face value of the structured note. If the issuer "calls" the structured note, clients may not be able to reinvest their money at the same rate of return provided by the structured note that the issuer redeemed. Tax considerations: The tax treatment of structured notes is complicated and, in some cases, uncertain. Before purchasing any structured note, clients may wish to consult with a tax advisor. Clients also should read the applicable tax risk disclosures in the prospectuses and other offering documents of any structured note they are considering purchasing. RISKS – INTERVAL FUNDS Interval funds are closed-end funds that make periodic repurchase offers to its shareholders, generally every three, six, or twelve months, as disclosed in the fund's prospectus and annual report. Additionally, most interval funds have an illiquid nature. When Kovitz invests client funds into interval funds, Clients should know that there are limited redemption rights. In most cases, these funds will have quarterly redemption windows with limited liquidity during those periods. Repurchase offers and the need to fund repurchase obligations may affect the ability of the funds to be fully invested or force the funds to maintain a higher percentage of its assets in liquid investments, which may harm the funds' investment performance. Moreover, diminution in the size of the funds through repurchases may result in untimely sales of portfolio securities (with associated imputed transaction costs, which may be significant) and may limit the ability of the funds to participate in new investment opportunities or to achieve its investment objective. If the funds employ investment leverage, repurchases of common shares would compound the adverse effects of leverage in a declining market. In addition, if the funds borrow to finance repurchases, interest on that borrowing will negatively affect shareholders who do not tender their shares by increasing the funds' expenses and reducing any net investment income. In the event that the funds' boards determine not to repurchase more than the repurchase offer amount, or if shareholders tender more than the amount available for repurchase, the funds will repurchase the shares tendered on a pro-rata basis, and shareholders will have to wait until the next repurchase offer to make another repurchase request. As a result, shareholders may be unable to liquidate all or a given percentage of their investment in the Fund during a particular repurchase offer. Some shareholders, in anticipation of proration, may tender more shares than they wish to have repurchased in a particular quarter, thereby increasing the likelihood that proration will occur. A shareholder may be subject to market and other risks, and the value of shares tendered in a repurchase offer may decline between the Repurchase Request Deadline and the date on which the NAV for tendered shares is determined. In addition, the repurchase of shares may be a taxable event to shareholders. RISKS – EXTERNAL MANAGERS The profitability of a portion of Kovitz's, or External Managers', recommendations may depend to a great extent upon correctly assessing the future course of price movements of stocks and bonds. There can be no assurance that Kovitz or External Managers will be able to predict those price movements accurately. As stated above, Kovitz recommends the use of External Managers for certain clients. The Firm will continue to do ongoing due diligence of such managers, but such recommendations rely, to a great extent, on the External Managers' ability to successfully implement their investment strategy. In addition, the Firm does not have the ability to supervise the External Managers on a day-to-day basis other than as previously described in response to Items 4 and 8 above. RISKS – PRIVATE COLLECTIVE INVESTMENT VEHICLES KOVITZ FORM ADV PART 2A |39     Kovitz recommends that certain clients invest in privately placed collective investment vehicles, which include, but are not limited to, Hedge Funds, Private Equity Funds, Private Credit Funds, Private Real Estate Funds, and other Limited Partnerships. The managers of these vehicles will have broad discretion in selecting the investments. There are few limitations on the types of securities or other financial instruments which may be traded and no requirement to diversify. The funds may trade on margin or otherwise leverage positions, thereby potentially increasing the risk to the vehicle. In addition, because the vehicles are not registered as investment companies, there may be an absence of regulation. There are numerous other risks in investing in these securities, including the risk of loss of principal, lack of transparency, high expenses and illiquidity. The client will receive a private placement memorandum and/or other documents explaining such risks. Real Estate Income Trust Risks Investments in non-listed or non-traded real estate investment trusts (REITs) are subject to additional risks including but not limited to:  Liquidity risk, as non-traded REITs generally cannot be sold until listed on an exchange or the trust’s assets are liquidated. Early redemptions may be subject to limitations including notice requirements, termination of redemption provisions, and discounted redemption values.  Non-traded REITs can include high upfront fees which are generally designed to cover offering and organizational costs. These early, high fees reduce the value of the principal invested and results in less return on investment. In addition, non-traded REITs can involve significant transaction costs including fees to acquire properties and asset management fees.  Distributions from non-traded REITs, particularly initial distributions, may be derived from investment principal rather than operations. This practice reduces the value of the shares and reduces the cash available to the REIT to purchase real estate assets.  Lack of available share price for non-traded REITs, which may limit or eliminate the ability to assess the value or performance of the investment for significant time periods.  Conflicts of interest risks, including external managers that may receive significant transaction fees by the REIT for services that do not align with shareholder interests, such as fees based on the amount of property acquisitions and assets under management. RISKS – COLLECTIVE FUNDS Kovitz leverages the use The Collective Funds, which function similarly to mutual funds, but they are only available to certain types of retirement plans (i.e., 401(k) plans, cash balance plans, etc.). They are sponsored by a bank or trust company and regulated by the applicable authorities. Collective funds are exempt from registration under Section 3(c)(11) of the Investment Company Act of 1940 and their governing documents, which include a declaration of trust and a disclosure memorandum, must be delivered privately. The Collective Funds are part of a collective investment trust sponsored by American Trust Company (“American Trust”). American Trust, as trustee, manages the Collective Funds and maintains ultimate discretionary authority, with Kovitz serving as sub-adviser to the trust. The Collective Funds are subject to risk, including but not limited to general market risk, currency fluctuations, and economic conditions. Market value may fluctuate up and down, and you may lose money, including part of your principal, when you buy or sell an investment. The underlying investments are neither FDIC insured nor guaranteed by the U.S. Government. There may be economic times where all investments are unfavorable and depreciate in value. Kovitz does not forecast future economic environments and cannot comment on how any model might do in any future economic scenario. Tax considerations are not taken into account. The Collective Funds all have the goal of meeting or exceeding the return of a specific benchmark with a level of risk similar to the risk associated with the benchmark. Kovitz uses investment benchmarks as a framework for constructing portfolios, managing portfolio risk, and monitoring portfolio performance by comparing rates of return over time. KOVITZ FORM ADV PART 2A |40     The strategy seeks to eliminate emotional decision making and manage market risks more effectively over full economic and market cycles. It can be proactively re-balanced and re-allocated based on the ever-changing market cycles—with diversification across multiple asset classes, including exposures to US Equities, International Equities, and Fixed Income. The core belief in this process is that managing to downside market risk in periods of extreme volatility and heightened economic uncertainty leads to better risk-adjusted outcomes for investors. More information is available in the Collective Funds’ Participation Agreements and Kovitz can provide information about particular investment benchmarks upon request. RISKS – OPTIONS TRADING Certain strategies where Kovitz serves as the Manager center on the trading of options. The purchaser of an option, who has the right to buy or sell a security or other instrument at the agreed-upon “strike” price, risks the loss of premium payments required to purchase the option. The seller of an option, who has the obligation to deliver to the purchaser a security or other instrument at the agreed-upon “strike” price, under certain circumstances risks incurring substantial and immediate losses. Specifically, if the sellers’ options are “uncovered” (meaning the seller does not own the underlying security), the seller could suffer huge losses by being required to acquire at market prices securities that are trading at prices vastly different than the agreed upon “strike” price, in order to deliver them to the purchaser. Moreover, sales of options are subject to the costs and risks of trading on margin. RISKS – INDEX OR INDEX OPTIONS The value of an index or index option fluctuates with changes in the market values of the assets included in the index. Because the value of an index or index option depends upon movements in the level of the index rather than the price of a particular asset, whether the position will realize appreciation or depreciation from the purchase or writing of options on indices depends upon movements in the level of instrument prices in the assets generally or, in the case of certain indices, in an industry or market segment, rather than movements in the price of particular assets. RISKS – CLOSED END FUNDS Closed-end funds carry the risk that the market price of the security deviates from the Net Asset Value of the security. Closed-end funds may use leverage which increases a fund’s risk or volatility. Also, closed-end funds may be less liquid than other exchange traded securities. RISKS – LEVERAGED AND INVERSE EXCHANGE TRADED PRODUCT Kovitz will use leveraged and inverse exchange-traded products (“ETP”) that seek to return a multiple of the inverse or opposite of the performance of an index on a daily basis. These products are subject to the risk of market volatility. The use of leverage generally increases risk, as it magnifies potential losses. The product’s performance for periods greater than a single day will be the result of each day’s returns compounded over the period, which is likely to be either better or worse than the index performance times the stated multiple in the product’s investment objective, before accounting for fees and expenses. Compounding affects all investments, but has a more significant impact on an inverse leveraged fund. Losses incurred will require even greater gains to get back to even. For leveraged fund investors, it is particularly important to understand that the effect of compounding on leveraged funds is significantly magnified and can cause gains and losses to occur much faster and to a greater degree. This effect becomes more pronounced as the volatility increases. Kovitz seeks to manage this risk by monitoring its holdings in these products on a daily basis. RISKS – HEDGING TRANSACTIONS Options may be used for risk management purposes. Kovitz will engage in hedging strategies in order to manage risk by investing in specialized ETFs and mutual funds which may use short sales, options, swaps, caps and floors, futures and forward contracts and other derivatives in an effort to protect assets from losses resulting from fluctuations in market prices. However, we may be unable to anticipate the occurrence of a particular risk and, therefore, may be unable to attempt to hedge against it. The use of hedging transactions may result in a poorer overall performance than if we had KOVITZ FORM ADV PART 2A |41     not engaged in any such transactions. Moreover, the portfolio will always be exposed to certain risks that cannot be hedged. RISKS – CURRENCY Currency risks arise from changes in the relative valuation of currencies, which can create unpredictable gains and losses when the profits or dividends from an investment are converted from a foreign currency into U.S. dollars. Clients can seek to reduce currency risk by using hedges and other techniques designed to offset any currency-related gains or losses. RISKS – DIGITAL ASSETS/CRYPTOCURRENCY Kovitz does not generally recommend digital assets/cryptocurrency securities (“crypto”) to clients. However, clients may request Kovitz to purchase and hold certain digital assets/cryptocurrency securities. Clients should be aware of the risks associated crypto. Investing in crypto is a newer market that has various business, liquidity, regulatory and technological risks associated with it. These risks can result in substantial loss for the client. Investing in crypto is highly speculative and involves a high degree of risk. Clients that invest in crypto should understand these risks, be sophisticated investors and bill willing to lose all of their investment. CYBERSECURITY RISK The computer systems, networks and devices used by Kovitz and service providers to us and our clients to carry out routine business operations employ a variety of protections designed to prevent damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches. Despite the various protections utilized, systems, networks, or devices potentially can be breached. A client could be negatively impacted as a result of a cybersecurity breach. Cybersecurity breaches can include unauthorized access to systems, networks, or devices; infection from computer viruses or other malicious software code; and attacks that shut down, disable, slow, or otherwise disrupt operations, business processes, or website access or functionality. Cybersecurity breaches may cause disruptions and impact business operations, potentially resulting in financial losses to a client; impediments to trading; the inability by us and other service providers to transact business; violations of applicable privacy and other laws; regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting issuers of securities in which a client invests; governmental and other regulatory authorities; exchange and other financial market operators, banks, brokers, dealers, and other financial institutions; and other parties. In addition, substantial costs may be incurred by these entities in order to prevent any cybersecurity breaches in the future. RISKS – AVAILABILITY AND ACCURACY OF INFORMATION Kovitz will select investments on the basis of information and data derived from a number of sources, including due diligence materials and public regulatory filings. Although Kovitz intends to evaluate all such information and data and seek independent corroboration when Kovitz considers it appropriate and when it is reasonably available, Kovitz in many cases will not be in a position to confirm the completeness, genuineness or accuracy of such information and data. ITEM 9. DISCIPLINARY INFORMATION Not applicable. KOVITZ FORM ADV PART 2A |42     ITEM 10. OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS FOCUS FINANCIAL PARTNERS As noted above in response to Item 4, certain investment vehicles affiliated with CD&R collectively are indirect majority owners of Focus LLC, and certain investment vehicles affiliated with Stone Point are indirect owners of Focus LLC. Because Kovitz is an indirect, wholly-owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners of Kovitz. Kovitz is affiliated with Telemus Insurance Services, LLC, a Delaware LLC (“TIS”) and TMD Insurance Services, LLC (together “the Insurance Agencies”). TIS is licensed as an insurance agency in Michigan and TMD Insurance Services, LLC is licensed as an insurance agency in Arizona. The Firm and certain of its employees refer clients and prospective clients to the Insurance Agencies for various insurance products and services such as life, disability and long-term care policies and annuity contracts, and make referrals to third party providers for property and casualty and group health insurance, for which they could potentially be compensated. Ari Fischman, an officer of TIS and an employee of the Firm, is compensated for the sale of insurance products through his affiliation with TIS and as a Registered Representative of Lion Street Financial, LLC, an unaffiliated, registered broker-dealer. TMD Insurance Services, LLC also does business under the trade name, Scottsdale Financial Group, and with its principal founder, Robert J. Smith. The compensation creates an incentive to recommend insurance products for the compensation received, rather than to meet a client’s needs. We address this conflict of interest through this disclosure. Clients are free to accept our recommendation or seek insurance products through other brokers or agents, as they wish. Purchaser Representative Kovitz, or its advisors, act as a purchaser representative for clients investing in certain private placements. Neither Kovitz nor any of its advisors are compensated by the sponsor(s) of these private placements. Kovitz may be reimbursed by sponsor(s) for administrative expenses associated with its or its advisor’s role as purchaser representative. Kovitz is investment adviser to two mutual funds – the Al Frank Fund and FPCGX and an ETF, EQTY. Please refer to our discussion of EQTY, FPCGX and the Al Frank Fund in various places throughout this Brochure, including how we manage EQTY, FPCGX and the Al Frank Fund alongside our separate client accounts and affiliated hedge funds. Please also refer to the EQTY prospectus for more information at www.Kovitz.com/eqty, the FPCGX prospectus for more information at www.fortpittfunds.com and the Al Frank Fund prospectus for more information at www.alfrankfunds.com. In addition, Kovitz acts as sub-adviser to CAPOX, which it recommends for investment in client accounts. Please refer to our discussion of CAPOX in various places throughout this Brochure, and refer to the CAPOX prospectus for more information at www.absoluteadvisers.com/absolute-capital-opportunities-fund/fund-overview. Kovitz is the general partner of affiliated private placements, which are open to new investors. This is a conflict of interest. The affiliated private placements do not have the same investment objectives as Kovitz’s separate client accounts. Please see the disclosure above in the section entitled “Item 6. Performance-Based Fees/Side-by-Side Management” for a description of this conflict of interest, and additional information with respect to these relationships. Kovitz also provides services to, or certain of its employees are otherwise involved in several private real estate funds in which clients and others have been solicited to invest. These funds are limited to accredited investors, and their objectives are to invest in properties across the real estate sector, including industrial, commercial, and residential. Although these funds are not investment advisory clients of Kovitz, this is a conflict of interest in that Kovitz’s employees are compensated based on referrals of Kovitz clients to such funds. Additionally, the fees associated with the private placement are higher than those of a separate managed account. This is a conflict of interest as it could incentive Kovitz to move assets into the private placements. This risk is mitigated through the disclosure in Item 6. Performance-Based Fees/Side-by-Side Management and that our advisors introducing the private placements are compensated equally across all investment types. Therefore, there is no benefit to advisor for an investor to be in a private placement over a separately managed account. KOVITZ FORM ADV PART 2A |43     For its U.S. domiciled TDOF Fund and TLSRE Fund, affiliates of Kovitz serve as the general partner/manager of the Funds. The affiliates are wholly owned by Kovitz’s parent company. Certain of Kovitz’s executive officers own a separate company that sponsors and manages private equity funds. All such funds are limited to accredited investors. The private equity funds’ primary investment objectives are to acquire controlling interests in existing companies and to make other investments. Although these funds are not clients of Kovitz, this is a conflict of interest in that these Kovitz officers are compensated based on their respective ownership of the private equity manager, and based on the ongoing management and incentive fees that the funds pay to the manager. In addition, the more assets that are referred and invested with the private equity funds, the larger the administrative fee payable to Kovitz under our administrative services agreement described in Item 14. This is also a conflict of interest in that certain Kovitz employees are compensated based on referrals of clients to such private equity funds which we believe is limited due to the compensation structure of employees noted Item 5. Please refer to the section above entitled “Item 6. Performance-Based Fees/Side-By-Side Management” for additional information about these relationships, a discussion of the conflicts of interest in recommending these investments, and how we believe we have addressed these conflicts. In addition, several of Kovitz’s employees are involved in a charitable organization called Kovitz Cares. Kovitz Cares primarily focuses on organizing volunteer projects for Kovitz employees, and raising funds to donate to charities. Please refer to the section above entitled “Item 5. Fees and Compensation” for a discussion about the organization, along with relevant conflicts of interest. Kovitz, its owner, executive officers, and employees spend as much of their time on the activities of a particular client as they deem necessary and appropriate. Kovitz and its affiliates are not restricted from investing in, forming or being involved with additional private funds, from entering other investment advisory relationships, or from engaging in other business activities. Kovitz’s involvement in these other activities, such as the real estate and private equity funds referenced above, is a conflict of interest. The time and efforts of Kovitz’s officers and employees are allocated among the firm’s individual client accounts and hedge funds, and to separate ventures such as the real estate funds and private equity funds. BUSINESS RELATIONSHIPS Kovitz maintains a business relationship with other Focus firms that is material to our advisory business or to our clients. ORIGIN Under certain circumstances we offer our clients the opportunity to invest in pooled investment vehicles managed by Origin. Origin provides these services to such clients pursuant to limited liability company agreement or limited partnership agreement documents and in exchange for a fund-level management fee and performance fee paid by our clients and not by us. Origin, like Kovitz, is an indirect wholly owned subsidiary of Focus LLC and is therefore under common control with Kovitz. The allocation of our clients’ assets to Origin’s pooled investment vehicles, rather than to an unaffiliated investment manager, increases Origin’s, and indirectly, Focus LLC’s and Kovitz’s, compensation and revenue. As a consequence, Focus LLC and Kovitz have a financial incentive to cause Kovitz to recommend that our clients invest in Origin’s pooled investment vehicles, which creates a conflict of interest with Kovitz clients who invest, or are eligible to invest, in Origin’s pooled investment vehicles. OCA Under certain circumstances we offer our clients the opportunity to invest in pooled investment vehicles managed by OCA. OCA provides these services to such clients pursuant to limited liability company agreement or limited partnership agreement documents and in exchange for a fund-level management fee and performance fee paid by our clients and not by us. OCA, like Kovitz, is an indirect wholly owned subsidiary of Focus LLC and is therefore under common control with Kovitz. The allocation of our clients’ assets to OCA’s pooled investment vehicles, rather than to an unaffiliated investment manager, increases OCA’s, and indirectly, Focus LLC’s and Kovitz’s, compensation and revenue. As a consequence, Focus LLC and Kovitz have a financial incentive to cause Kovitz to recommend that our clients invest in KOVITZ FORM ADV PART 2A |44     OCA’s pooled investment vehicles, which creates a conflict of interest with Kovitz clients who invest, or are eligible to invest, in OCA’s pooled investment vehicles. FOCUS PARTNERS WEALTH Under certain circumstances we refer certain clients to FPW. Kovitz refers certain clients to FPW for FPW to manage an account moving forward. Kovitz receives a portion of the advisory fee paid to FPW for managing the account, upon engagement. FPW, like Kovitz, is an indirect wholly owned subsidiary of Focus LLC and is therefore under common control with Kovitz. The referral of clients to FPW, rather than to an unaffiliated investment adviser, increases Kovitz's compensation and the revenue to Focus LLC relative to a situation in which Kovitz referred these clients to an unaffiliated investment adviser. As a consequence, Focus LLC has a financial incentive to cause Kovitz to refer certain clients to FPW, which creates a conflict of interest with those Kovitz clients who agree to transfer to FPW’s investment management. CARDINAL POINT Under certain circumstances we refer certain clients to Cardinal Point. Kovitz refers certain clients to Cardinal Point for Cardinal Point to manage an account moving forward. Kovitz receives a portion of the advisory fee paid to Cardinal Point for managing the account, upon engagement. Cardinal Point, like Kovitz, is an indirect wholly owned subsidiary of Focus LLC and is therefore under common control with Kovitz. The referral of clients to Cardinal Point, rather than to an unaffiliated investment adviser, increases the Kovitz's compensation and the revenue to Focus LLC relative to a situation in which Kovitz referred these clients to an unaffiliated investment adviser. As a consequence, Focus LLC has a financial incentive to cause Kovitz to refer certain clients to Cardinal Point, which creates a conflict of interest with those Kovitz clients who agree to transfer to Cardinal Point’s investment management. SENTINEL PENSION ADVISORS Kovitz and Sentinel Pension Advisors, Inc. (“SPA”) are both advisory firms owned by Focus LLC. Kovitz and SPA have an agreement in place whereby Kovitz serves as a subadvisor to SPA for certain client retirement plans. SPA and the client enter an advisory agreement that specifies the discretionary and/or non-discretionary advisory services and duties to be delegated to Kovitz. Generally, Kovitz is responsible for investment recommendations and creating and maintaining model portfolios, individual fund choices, and asset allocation targets. SPA is generally responsible for fiduciary governance, participant services, and portfolio administration, including trading, rebalancing, and fiduciary and performance reporting. Kovitz, at its discretion, may participate in SPA’s investment meetings with clients. As the advisor to the client, SPA collects its quarterly advisory fee and remits 50% of such fee to Kovitz for its services. More information about Focus LLC can be found at www.focusfinancialpartners.com. We believe these conflicts are mitigated because of the following factors: (1) this arrangement is based on our reasonable belief that investing a portion of Kovitz’s clients’ assets in Origin or OCA’s investment vehicles or with Cardinal Point, or Sentinel, , is in the best interests of the clients; (2) Origin, OCA and Kovitz’s investment vehicles have met the due diligence and performance standards that Kovitz applies to outside, unaffiliated investment managers; (3) clients will invest in the pooled investment vehicles on a nondiscretionary basis through the completion of subscription documentation; (4) subject to redemption restrictions, we are willing and able to reallocate Kovitz client assets to other unaffiliated or affiliated investment vehicles, in part or in whole, if Origin’s services become unsatisfactory in our judgment and at our sole discretion; and (5) we have fully and fairly disclosed the material facts regarding this relationship to you, including in this Brochure, and Kovitz clients who invest in Origin’s pooled investment vehicles have given their informed consent to those investments; (6) clients are not required to invest or allocate assets with our business partners, they ultimately decide if they want to proceed or not. KOVITZ FORM ADV PART 2A |45     UPTIQ Credit and Cash Management Solutions Kovitz offers clients the option of obtaining certain financial solutions from unaffiliated third-party financial institutions through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial LLC. These third-party financial institutions are banks and non-banks that offer credit and cash management solutions to our clients, as well as certain other unaffiliated third parties that provide administrative and settlement services to facilitate UPTIQ’s cash management solutions. UPTIQ acts as an intermediary to facilitate our clients’ access to these credit and cash management solutions. Flourish acts as an intermediary to facilitate our clients’ access to cash management solutions. We are a wholly owned subsidiary of Focus Financial Partners, LLC (“Focus”). Focus is a minority investor in UPTIQ, Inc. UPTIQ is compensated by sharing in the revenue earned by such third-party financial institutions for serving our clients. The revenue paid to UPTIQ also benefits UPTIQ, Inc.’s investors, including Focus. When legally permissible, UPTIQ also shares a portion of this earned revenue with our affiliate, Focus Solutions Holdings, LLC (“FSH”). For securities-backed lines of credit (“SBLOCs”) made to our clients, UPTIQ will share with FSH up to 75% of all revenue it receives from such third-party financial institutions. For other loans (except residential mortgage loans) made to our clients, UPTIQ will share with FSH up to 25% of all revenue it receives from such third-party financial institutions. For cash management products and services provided to our clients, UPTIQ will share with FSH up to 33% of all revenue it receives from the third-party financial institutions and other intermediaries that provide administrative and settlement services in connection with this program. As noted above, Flourish facilitates cash management solutions for our clients. When legally permissible, Flourish pays FSH a revenue share of up to 0.10% of the total amount of cash held in Flourish cash accounts by our clients. Although the amount of these revenue-sharing payments to FSH is not charged directly in the calculation of the interest rate paid by clients on credit solutions facilitated by UPTIQ or the yield earned by clients on cash management solutions facilitated by UPTIQ of Flourish, the compensation earned by UPTIQ and Flourish is an expense of the third-party financial institutions that informs the interest rate paid by clients on credit solutions and the yield earned by clients on cash management solutions. FSH distributes this revenue to us when we are licensed to receive such revenue (or when no such license is required) and the distribution is not otherwise legally prohibited. This revenue is also revenue for FSH’s and our common parent company, Focus. Additionally, the volume generated by our clients’ transactions allows Focus to negotiate better terms with UPTIQ and Flourish, which benefits Focus and us. Accordingly, we have a conflict of interest when recommending UPTIQ’s and Flourish’s services to clients because of the compensation to us and to our affiliates, FSH and Focus, and the transaction volume to UPTIQ and Flourish. We mitigate this conflict by: (1) fully and fairly disclosing the material facts concerning the above arrangements to our clients, including in this Brochure; and (2) offering UPTIQ’s and Flourish’s solutions to clients on a strictly nondiscretionary and fully disclosed basis, and not as part of any discretionary investment services. Additionally, we note that clients who use UPTIQ’s and Flourish’s services will receive product-specific disclosures from the third-party financial institutions and other unaffiliated third-party intermediaries that provide services to our clients. We have an additional conflict of interest when we recommend credit solutions to our clients because our interest in continuing to receive investment advisory fees from client accounts gives us a financial incentive to recommend that clients borrow money rather than liquidate some or all of the assets we manage. Credit Solutions Clients retain the right to pledge assets in accounts generally, subject to any restrictions imposed by clients’ custodians. While credit solution programs that we offer facilitate secured loans through third-party financial institutions, clients are free instead to work directly with institutions outside such programs. Because of the limited number of participating third-party financial institutions, clients may be limited in their ability to obtain as favorable loan terms as if the client were to work directly with other banks to negotiate loan terms or obtain other financial arrangements. KOVITZ FORM ADV PART 2A |46     Clients should also understand that pledging assets in an account to secure a loan involves additional risk and restrictions. A third-party financial institution has the authority to liquidate all or part of the pledged securities at any time, without prior notice to clients and without their consent, to maintain required collateral levels. The third-party financial institution also has the right to call client loans and require repayment within a short period of time; if the client cannot repay the loan within the specified time period, the third-party financial institution will have the right to force the sale of pledged assets to repay those loans. Selling assets to maintain collateral levels or calling loans may result in asset sales and realized losses in a declining market, leading to the permanent loss of capital. These sales also may have adverse tax consequences. Interest payments and any other loan-related fees are borne by clients and are in addition to the advisory fees that clients pay us for managing assets, including assets that are pledged as collateral. The returns on pledged assets may be less than the account fees and interest paid by the account. Clients should consider carefully and skeptically any recommendation to pursue a more aggressive investment strategy in order to support the cost of borrowing, particularly the risks and costs of any such strategy. More generally, before borrowing funds, a client should carefully review the loan agreement, loan application, and other forms and determine that the loan is consistent with the client’s long-term financial goals and presents risks consistent with the client’s financial circumstances and risk tolerance. We use UPTIQ to facilitate credit solutions for our clients. Cash Management Solutions For cash management programs, certain third-party intermediaries provide administrative and settlement services to our clients. Engaging the third-party financial institutions and other intermediaries to provide cash management solutions does not alter the manner in which we treat cash for billing purposes. Clients should understand that in rare circumstances, depending on interest rates and other economic and market factors, the yields on cash management solutions could be lower than the aggregate fees and expenses charged by the third-party financial institutions, the intermediaries referenced above, and us. Consequently, in these rare circumstances, a client could experience a negative overall investment return with respect to those cash investments. Nonetheless, it might still be reasonable for a client to participate in a cash management program if the client prefers to hold cash at the third-party financial institutions rather than at other financial institutions (e.g., to take advantage of FDIC insurance). We use UPTIQ and Flourish to facilitate cash management solutions for our clients. Kovitz, primarily Telemus Capital, provides certain categories of its clients with identity theft restoration services through Liberty ID. These services are provided to clients at no-charge. Liberty ID is an unrelated third-party service provider. If a covered client or extended family member experiences identify theft, they are directed to contact Liberty ID and provide certain information in order to be eligible for the restoration services. We have been retained by other Focus partner firms through a subadvisory agreement in order to provide investment subadvisory services to certain clients of these Focus partner firms. We provide these services to such clients pursuant to a subadvisory agreement and in exchange for a fee paid by Focus partner firms’ clients. Focus partner firms, like us, are indirect wholly owned subsidiaries of Focus LLC and are therefore under common control with us. The allocation of Focus partner firms’ clients’ assets to us pursuant to a subadvisory arrangement, rather than to an unaffiliated investment manager, increases our compensation and the revenue to Focus LLC, relative to a situation in which Focus partner firms’ clients’ assets are managed by an unaffiliated manager. As a consequence, Focus LLC has a financial incentive to encourage Focus partner firms to recommend that a portion of their clients’ assets be subadvised by us, which creates a conflict of interest with those Focus partner firm clients who are subadvised by us. More information about Focus LLC can be found at www.focusfinancialpartners.com. We believe this conflict is mitigated because of the following factors: (1) our retention as a subadviser is based on Focus partner firms’ judgment that such retention is in the best interest of their affected clients; (2) we have met the due diligence standards that these Focus partner firms apply to outside investment managers; (3) these Focus partner firms are willing and able to terminate our services, in part or in whole, if our services become unsatisfactory in the judgment of, and at the sole discretion of, each KOVITZ FORM ADV PART 2A |47     of the Focus partner firms; and (4) we have fully and fairly disclosed the material facts regarding this relationship, including in this Brochure, to the Focus partner firm clients for whom we act as subadviser, and such clients have therefore given their informed consent to this conflict. Focus Risk Solutions Kovitz helps our clients obtain certain insurance solutions by introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial Partners, LLC (“Focus”). FRS assists our clients with regulated insurance sales activity by advising our clients on insurance matters and placing insurance products for them and/or referring our clients to certain third-party insurance brokers (the “Brokers”), with whom FRS has agreements, which either separately or together with FRS place insurance products for them. If FRS places an insurance product or refers one of our clients to a Broker and there is a subsequent purchase of insurance through the Broker, then FRS will receive a portion of the upfront and/or ongoing commissions associated with the sale by the insurance carrier with which the policy was placed. The amount of revenue earned by FRS for the sale of these insurance products will vary over time in response to market conditions and will also differ based on the type of insurance product sold and which Broker placed the policy. The amount of insurance commission revenue earned by FRS is considered for purposes of determining the amount of additional compensation that certain of our financial professionals are entitled to receive. This revenue is also revenue for our and FRS’s common parent company, Focus. Additionally, in exchange for allowing certain of the Brokers to participate in the FRS platform and, thereby, to offer their services to our clients and certain of our affiliates’ clients, FRS receives periodic fees (the “Platform Fees”) from such Brokers. The Platform Fees are expected to change over time. Such Platform Fees are revenue for FRS and, ultimately, for our common parent company, Focus, but we do not share in such revenue. FRS also indirectly benefits from our clients’ use of the services insofar as such use incentivizes the Brokers to maintain their relationship with FRS and to continue paying Platform Fees to FRS, which could also support increases in the overall amount of the Platform Fee rates in the future. Accordingly, we have a conflict of interest when recommending FRS’s services to clients because of the compensation to certain of our financial professionals and to our affiliates, FRS and Focus. We address this conflict by: (1) fully and fairly disclosing the material facts concerning the above arrangements to our clients, including in this Brochure; (2) offering FRS solutions to clients on a strictly nondiscretionary and fully disclosed basis, and not as part of any discretionary investment services; and (3) not sharing in any portion of the Platform Fees. Additionally, we note that clients who use FRS’s services will receive product-specific disclosure from the Brokers and insurance carriers and other unaffiliated third-party intermediaries that provide services to our clients. The insurance premium is ultimately dictated by the insurance carrier, although in some circumstances the Brokers or FRS may have the ability to influence an insurance carrier to lower the premium of the policy. The final rate may be higher or lower than the prevailing market rate, and may be higher than if the policy was purchased directly through the Broker without the assistance of FRS. We can offer no assurances that the rates offered to you by the insurance carrier are the lowest possible rates available in the marketplace. Related Member of CAIS Advisory Board: David J. Copeland, an executive officer of the Firm, sits on the CAIS Advisory Board. Mr. Copeland does not receive any compensation for his participation on this committee but may be reimbursed for the cost of travel to attend meetings. Kovitz does not believe that Mr. Copeland’s service on the CAIS Advisory Board poses a material conflict of interest with SWP’s clients. Use of My Personal Bookkeeper: MPB is a line of business in which SWP provides bill payment, tax organization, insurance claim management and household budgeting. Although MPB is not part of Kovitz’s investment advisory business, Kovitz may recommend use of KOVITZ FORM ADV PART 2A |48     MPB for its clients when deemed appropriate. Clients are advised that a conflict of interest exists when they pay Kovitz on a standalone basis for MPB services. The client is under no obligation to act upon the recommendation to use MPB. The IARs of Kovitz do not receive compensation for these recommendations. Use of External Managers: As stated previously, the Firm recommends that clients authorize the active discretionary management of a portion of their assets by and/or among certain External Managers, based upon the client's stated investment objectives. In a few instances, personnel of the External Manager is a client of Kovitz. The Firm mitigates this conflict through its investment management process. All External Managers are reviewed in a consistent manner and must meet Kovitz's due diligence and performance standards. Kovitz also monitors and reviews the account performance and the client's investment objectives when an External Manager is utilized. SMART ASSET As stated earlier in this Brochure, Kovitz is a wholly owned subsidiary of Focus. Focus is also one of several minority investors in SmartAsset, which seeks to match prospective advisory clients with investment advisers. Focus has one director on SmartAsset’s board as well as a board observer. Kovitz’s payment of a fee to SmartAsset benefits SmartAsset’s investors, including Focus, our parent company. REGISTERED REPRESENTATIVES OF A BROKER/DEALER Certain of the Firm’s Supervised Persons are registered representatives of unaffiliated broker-dealers and will provide clients with securities brokerage services under a separate commission-based arrangement. LICENSED INSURANCE AGENTS Certain of the Firm’s Supervised Persons are licensed insurance agents and may offer certain insurance products on a fully-disclosed commissionable basis through our affiliated insurance agencies, Telemus Insurance Services, LLC and TMD Insurance Services, LLC. A conflict of interest exists to the extent that Kovitz recommends the purchase of insurance products where its Supervised Persons may be entitled to insurance commissions or other additional compensation. We seek to recommend only insurance transactions which are in our clients’ best interest regardless of an such affiliations. Schwab Advisor Services Client Experience Panel Membership An employee of Kovitz serves on the Schwab Advisor Services Client Experience Panel (the “CX Panel”). The CX Panel consists of representatives of independent investment advisory firms who have been invited by Schwab to participate in meetings and discussions of Schwab Advisor Services’ services for independent investment advisory firms and their clients. CX Panel members sign nondisclosure agreements with Schwab under which they agree not to disclose confidential information shared with them. This information generally does not include material nonpublic information about the Charles Schwab Corporation, whose common stock is listed for public trading on the New York Stock Exchange (symbol SCHW). The CX Panel meets in person or virtually approximately twice per year and has periodic conference calls scheduled as needed. CX Panel members are not compensated by Schwab for their participation, but Schwab does pay for or reimburse CX Panel members’ travel, lodging, meals and other incidental expenses incurred in attending meetings. Schwab may also provide members of the CX Panel a fee waiver for attendance at Schwab conferences such as IMPACT. ITEM 11. CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS, AND PERSONAL TRADING We have adopted a Code of Ethics (Code). We recognize that we have a fiduciary duty to our clients in providing investment management services and we will act in our clients’ best interests. Our Code and/or compliance policies and procedures include: A requirement that our employees read the Code upon the start of their Kovitz employment, and annually thereafter, and that they certify they have read it; KOVITZ FORM ADV PART 2A |49     Rules regarding the giving and receiving of gifts and business entertainment; Rules for review and approval by us if our employees wish to engage in outside business activities; Rules regarding Kovitz or its employees making political contributions; Requirements that we review the Code on a periodic basis, and annually assess the risks that exist in our business; Rules for enforcing our Code and for reporting violations of our Code to our compliance staff; and Rules for reviewing and approving our employees’ securities accounts and transactions. We will provide a copy of our Code to our clients or prospective clients upon their request. PERSONAL TRADING; INVESTING ALONGSIDE CLIENTS Our employees that have accounts managed by Kovitz invest in the same securities in which our advisory clients invest (our discussion of advisory clients in this context includes EQTY, the Al Frank Fund, FPCGX and CAPOX). Also, we recommend stocks in TPS in which employees and the Al Frank Fund invest. In addition, our affiliated hedge funds and related accounts, though managed according to a different strategy than that of Kovitz’s separate accounts, usually invest in these securities at the same time that we recommend these securities for our advisory clients. We are committed to our investment approach and security selection and therefore want to be invested in the same securities we recommend for advisory clients. This is a conflict of interest. There is a risk that we will favor our own accounts or accounts of our performance-based fee earning affiliated hedge funds over accounts of our clients in the timing or allocation of security transactions. There is a risk that we may choose to buy a security in our personal accounts, or accounts that pay us performance-based fees, before we buy it in our advisory clients’ accounts, or recommend it in TPS. There is also a risk that we may allocate a security in limited supply to our accounts or our affiliated hedge funds’ accounts instead of accounts of our advisory clients. Our Code is designed to help mitigate these risks: Employees must report all of their personal securities holdings, and those of members of their household (“under the same roof”). They are required to do so shortly after they start working at Kovitz, and annually thereafter; All employees are required to report securities transactions in their accounts, and accounts of those in their household. This includes transactions executed “away” from Kovitz. We review these transactions on a periodic basis; We conduct periodic reviews of the performance of employee accounts, and we review the transactions in employee and employee-related accounts as they relate to transactions in client accounts; When our employees or our affiliated hedge funds invest in the same securities as our advisory clients, we generally execute those transactions at the same time and use an average price to complete the transaction. However, as discussed above in the section entitled “Kovitz’s Affiliated Hedge Funds and Other Private Placements,” because the hedge funds generally use different brokers (where applicable) than our separate account clients, we do not necessarily apply the same average price across all participating client accounts and hedge funds. In addition, client accounts managed by the California Office and Madison Office are spread across multiple custodians. To address this, we have implemented trade rotation policies and procedures. In connection with “firm-wide” trades, we rotate executions across several client account “groups.” We have implemented trade rotation policies and procedures with the goal of providing equitable treatment to all of our client account groups, over time; Where we can and when Kovitz is managing the employee account, when our employees invest in the same securities as our advisory clients, and if we cannot complete the entire desired transaction for all clients, we use KOVITZ FORM ADV PART 2A |50     a “lottery” system or a randomizer to determine on a random basis for which accounts the transaction will be completed. In lottery situations, employee and employee-related accounts are allocated after eligible client accounts are filled. Certain employee and employee-related accounts are held at other custodians as well. Therefore, in trade rotation situations, employee and employee-related accounts held at each of the custodians, are filled before we move to the next client account group in the trade rotation. With respect to the California Office and Fort Pitt, employee-related accounts that are managed according to a strategy are generally grouped with client transactions. Please see the disclosure above in the section entitled “Item 6. Performance-Based Fees/Side-by-Side Management” for additional discussion of how we address these conflicts. PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS As we noted above, we recommend investments in which we or an affiliate has a financial interest. We will only make this recommendation if the investment is suitable for the client. We will consider the clients’ net worth, risk tolerance, and sophistication in this regard. We have described these investments in the section above entitled “Item 4. Kovitz’s Investment Advisory Business – Investment Management – Other Types of Securities – Hedge Funds.” This is a conflict of interest. Please see the discussion in the section entitled “Item 6. Performance-Based Fees/Side-by- Side Management.” Kovitz recommends that certain of our clients invest in private investment funds managed by an affiliated Focus partner firm. Please refer to Items 4, 5 and 10 for additional information. ITEM 12. BROKERAGE PRACTICES GENERAL Our advisory clients pay brokerage commissions for execution of securities transactions in their accounts directly to the custodian where assets are held. The broker selected may assess these commissions, in part, as a minimum charge per trade. If the number of shares involved in the transaction is large, the broker’s commission may be assessed as an amount per share. These commissions are in addition to the investment management fees clients pay to Kovitz. Kovitz does not maintain custody of your assets that we manage, although we may be deemed to have custody of your assets if you give us authority to withdraw assets form your account (see Item 15. Custody). Your assets will be maintained in an account at a “qualified custodian” generally a broker-dealer or bank. Kovitz leverages Pershing Advisor Solutions, LLC (“PAS”), Charles Schwab & Co., Inc. (“Schwab”) and Fidelity Brokerage Services, LLC (“Fidelity) as our primary custodians. Kovitz is independently owned and operated and not affiliated with these qualified custodians. These qualified custodians will hold your assets in a brokerage account and buy and sell securities when we instruct them to. Conflicts of interest associated with these qualified custodians are described below and in Item 14. (Client referrals and other compensation). You should consider these conflicts of interest when selecting your custodian. Kovitz considers the following when selecting brokers for client trades and determining the reasonableness of their compensation in cases where the client does not select the brokers for its trades (see the section below entitled “Directed Brokerage”): Cost of execution (the commission); Execution price and timing; Accessibility and responsiveness of broker staff; KOVITZ FORM ADV PART 2A |51     Quality, depth, and breadth of services the broker offers; Tools and applications the broker provides to benefit our clients; The broker’s willingness to accommodate clients’ special needs; Access to liquidity (to facilitate our sales and minimize market price impact); Protection of confidential information; Trade allocation policies; Trade error correction policies; and The broker’s integrity, reputation, and financial condition. Kovitz has retained Global Trading Analytics, LLC/GTA Babelfish, LLC to assist it in conducting quarterly trading analyses to help ensure Telemus Capital is meeting its fiduciary obligation with respect to its advisory clients’ equity securities transactions (i.e., best-execution obligations). Because Kovitz believes that the brokerage services offered by PAS/Pershing, Charles Schwab and Fidelity (including such factors as custodial services, execution capability, financial stability and clearance and settlement capability offered through and provided by Pershing as clearing broker) are of high quality, Kovitz will not solicit competitive execution fees or commission rates from other brokers on equity trades. For fixed income trades, Kovitz will solicit competitive bids. PAS, Charles Schwab and Fidelity may not necessarily (i) deal directly with market makers in over the counter or fixed income securities transactions, (ii) always bundle the transactions of an account with transactions of other accounts in order to receive volume discounts, or (iii) execute transactions at the lowest fees or commission rates available. Accordingly, transactions will not always be executed by PAS, Charles Schwab and Fidelity at the best price or lowest available execution fee or commission rates and in some instances the charges may be higher. Kovitz and External Managers, when appropriate, will purchase or sell securities through a broker/dealer other than through your Custodian(s) (trade away). Trading away can take place for primarily fixed income securities, but can be used for equity or other security types. Managers of Fixed Income Securities may trade away on a frequent basis. Such accounts may incur higher transaction costs than you would be charged through your Custodian. It is important to read the Disclosure Brochure of External Managers. Such charges, fees, and commissions are exclusive of and in addition to Kovitz's fee. RECEIPT OF CUSTODIAN BENEFITS We receive hardware and software tools, administrative and reporting tools, access to webinars and conferences, and research and other items as a result of the relationship between Kovitz and our primary custodians, PAS, Fidelity and Charles Schwab, and through our prime brokerage relationship with our affiliated hedge funds. Certain tools and research products benefit all Kovitz clients, while the tools available through our prime brokerage relationship benefit only the accounts held at the prime broker. We do not have to pay separately for these tools and research products, and we benefit from that. We may have an incentive to enter these relationships based on our receipt of these tools and research products rather than on our clients’ interest in receiving best execution. However, we believe that the receipt of these tools and products is customary and is not a material element of the relationships. In addition, the receipt of these tools is not dependent on the amount of commissions or frequency of trades in client accounts. The availability of these services benefits us because we do not have to produce or purchase them. We don’t have to pay for these services. These custodians have also agreed to pay for certain technology, research, marketing, and compliance consulting products and services on our behalf. These services are not contingent upon us committing any specific amount of business to a specific custodian in trading commissions or assets in custody. The fact that we receive these benefits from these custodians is an incentive for us to recommend the use of a specific custodian rather than making such a decision based exclusively on your interest in receiving the best value in custody services and the most favorable execution of your transactions. This is a conflict of interest. We believe, however, that taken in the aggregate our recommendation of one of these custodians is in the best interests of our clients. Our selection is primarily supported by the scope, quality, and price of these custodian’s services and not the custodial services that benefit only us. KOVITZ FORM ADV PART 2A |52     TRADE ERRORS If trade errors occur, we intend to make our clients whole whether the error is caused by Kovitz, our, the clearing firm, or an unaffiliated broker (such as Pershing Advisor Solutions, LLC (“PAS”), Charles Schwab & Co., Inc. (“Schwab”), , or Fidelity Brokerage Services, LLC (“Fidelity”)). If errors occur when Kovitz uses unaffiliated brokers, Kovitz has limited ability to control their resolution. These brokers typically have their own policies and procedures for corrections, administering gains and losses, and charitable donations, for example. In some instances, gains from errors can be maintained for Kovitz to be used against future trade losses. This is a conflict for Kovitz, as there is an economic benefit to Kovitz if the gains are maintained to offset losses as Kovitz would not have to cover the trade losses themselves. In some instances, with these unaffiliated brokers, gains from the errors will go to a charitable organization of our choosing. Kovitz Cares is an organization that we have selected in some instances to receive the gains. As noted in “Item 5. Fees and Expenses, we receive an economic benefit if we are allowed a tax deduction for charitable donations. In addition, we may, in our sole discretion, decide to credit investment management fees as a way of correcting trade errors in client accounts. AGGREGATION AND ROTATION Where possible, we typically aggregate or group advisory client transactions in the same securities when executed on the same day to ensure efficient trade execution. This also allows us to provide an average price for each client trade, minimizes the risk of preferential treatment for certain clients over others, and is consistent with our obligations to obtain the best execution for client trades. While this practice also applies to client accounts managed by the firm’s California and Madison offices, the firm does not aggregate client transactions in the same security across the firm’s divisions. Kovitz recognizes that it has multiple “investment teams” and multiple investment strategies, and will consider aggregating trades across its divisions if it believes it is beneficial to clients to do so. There are certain custodians where some, but not all, firm trading departments do not currently have the functionality to aggregate and average price our orders, for example Schwab and Fidelity. This is due to system limitations on our end and restrictions within the order management system we leverage. Kovitz will periodically reassess the functionality and make a change to address this in the future, if possible. Kovitz understands the conflicts related to this setup and we believe we have reduced the conflict by rotating the order of client trades as to not give preferential treatment to any certain client(s). When trade orders are generated, they are not ranked by any account characteristics and are just listed in a random order. Additionally, when we place trades for a wide swath of accounts, we upload the orders to be executed all at once. Therefore, we are providing all the accounts that needed to be traded at the same time to limit the disparity in execution. We acknowledge that our clients’ assets are held across multiple custodians and various broker platforms and includes the firm’s affiliated hedge funds, our control over the execution of client trades varies across these custodians and platforms. In addition, while we are able to aggregate trades for clients that are held at the same broker, custodian, or platform, in certain cases we are not able to aggregate trades across them. Therefore, in order to minimize the risk of preferential treatment to certain clients over others, we have implemented a trade rotation policy. We have organized our clients’ accounts into broad account groups. When we execute client trades across multiple custodians and platforms, we will rotate through these client account groups, with the goal of achieving fairness of execution and equitable client treatment over time. Kovitz uses pro-rata as its default method for partial fill allocations. Although rare, there are instances when pro-rata is not a suitable method of allocating block purchases or sales due to the volume executed. This can occur when Kovitz is trying to buy or sell a security at a particular price-point which has been chosen as the best entry or exit price in that security or when volume or float dictates. KOVITZ FORM ADV PART 2A |53     When the pro-rata method is deemed unsuitable, based on the trader’s discretion, Kovitz will allocate a partial fill using a random generator or another method based on account limitations, to help facilitate the allocation. In select instances, Kovitz may be a larger shareholder in a given company, including being among its top ten shareholders. In these instances, when aggregating orders, Kovitz may represent a reasonable amount of average daily trading volume. Kovitz will seek to minimize their market impact when trading these securities, however, depending on market conditions, we may not always be able to limit our market impact. Order of Trading Because Kovitz provides investment advice to both discretionary and non-discretionary clients, there exists a potential conflict of interest between the timing of trades for discretionary clients and the seeking of approval for such trades from non-discretionary clients. DIRECTED BROKERAGE Advisory clients are free to direct Kovitz to use brokers to execute securities transactions. In deciding whether or not to accept an advisory client, however, Kovitz will take into consideration the client’s selection of broker-dealers or custodians in connection with the advisory relationship. In this regard, the firm has established relationships with and generally requires the client to open (or already have) an account with either PAS, Schwab, TD Ameritrade, or Fidelity. Kovitz (including its California Office and Madison Office) will accept clients who use other broker-dealers/custodians at its sole discretion. When a client directs us to use a broker/custodian other than those listed above): We may have a limited ability to negotiate commission rates or discounts on commission rates on the client’s behalf; We generally do not have the ability to aggregate or group trades at such brokers. We are unable to apply an average price for trades executed by unaffiliated brokers. This results in the client paying a different total price than obtained by clients with our approved custodians, even if the trades are executed on the same day and in the same security; We cannot guarantee that the selected broker will average price trades executed for the client with trades that broker executes for other Kovitz clients, and we cannot guarantee that the broker will share or spread aggregate commissions for these trades among the various Kovitz client accounts it services. We are required to obtain best execution when we choose the broker to execute our clients’ trades. If we fail to obtain best execution it will cause our clients to pay more money to execute its trades or receive a less favorable price. If a client does not receive best execution, whether with trades executed by a broker of its choice or with our approved custodians, the client may pay more money for the executed trade, or receive a less favorable price. In certain cases, Kovitz has the discretionary authority to pick a broker other than a client’s current custodian to execute a trade. For each of these trades, Client will have to pay an additional transactional charge that is paid to the custodian. This is in addition to any other charges related to the transaction. Kovitz does not receive any of the transactional charge to execute these trades. This is a conflict however, as by directing trades to an outside broker, Kovitz might receive ancillary benefits. Kovitz reduces this conflict by limiting the times that the leverage an outside broker to certain situations (limited liquidity, foreign security, etc.). Additionally, by not receiving any part of the transactional charge, Kovitz does not receive any increase benefit by directing more trades to said broker. For fixed income trading away, per custodial requirements, this ability to pick the non-custodian broker for execution is reserved to those accounts must maintain a minimum portfolio value of $100,000 or more and sign the appropriate paperwork with the custodian. It is not used in all cases. There are instances for accounts with smaller balances where we KOVITZ FORM ADV PART 2A |54     are not able to access these third-party brokers. Some custodians require accounts to meet certain thresholds to be able to participate in this type of fixed income trading. In these instances, we still follow-up our duty of best execution but we are limited to the inventory at the custodian. CROSS TRADES Kovitz does not cross trade equities as a matter of policy. From time to time, it will cross trade bonds in non-retirement accounts when it believes that the cross-trade benefits both the buying and selling client. When such cross trades are placed Kovitz will record the following information: (i) current quoted prices from multiple market sources; (ii) the mid- point between the average bid/ask prices; and (iii) the benefit to the client from the cross trade. In some circumstances, affiliated and client accounts will share transaction costs equally and receive securities at a total average price. Kovitz will retain records of the trade order (specifying each participating account) and its allocation, which will be completed prior to the entry of the aggregated order. Completed orders will be allocated as specified in the initial trade order. Partially filled orders will be allocated on a pro rata basis. Any exceptions will be explained on the order. ITEM 13. REVIEW OF ACCOUNTS PERIODIC REVIEWS AND REPORTING Kovitz reviews client accounts on a regular and continuous basis. At a minimum, our portfolio/account managers review accounts on an annual basis, while some advisers review their accounts more frequently. We also conduct reviews based on other triggers such as significant life events (retirement, receipt of an inheritance, etc.), firm-wide purchases or sales of securities, bond maturities, or after cash deposits or distributions. All investment advisory clients are encouraged to discuss their needs, goals, and objectives with the Firm and to keep Kovitz informed of any changes thereto. Our portfolio managers consider the following when periodically reviewing their clients’ accounts: Securities held in the account; Position sizes; Suitability; The client’s investment objective; Asset allocation, including allocation to private placements and mutual funds (whether or not such investments are affiliated with Kovitz); and The client’s risk tolerance. Our separate client accounts, generally, receive periodic account statements (usually monthly) and trade confirmations directly from their broker and/or custodian of their assets. We also provide quarterly account appraisals, annual tax reports, and various other reports to certain clients from time to time. We encourage our clients to compare their brokerage and/or custodial statements to the reports we provide, as applicable. Telemus Capital’s Investment Committee (the “IC”) has responsibility for setting investment policy guidelines, risk model asset allocations, and all portfolio investment selections other than private investments, as well as monitoring and updating the investment models as warranted, for accounts the Telemus Capital division advises on. The IC meets at least monthly and more frequently as needed. The Private Investment Committee (“PC”) maintains responsibility for the review, selection and oversight of all private investments. As part of its basic wealth management service, Kovitz provides clients with a goal based financial plan. After an initial review with the client, basic financial plans are not reviewed on a regular or consistent basis, unless requested by the client. To the extent that the client subsequently establishes account(s) with Kovitz, the account review practices described above will apply. KOVITZ FORM ADV PART 2A |55     TDOF Fund and the Telemus Life Science Real Estate Fund Investors in the TDOF Fund and the TLSRE Fund (described in Item 4 above) will receive audited financial statements on an annual basis. Other information will be provided upon request to all or individual investors at the Funds’ sole discretion. VALUATION OF SECURITIES IN CLIENT ACCOUNTS In administering our clients’ accounts, we receive security pricing information from several different custodians, depending on which broker/custodian the client has selected for his/her account(s). While clients may hold the same securities across various custodians, the pricing information that we receive in our systems can potentially vary by custodian. This is because each custodian may use different third-party vendors or methods for valuing securities. In spite of these potential differences, Kovitz uses the pricing information received from its primary custodian, PAS. This is for efficiency reasons, as a vast majority of Kovitz’s clients’ accounts are held at PAS. This pricing information is reflected firm-wide, in much of its investment management, trading, and reconciliation processes. PAS obtains its pricing information from an industry-recognized pricing vendor, a vendor that other custodians use as well. Also, the Madison Office receives pricing information from the same vendor. As such, the periodic reports that Kovitz sends to clients, and the firm’s billing practices reflect pricing information received from that vendor. Ultimately, the vendor’s pricing information is used on a firm-wide basis, regardless of the custodian that the client has selected for his/her accounts (for example, Schwab, or Fidelity). As noted above, we encourage our clients to compare their brokerage and/or custodial statements to the statements we provide, as applicable. ITEM 14. CLIENT REFERRALS AND OTHER COMPENSATION We have agreements with unaffiliated third parties, called promoters, who refer clients to Kovitz. We pay these third parties a portion of the investment management fees we receive for managing the accounts of the referred clients. Referral arrangements inherently give rise to potential conflicts of interest, particularly when the person recommending the adviser receives an economic benefit for doing so. Rule 206(4)-1 of the Advisers Act addresses this conflict of interest by, among other things, requiring disclosure of whether the promoter is a client or a non-client and a description of the material conflicts of interest and material terms of the compensation arrangement with the promoter. Accordingly, we require promoters to disclose to referred clients, in writing: whether the promoter is a client or a non-client; that the promoter will be compensated for the referral; the material conflicts of interest arising from the relationship and/or compensation arrangement; and the material terms of the compensation arrangement, including a description of the compensation to be provided for the referral. Additionally, Kovitz employees refer clients to Kovitz and receive compensation for the referral. Kovitz employees disclose to the prospect at the time of referral that they are an employee of Kovitz, which is accomplished by various means (business card, communication from Kovitz email, etc.) We are involved in various platforms, including “model,” “wrap,” and sub-advisory arrangements. Under these arrangements, the primary advisers pay us a portion of the fees that they collect from their clients. We also act as sub- adviser for a mutual fund, for which we serve as sole sub-adviser. We are paid fees by the primary adviser of the mutual fund. Please refer to Item 12. Brokerage practices for background on benefits and certain compensation we receive from our custodial relationships. Kovitz’s parent company is Focus Financial Partners, LLC (“Focus”). From time to time, Focus holds partnership meetings and other industry and best-practices conferences, which typically include Kovitz, other Focus firms and external attendees. These meetings are first and foremost intended to provide training or education to personnel of Focus firms, including Kovitz. However, the meetings do provide sponsorship opportunities for asset managers, asset custodians, KOVITZ FORM ADV PART 2A |56     vendors and other third-party service providers. Sponsorship fees allow these companies to advertise their products and services to Focus firms, including Kovitz. Although the participation of Focus firm personnel in these meetings is not preconditioned on the achievement of a sales target for any conference sponsor, this practice could nonetheless be deemed a conflict as the marketing and education activities conducted, and the access granted, at such meetings and conferences could cause Kovitz to focus on those conference sponsors in the course of its duties. Focus attempts to mitigate any such conflict by allocating the sponsorship fees only to defraying the cost of the meeting or future meetings and not as revenue for itself or any affiliate, including Kovitz. Conference sponsorship fees are not dependent on assets placed with any specific provider or revenue generated by such asset placement. The following entities have provided conference sponsorship to Focus from January 1, 2024 to February 1, 2025: • • • • • • • • • • Advent Software, Inc. (includes SS&C) BlackRock, Inc. Blackstone Administrative Services Partnership L.P. Capital Integration Systems LLC (CAIS) Charles Schwab & Co., Inc. Confluence Technologies Inc. Eaton Vance Distributors, Inc. (includes Parametric Portfolio Associates) Fidelity Brokerage Services LLC and Fidelity Distributors Company LLC (includes Fidelity Institutional Asset Management and FIAM) Flourish Financial LLC Franklin Distributors, LLC (includes O’Shaughnessy Asset Management, L.L.C. (OSAM) and CANVAS) K&L Gates LLP Pinegrove Capital Partners LLC (includes Brookfield Oaktree Wealth Solutions) Practifi, Inc. Salus GRC, LLC Stone Ridge Asset Management LLC The Vanguard Group, Inc. TriState Capital Bank • • Nuveen Securities, LLC • Orion Advisor Technology, LLC • • • • • • • UPTIQ, Inc. You can access updates to the list of conference sponsors on Focus’ website through the following link: https://www.focusfinancialpartners.com/conference-sponsors On occasion, Kovitz hosts events for various purposes, including sharing industry information and events that facilitate networking among our firm, clients, and industry participants. Vendors have sponsored the events, giving them an opportunity to market their products and services to clients and us. This practice is a potential conflict as the marketing and education activities conducted and the access granted at such meetings and conferences could cause us to focus on those conference sponsors in the course of our duties. We mitigate the potential conflict through this disclosure and by allocating the sponsorship fees only to defray the cost of the events and not as revenue for our firm. Nationwide and Cohen and Steers provided conference sponsorship to Kovitz in 2024. A number of our principals may be eligible for additional compensation from our indirect parent company, Focus Financial Partners, LLC (or one of its affiliates), depending on the performance of Kovitz. Eligibility will be determined based on all or a portion of Kovitz’s cumulative earnings. This potential for increased compensation provides an incentive for these principals to encourage you to maintain and even increase the size of your investment account with us. Kovitz receives an administrative service fee from a private equity firm, Chicago Capital Partners Management, LLC (CCP Manager), for services provided to the funds managed by CCP Manager. CCP Manager is managed and majority-owned by certain executive officers of Kovitz. Kovitz’s fee is based on a percentage of assets within the funds to which we provide KOVITZ FORM ADV PART 2A |57     administrative services. This is a conflict of interest for Kovitz as we receive more compensation in relation to the referrals we make to CCP Manager for investment in funds managed by CCP Manager. Kovitz limits this conflict by only referring funds managed by CCP Manager to clients when it determines that the funds are suitable for the client and are in line with the agreed upon asset allocation of the client. Additionally, Kovitz does not use it discretion to invest clients in the funds managed by CCP Manager. Business Relationships Kovitz refers clients to Cardinal Point for investment management services. The affiliation between Kovitz and Cardinal Point is disclosed to the clients referred by Kovitz. Kovitz refers clients to SPA for retirement plan services. The affiliation between Kovitz and SPA is disclosed to the plans referred by Kovitz. Referred retirement plans are not obligated to engage with SPA and can choose to select a different investment adviser to manage their relationship. Kovitz refers clients to Origin and OCA for alternative investment management services. The affiliation between Kovitz and Origin and Kovitz and OCA are disclosed to the clients referred by Kovitz. Clients elect to invest with Origin and OCA on their own discretion, Kovitz does not invest clients assets with Origin or OCA using our discretion. Smart Asset Kovitz pays a fee to participate in an online adviser matching program, SmartAsset, which seeks to match prospective advisory clients who have expressed an interest in finding an investment adviser with investment advisory firms. The adviser matching program provides the name and contact information of such persons to the advisory firms as potential leads. The fee is payable regardless of whether the prospect becomes our advisory client. Thumbtack Transform Wealth uses the services of Thumbtack to match prospective advisory clients with investment advisers in exchange for a non-success-based fee paid by Transform Wealth for engaging advisory services. COMMISSIONS AND SALES CHARGES FOR RECOMMENDATIONS OF SECURITIES TRANSACTIONS Certain of the Firm’s advisory personnel are registered representatives of unaffiliated broker-dealers. These advisory personnel are registered with the unaffiliated broker-dealers primarily so that they can receive and continue to receive distribution and service fees (trails) for sales of variable and fixed annuities and 529 plans. These activities are an outside business activity of the personnel and are not a solicitation of sale by Kovitz or an advisory service provided by Kovitz. The receipt of compensation for product sales is a conflict of interest, as it provides an incentive to recommend a transaction in order to be compensated rather than solely based on client needs. Moreover, clients may be able to obtain these products less expensively through sources other than the unaffiliated broker-dealers our personnel are registered with. Kovitz addresses this conflict through this disclosure and does not charge advisory fees on assets where the Firm’s advisory personnel, acting in their capacity as registered representatives, receive brokerage compensation (e.g., it does not “double dip”). Kovitz additionally notes that clients are under no obligation to purchase securities products through the unaffiliated broker-dealer or Firm advisory persons, may choose any other brokers or agents, and in some cases clients can and do purchase products directly from fund companies without paying brokerage compensation. Additionally, certain of the Firm’s Supervised Persons, in their individual capacities, may offer securities brokerage services and/or insurance products under a separate commission-based arrangement. KOVITZ FORM ADV PART 2A |58     CHARLES SCHWAB Kovitz receives client referrals from Charles Schwab through participation in Schwab Advisor Network. The service is designed to help investors find an independent investment adviser. Charles Schwab is a broker-dealer independent of and unaffiliated with Kovitz. Charles Schwab does not supervise Kovitz and has no responsibility for Kovitz’s management of clients’ portfolios or the firm’s other advice or services. Kovitz pays Charles Schwab fees to receive client referrals through the service. Kovitz’s participation in the service raises potential conflicts of interest described below. Kovitz pays Charles Schwab a Participation Fee on all referred clients’ accounts that are maintained in custody at Charles Schwab and a Non-Schwab Custody Fee on all accounts that are maintained at, or transferred to, another custodian. The Participation Fee paid by Kovitz is a percentage of the fees the client owes to Kovitz or a percentage of the value of the assets in the client’s account, subject to a minimum participation fee. Kovitz pays Charles Schwab the Participation Fee as long as the referred client’s account remains in custody at Charles Schwab. The Participation Fee is billed to Kovitz quarterly and may be increased, decreased or waived by Charles Schwab from time to time. The Participation Fee is paid by Kovitz and not the client. Kovitz has agreed not to charge clients referred through the service fees or costs greater than the fees or costs that Kovitz charges clients with similar portfolios who were not referred through the service. Kovitz generally pays Charles Schwab a Non-Schwab Custody Fee if custody of a referred client’s account is not maintained by, or assets in the account are transferred from Charles Schwab. This fee does not apply if the client was solely responsible for the decision not to maintain custody at Charles Schwab. The Non-Schwab Custody Fee is a one-time payment equal to a percentage of the assets placed with a custodian other than Charles Schwab. The Non-Schwab Custody Fee is higher than the Participation Fees Kovitz generally would pay in a single year. Thus, Kovitz will have an incentive to recommend that client accounts be held in custody at Charles Schwab. The Participation and Non-Schwab Custody Fees will be based on assets in accounts of clients who were referred by Charles Schwab and those referred clients’ family members living in the same household. Thus, Kovitz has an incentive to encourage household members of clients referred through the service to maintain custody of their accounts and execute transactions at Charles Schwab and to instruct Charles Schwab to debit Kovitz’s fees from the accounts. ITEM 15. CUSTODY We have the authority to direct our clients’ brokers or custodians to pay us our management fees directly from client accounts. As we described in the section above entitled “Review of Accounts,” clients receive periodic account statements and trade confirmations directly from their broker and/or custodian of their assets. We also directly provide account statements and other reports to certain clients on a periodic basis. We urge our clients to carefully review the statements they receive and to compare the statements we provide with the statements they receive directly from their broker or custodian. While we generally avoid obtaining the authority to hold or obtain possession of client funds or securities in connection with the advisory services we provide to clients, we do have custody in the following ways: TRUSTEESHIPS; FAMILY OFFICE SERVICES; STANDING LETTERS OF AUTHORIZATION; CLIENT LOG-INs Our employees occasionally serve as trustee (or co-trustee) of client trust accounts to which we provide advisory services. In cases where the trusteeship did not result from Kovitz providing advisory services to the client over time (such as family relationships, or other relationships that pre-date the client’s and employee’s association with Kovitz), the firm does not claim custody over these client trusts (based on SEC guidance). On the other hand, in cases where the trusteeship resulted from Kovitz providing advisory services to the client trust over time, Kovitz considers this to be “custody” of client trust assets. KOVITZ FORM ADV PART 2A |59     Also, as described above in the section entitled, “Item 4. Kovitz’s Investment Advisory Business,” the firm provides “Family Office Services” to certain clients. As part of this segment of the business, the firm provides bill paying services, and assists with asset movement requests from clients. In carrying out the activities of the Family Office Services, firm employees have full electronic access (rather than limited, “trading-only,” or “read- only” access) to certain clients’ bank accounts and securities accounts for purposes of entering transactions. This is considered “custody” of client assets. We have various controls in place to monitor and supervise such activity. In addition, we have engaged a third-party accounting firm to conduct surprise exams of the applicable client accounts, as required by SEC rules. Kovitz also allows clients to setup standing letters of authorization (SLOAs) on their accounts. These SLOAs allow clients to distribute funds via various methods (check, wire, etc.) to an established recipient. The SLOAs that are established are a mix of first party (same name on both accounts) or third party (to different account name than the delivering account) instructions. In instances where the SLOA is directed to a third party, Kovitz is deemed to have custody. Kovitz additionally has reviewed the details of the SLOAs and has noted those that fall within the SEC’s safe harbor of meeting seven specific conditions required to not be part of an annual surprise examination, namely not directed to Kovitz or a related party. Kovitz has various controls around the processing and monitoring of SLOA activity. Additionally, the accounts that are required to be part of the surprise examination due to the third-party SLOA are included in the scope of that annual requirement along with the other “custody” accounts. Kovitz advisors have access to a client’s log-in credentials for an account that is considered held-away from our primary custodians. These accounts are typically a client employer’s 401k or pension plan. Such accounts are included in the annual surprise asset examination conducted by a third-party account firm. If clients of Kovitz also use the MPB service for certain services (bill pay, insurance claim management, etc), then, under federal securities laws, Kovitz will be deemed to have custody of those client accounts. In these cases, the assets are held by independent, unaffiliated qualified custodians and are subject to an annual surprise custody examination in accordance with Rule 206(4)2 under the Investment Advisers Act. AFFILIATED PRIVATE PLACEMENTS We have custody of the assets in our affiliated hedge funds because we are the general partner of such funds. We also have custody of the funds and securities of an affiliated real estate fund as the “managing member” of the fund is controlled by the same executive officers of Kovitz. As such, we have control over the trading and movement of assets in and out of such funds. We have various controls in place to protect the assets in such funds. We use an independent third party to administer the hedge funds and the real estate fund, and to provide statements to the fund investors on a periodic basis. In addition, we use an independent accounting firm to audit the financial statements of our hedge funds and the real estate fund on an annual basis. We then distribute the auditor’s reports to the funds’ underlying investors, as required by SEC rules. ITEM 16. INVESTMENT DISCRETION We provide discretionary investment management services to our clients. This means that when clients hire us, they give us trading authorization. We do not need specific approval from clients each time we decide to purchase or sell securities in the accounts that we manage for them. The discretionary authority allows Kovitz to determine third-party managers to be used for Client accounts. Clients give us discretionary trading authority by executing our investment advisory agreement when they hire us to manage their assets. KOVITZ FORM ADV PART 2A |60     As we have described in the section above entitled “Item 4. Kovitz’s Investment Advisory Business,” clients can limit our trading authority by restricting us from purchasing or selling certain securities. ITEM 17. VOTING CLIENT SECURITIES PROXIES We are responsible for voting client securities (proxies) held in individual client accounts if we specifically agree to accept this authority and responsibility in writing (although clients may always contact us with questions on proxy matters). Where we have not accepted that authority, Clients typically receive voting and proxy information directly from the issuers of the securities in their accounts. For institutional clients, including registered investment companies’ clients such as EQTY, FPCGX, the Al Frank Fund, and CAPOX, and in connection with model, wrap fee, or other similar relationships, we are similarly responsible for voting proxies if the client or sponsor, etc., delegates, and we agree to accept, such authority. We have adopted proxy voting policies and procedures designed to ensure that we vote proxies in the best interest of clients and that we provide clients with information about how their proxies are voted. In light of our fiduciary duty to clients, and given the complexity of the issues that may be raised with proxy votes, we have retained an independent, third-party proxy voting service provider to assist with the voting of client proxies. The proxy voting service provider specializes in providing a variety of fiduciary-level proxy-related services to institutional investment managers. The services provided to us include in-depth research, voting recommendations, vote execution and recordkeeping. We use reasonable best efforts to periodically reconcile available votes or votes cast by the proxy voting service provider against shares held in client accounts to assess whether we are receiving and voting proxies for those clients and relationships for which it has voting authority. We acknowledge that conflicts of interest can arise which can affect how we vote proxies. We address conflicts of interest by first determining whether or not we have a material business relationship with the issuer. We then work with our third- party proxy voting service provider to determine whether or not it intends to vote on the specific matter. We may then “override” the provider’s vote instruction, or otherwise instruct the provider to vote in a certain way that is, in our judgment, consistent with our clients’ best interests. We serve as general partner of our affiliated hedge funds. As such, we have authority to vote securities held by such entities. We do not, however, as a general matter, exercise our authority to vote proxies on such funds’ behalf. We will provide a copy of our Proxy Voting Policy to our clients or prospective clients upon their request. CLASS ACTION CLAIMS – GENERAL As is outlined in our standard investment advisory agreement, Kovitz, generally handles filing of class action claims on behalf of clients. Kovitz has hired a third-party vendor to assist with monitoring, filing, and distributing of funds to clients, where applicable. ITEM 18. FINANCIAL INFORMATION Not applicable. KOVITZ FORM ADV PART 2A |61    

KOVITZ INVESTMENT GROUP PARTNERS, LLC  Firm Brochure for DBA (“doing business as”)  WEATHERSTONE CAPITAL MANAGEMENT  6400 South Fiddlers Green Circle, Suite 1600  Greenwood Village, Colorado 80111  www.weatherstone.com  Phone: (303) 452‐4374  This brochure provides information about the qualifications and business practices of Kovitz Investment Group Partners,  LLC, specifically “doing business as” Weatherstone Capital Management. If you have any questions about the contents of  this brochure, please contact us at 303‐741‐2560 or via email directly to markr@transformwealth.com.  The  information in this brochure has not been approved or verified by the SEC or by any state securities authority.  Additional information about our firm is also available on the SEC’s web site at www.adviserinfo.sec.gov.  Kovitz Investment Group Partners, LLC is registered as a Registered Investment Adviser with the Securities and Exchange  Commission (“SEC”). Registration does not imply a certain level of skill or training.  Website: www.weatherstone.com  April 1, 2025  1                                   Item 2 Material Changes Our most recent annual updating amendment was filed on March 18, 2024.     We offer clients the option of obtaining certain financial solutions from unaffiliated third‐party financial institutions  through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”).  Further  information on this conflict of interest is available in Items 4, 5, and 10 of this Brochure.  On April 1, 2025, Kovitz Investment Group Partners, LLC (“Kovitz”) completed the acquisition of the assets of, and  combination with Transform Wealth, LLC and the Weatherstone Capital division. Transform Wealth and Weatherstone  are now part of Kovitz and will be doing business as Transform Wealth and Weatherstone Capital Management  (“Weatherstone”) within Kovitz’s registered investment adviser designation. As part of this transaction, this brochure  has been updated throughout to add language specific to Weatherstone’s relationship with Kovitz.   2                                                     Item 3 Table of Contents Item 2  Material Changes .................................................................................................................................................... 2  Item 4  Advisory Business .................................................................................................................................................... 4  Item 5  Fees and Compensation .......................................................................................................................................... 6  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 or Interest in Client Transactions and Personal Trading ........................................ 17  Item 12  Brokerage Practices............................................................................................................................................... 17  Item 13  Review of Accounts ............................................................................................................................................... 19  Item 14  Client Referrals and Other Compensation ............................................................................................................ 19  Item 15  Custody ................................................................................................................................................................. 19  Item 16  Investment Discretion ........................................................................................................................................... 20  Item 17  Voting Client Securities ......................................................................................................................................... 20  Item 18  Financial Information ............................................................................................................................................ 20  3             Item 4 Advisory Business About the Firm Weatherstone  Capital  Management  was  acquired  by  Transform  Wealth,  LLC  (“Transform  Wealth”)  on  April  1,  2019.  Transform Wealth, LLC was acquired by Kovitz Investment Group Partners, LLC (“Kovitz”) on April 1, 2025.  Our Wealth Management Services include investment supervisory services to our clients. We began offering investment  advice in 1991. Weatherstone Capital Management (“Weatherstone”) is fiduciary advisor, meaning we are required to act  in your best interest and not place our own interests ahead of yours. Our commitment is to:   Meet a professional and prudent standard of care when making investment recommendations;   A duty of loyalty to never put our financial interests ahead of yours when making recommendations;   Follow policies and procedures designed to ensure that we give you 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.  As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on us by federal and  state securities laws.  As a result, you have certain rights that you cannot waive or limit by contract.  Nothing in our  agreement with you should be interpreted as a limitation of our obligations under federal and state securities laws or as  a waiver of any un‐waivable rights you possess.  FOCUS FINANCIAL PARTNERS  Kovitz is part of the Focus Financial Partners, LLC (“Focus LLC”) partnership. Specifically, Kovitz is a wholly‐owned indirect  subsidiary of Focus LLC. Ferdinand FFP Acquisition, LLC is the sole managing member of Focus LLC. Ultimate governance  of Focus LLC is conducted through the board of directors at Ferdinand FFP Ultimate Holdings, LP. Focus LLC is majority‐ owned,  indirectly  and  collectively,  by  investment  vehicles  affiliated  with  Clayton,  Dubilier  &  Rice,  LLC  (“CD&R”).  Investment vehicles affiliated with Stone Point Capital LLC (“Stone Point”) are indirect owners of Focus LLC. Because Kovitz  is an indirect, wholly‐owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners of  Kovitz.  Focus LLC also owns other registered investment advisers, broker‐dealers, pension consultants, insurance firms, business  managers  and  other  firms  (the  “Focus  Partners”),  most  of  which  provide  wealth  management,  benefit  consulting  and  investment consulting services to individuals, families, employers, and institutions. Some Focus Partners also manage or  advise limited partnerships, private funds, or investment companies as disclosed on their respective Form ADV’s.  Investment Supervisory Services We offer wealth management services, defined as providing continuous advice to a client or making investments for a  client's individual needs. We do so through a limited power of attorney.  The assets are managed utilizing tactical and strategic asset allocation strategies.   We provide these services as follows:         1) As a Co‐Advisor with other investment advisers, where our Co‐Advisor provides an assessment, asset allocation advice  and client communication services, and we provide portfolio management services; and   2) As a sub‐advisor for various broker/dealers or registered investment advisory firms on their respective platforms (whose  accounts are referred to as wrap fee accounts).  4               Direct client investment supervisory services are available through our parent company, Kovitz.  We  participate  in  wrap  fee  programs  by  providing  portfolio  management  services.  How  we  manage  these  wrap  fee  programs may differ from how we  manage our other programs.  This is due  to the difference in available investment  selections, transaction fees and investment restrictions. We receive a portion of the wrap fee for our services.  Your Financial Advisor interviews you and collects data through an investment profile at the opening of the account as to  your investment experience, liquidity requirements, and tolerance for risk, as well as for general financial information.   The Investment Strategy or Strategies, selected by your Financial Advisor, and guided by your chosen Account Objectives  then guides the placement and investments for your managed accounts.   You  can  instruct  us  to  exclude  certain  securities  on  an  individual  basis  or  to  impose  reasonable  restrictions  on  your  accounts.  You can also vote, pledge or hypothecate the securities in your account.    In order for us to provide ongoing services, you are responsible to advise Weatherstone in writing of any material changes  in  your  financial  status,  modifications  to  your  Account  Objective,  specific  investment  restrictions  if  applicable,  special  reports  required  if  any,  and  material  changes,  such  as  a  change  of  address,  marital  status,  or  any  other  relevant  circumstance which may change how you wish your account to be managed.  We cannot manage your account if you have  no risk tolerance.  We are a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) with respect to  investment management services and investment advice provided to ERISA plans and ERISA plan participants. We are also  a fiduciary under section 4975 of the Internal Revenue Code of 1986, as amended (the “IRC”) with respect to investment  management services and investment advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA  plan participants. As such, we are subject to specific duties and obligations under ERISA and the IRC, as applicable, that  include,  among  other  things,  prohibited  transaction  rules  which  are  intended  to  prohibit  fiduciaries  from  acting  on  conflicts of interest. When a fiduciary gives advice, the fiduciary must either avoid certain conflicts of interest or rely upon  an applicable prohibited transaction exemption (a “PTE”).  External Managers When we allocate client assets to External Managers, the referring, client‐facing adviser, is responsible for assessing the  client’s  needs,  communicating  with  the  client,  allocating  (or  recommending  the  allocation  of)  the  client’s  assets  and  conducting due diligence and monitoring of the client’s investments. The External Manager is responsible for managing  certain  of  the  client’s  assets  that  we  allocate  to  them  in  a  manner  consistent  with  the  manager’s  stated  investment  strategies and in accordance with the guidelines we provide.   UPTIQ Treasury & Credit Solutions We  offer  Clients  the  option  of  obtaining  certain  financial  solutions  from  unaffiliated  third‐party  financial  institutions  through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc and its affiliates, “UPTIQ”). Please see Items 5  and 10 for a fuller discussion of these services and other important information.  Held Away Accounts We  implement  investment  advice  on  behalf  of  certain  clients  in  held‐away  accounts  that  are  maintained  at  independent third‐party custodians. These held‐away accounts are often 401(k) accounts, 529 plans and other  5                   assets that are not held at our primary custodian(s).  TELEMUS INSURANCE SERVICES, LLC (“TIS”)  A subsidiary of Kovitz, Telemus Insurance Services, LLC (“TIS”) helps our clients obtain certain insurance solutions. Kovitz  has insurance agents that sell insurance products to Kovitz clients where applicable. Kovitz and certain of its employees  refer clients and prospective clients to the Insurance Agencies for various insurance products and services such as life,  disability and long‐term care policies and annuity contracts, and make referrals to third party providers for property and  casualty  and  group  health  insurance,  for  which  they  could  potentially  be  compensated.  Clients  are  free  to  accept  our  recommendation or seek insurance products through other brokers or agents, as they wish.  FOCUS RISK SOLUTIONS, LLC (“FRS”)  We  help  our  clients  obtain  certain  insurance  solutions  from  unaffiliated,  third‐party  insurance  brokers  by  introducing  clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial  Partners, LLC.  Please see Items 5 and 10 for a fuller discussion of this service and other important information.  Assets Under Management  As  of  December  31,  2024,  Kovitz  has  approximately  $31.7  billion  of  regulatory  assets  under  management.    This  is  composed of approximately $29.5 billion of assets managed on a discretionary basis and approximately $2.2 billion on a  non‐discretionary basis.  Item 5 Fees and Compensation Fees for Investment Supervisory Services For our investment supervisory services, we collect an investment advisory fee (Management Fee) on a quarterly basis.   Our fee schedule is listed below.  Our fees are negotiable at our discretion.   1.95%*   Bond & Equity Programs at Variable Annuities  $1,000,000 and under  2.00%  $1,000,001 and over  Negotiable  Tactical Programs at Axos & Schwab  $1,000,000 and under  $1,000,001 and over       Negotiable  *Short‐Term Bond  1.00%   1.75%    Strategic‐Active & Tactical Foundation Programs at  Axos & Schwab  $1,000,000 and under  $1,000,001 and over       Negotiable  Strategic‐Passive Programs at   Axos & Schwab  $1,000,000 and under  1.30%  $1,000,001 and over  Negotiable  Custom Programs at all custodians up to 2.50%    The above fees include and presume fees to Referring Advisors of 1.00% with the exception of .70% for Tactical Short‐Term  Bond.  Referring Advisors determine the rates of their fees, which will not exceed 1.00%.    Management fees are based on assets under management and are calculated as a percentage based on the value of all  assets  in  the  account,  including  cash,  accrued  interest,  accrued  dividends  and  securities  purchased  on  margin.  Management Fees are due at the beginning of each calendar quarter, in advance, based on the account valuation on the  last business day of the prior calendar quarter.  An account that is opened mid‐quarter is charged an initial Management  Fee that includes a portion of the fee that is pro‐rated for the number of days that the account is open in the first quarter.   In addition, an account that is terminated mid‐quarter is charged a Management Fee that is calculated on a pro‐rated  6                                                           basis for the number of days the account is open in the quarter. If the termination occurs prior to the end of a billing  period, fees paid in advance for the final billing period are considered to be earned through the effective date of the  termination date. Any unearned portion of the fee paid in advance will be refunded to the client. If an account changes  strategies mid‐quarter and the fees for the new strategies, in aggregate are at a higher or lower fee than they were prior  to the change, the adjustment to the billing will occur at the next quarter. Fees will vary for legacy clients and in some  instances are waived for family and friends of the firm. For certain clients, we charge an advisory fee for services provided  to the held‐away accounts mentioned above in Item 4, just as we do with client accounts held at our primary custodians.  The specific fee schedule charged by us is provided in the client’s investment advisory agreement with us.  We  do  not  recommend  the  use  of  margin  by  Clients  but  we  may  accommodate  Client  requests  for  use  of  margin  by  agreement between the Client and the Custodian. To the extent that a Client authorizes the use of margin, and margin is  thereafter employed, the market value of the Client’s account and corresponding fee payable by the Client to us will be  increased. As a result, in addition to understanding and assuming the additional principal risks associated with the use of  margin, Clients authorizing margin are advised of the potential conflict of interest whereby the Client’s decision to employ  margin will correspondingly increase the management fee payable to us. Accordingly, the decision to employ margin is  left to the sole discretion of the Client. Clients employing margin are advised that the margin balance is not deducted  when calculating the advisory fee.  Other Information about Advisory Fees The fees charged can be higher or lower than fees charged in the industry for like services.  Tactical investment strategies  will  typically  be  more  expensive  than  strategic  strategies  due  to  the  amount  of  time  and  infrastructure  needed  to  frequently  review  and  analyze  investments,  market  conditions,  and  other  risk  factors,  and  then  to  update  and  trade  investment portfolios as needed.  Most of the Weatherstone strategies are evaluated weekly as well as at the beginning  of each month.  Changes are made as needed.  Exceptions  or  any  other  modifications  to  the  fee  schedule  or  minimum  account  sizes  require  our  approval.    In  some  instances, the primary custodian receives 12b‐1 fees from investment companies. These fees offset client custodial fees  and administrative costs. The client assets will be subject to additional fees and expenses as set forth in the prospectuses  of those funds and variable annuities. The custodian of the assets will typically charge fees for custodial services or trading  charges.  These fees and expenses are ultimately borne by the client.  Clients Are Responsible for Fees Associated with Investing  Clients are responsible for the payment of all third party fees and expenses associated with investing, such as  transaction  charges and brokerage commissions to their broker/dealer or other service providers (“Financial Institutions”) as well as  any  fees  associated  with  their  particular  accounts  (e.g.,  account  opening,  maintenance,  transfer,  termination,  wire  transfer, retirement plan, trust fees, and all such applicable third party fees, deferred sales charges, odd lot differentials,  transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities  transactions).  Third‐party fees and expenses that clients are responsible for include the fees and expenses of third‐party investment  managers.  Our fees are separate and distinct from the fees of third‐party managers of separately managed accounts and  fees and expenses charged to shareholders of ETFs or mutual funds. Such charges, fees and commissions are exclusive of  and  in  addition  to  the  Adviser’s  fees.  The  fees  charged  by  third‐party  managers  of  separately  managed  accounts  are  described in the Form ADV 2A brochure of that investment manager, and the fees and expenses charged by a mutual  fund or ETF are described in the prospectus for the relevant fund.   We do not receive any portion of these investment‐ related commissions and/or fees. Clients are encouraged to read each prospectus and securities offering document. Portfolio additions may be in cash or securities provided that the Adviser reserves the right to liquidate any transferred  securities, or decline to accept particular securities into a client’s account. The Adviser may consult with its clients about  7       the  options  and  ramifications  of  transferring  securities.  However,  clients  are  hereby  advised  that  when  transferred  securities are liquidated, they are subject to transaction fees, fees assessed at the mutual fund level (i.e. contingent  deferred sales charge) and/or tax ramifications.  TELEMUS INSURANCE SERVICES, LLC  Kovitz  is  affiliated  with  Telemus  Insurance  Services,  LLC,  and  TMD  Insurance  Services,  LLC  (together  “the  Insurance  Agencies”). TIS is licensed as an insurance agency in Michigan and TMD Insurance Services, LLC is licensed as an insurance  agency in Arizona.   The Firm and certain of its employees refer clients and prospective clients to the Insurance Agencies  for various insurance products and services such as life, disability and long‐term care policies and annuity contracts, and  make  referrals  to  third  party  providers  for  property  and  casualty  and  group  health  insurance,  for  which  they  could  potentially  be  compensated.    The  compensation  creates  an  incentive  to  recommend  insurance  products  for  the  compensation received, rather than to meet a client’s needs. We address this conflict of interest through this disclosure  of our affiliation and that Clients are free to accept our recommendation or seek insurance products through other brokers  or agents, as they wish.  FOCUS RISK SOLUTIONS, LLC (“FRS”)  We  help  our  clients  obtain  certain  insurance  solutions  by  introducing  clients  to  our  affiliate,  Focus  Risk  Solutions,  LLC  (“FRS”), a wholly owned subsidiary of  our parent company, Focus Financial  Partners, LLC.  FRS assists our clients  with  regulated insurance sales activity by advising our clients on insurance matters and placing insurance products for them  and/or  referring  our  clients  to  certain  third‐party  insurance  brokers  (the  “Brokers”),  with  whom  FRS  has  agreements,  which either separately or together with FRS place insurance products for them. If FRS places an insurance product or  refers one of our clients to a Broker and there is a subsequent purchase of insurance through the Broker, then FRS will  receive a portion of the upfront and/or ongoing commissions associated with the sale by the insurance carrier with which  the policy was placed.  The amount of revenue earned by FRS for the sale of these insurance products will vary over time  in response to market conditions and will also differ based on the type of insurance product sold and which Broker placed  the policy.  The amount of insurance commission revenue earned by FRS is considered for purposes of determining the  amount of additional compensation  that  certain of our financial professionals are  entitled to receive.    Additionally,  in  exchange for allowing certain of the Brokers to participate in the FRS platform and, thereby, to offer their services to our  clients  and  certain  of  our  affiliates’  clients,  FRS  receives  periodic  fees  (the  “Platform  Fees”)  from  such  Brokers.    The  Platform Fees are expected to change over time.  Such Platform Fees are revenue for FRS and, ultimately, for our common  parent company, Focus, but we do not share in such revenue.  FRS also indirectly benefits from our clients’ use of the  services  insofar  as  such  use  incentivizes  the  Brokers  to  maintain  their  relationship  with  FRS  and  to  continue  paying  Platform Fees to FRS, which could also support increases in the overall amount of the Platform Fee rates in the future.   Further information on this conflict of interest is available in Item 10 of this Brochure.  UPTIQ TREASURY & CREDIT SOLUTIONS  We  offer  clients  the  option  of  obtaining  certain  financial  solutions  from  unaffiliated  third‐party  financial  institutions  through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial  LLC (“Flourish”).  Focus Financial Partners, LLC (“Focus”) is a minority investor in UPTIQ, Inc.  UPTIQ is compensated by  sharing in the revenue earned by such third‐party financial institutions for serving our clients.  The revenue paid to UPTIQ  also benefits UPTIQ, Inc.’s investors, including Focus, our parent company.  When legally permissible, UPTIQ also shares a  portion of this earned revenue with our affiliate, Focus Solutions Holdings, LLC (“FSH”).  For securities‐backed lines of  credit (“SBLOCs”) made to our clients, UPTIQ will share with FSH up to 75% of all revenue it receives from such third‐party  financial institutions.  For other loans (except residential mortgage loans) made to our clients, UPTIQ will share with FSH  up  to  25%  of  all  revenue  it  receives  from  such  third‐party  financial  institutions.    For  cash  management  products  and  services provided to our clients, UPTIQ will share with FSH up to 33% of all revenue it receives from the third‐party financial  8           institutions and other intermediaries that provide administrative and settlement services in connection with this program.   As noted above, Flourish facilitates cash management solutions for our clients. When legally permissible, Flourish pays  FSH a revenue share of up to 0.10% of the total amount of cash held in Flourish cash accounts by our clients. Although the  amount of these revenue‐sharing payments to FSH is not charged directly in the calculation of the interest rate paid by  clients on credit solutions facilitated by UPTIQ or the yield earned by clients on cash management solutions facilitated by  UPTIQ or Flourish, the compensation earned by UPTIQ and Flourish is an expense of the third‐party financial institutions  that informs the interest rate paid by clients on credit solutions and the yield earned by clients on cash management  solutions.  FSH distributes this revenue to us when we are licensed to receive such revenue (or when no such license is  required)  and  the  distribution  is  not  otherwise  legally  prohibited.    Further  information  on  this  conflict  of  interest  is  available in Item 10 of this Brochure.  Item 6 Performance‐Based Fees and Side‐by‐Side Management  We do not have any performance‐based fee clients.   Item 7 Types of Clients We provide investment advice to Individuals, Trusts, Estates, ERISA plans, Corporations and other business entities.  We  have a minimum account value of $25,000 and a program minimum of $12,500.  At our discretion, we may accept smaller  accounts and programs.  Note, if your account is of a smaller size and the program you have selected invests in stocks, we  may  have  to  substitute  other  investments,  such  as  mutual  funds  with  similar  objectives,  due  to  the  limitations  of  purchasing stocks with small dollar amounts.  Item 8 Methods of Analysis, Investment Strategies and Risk of Loss We offer the Investment Programs listed below.  Each investment strategy has different objectives and ways of adjusting  to changing investment climates.  Most programs seek to manage risk based upon various measures that have been useful  historically.  While we expect that they will be useful in the future, market dynamics can and do change, and as a result it  is not unusual to see the methods of risk measurement and analysis change over time as well.  While risk management  strategies can be quite effective when market changes are due to the impact of factors such as rising interest rates or  economic cycles, they have little ability to protect against unexpected events such as terrorist attacks, major earthquakes,  pandemics, etc. which are unpredictable.  If we experience one of these types of situations, our goal is to determine if the  financial markets have overreacted to the intermediate and long‐term impact of the event and adjust the asset allocations  accordingly.  Each investment strategy is best suited for investors who can hold the portfolio over a full market cycle of both a bull and  bear  market,  because  there  are  some  market  environments  where  programs  may  outperform  their  benchmarks,  and  others where they will lag behind.  A full market cycle will typically give you some of each.  You should review each program  description to ensure that you are comfortable with the style of management and types of investments used by each  program  that  you  select  under  your  investment  advisory  agreement.    Please  consult  with  your  financial  advisor  for  a  current listing of custodians on which the investment management programs are made available.  The programs will often  have different holdings and may trade differently from one custodian to another based upon factors such as investment  options  available  and  transaction  fees  and  trading  cutoff  times.    Each  program  listed  below  has  corresponding  risks  associated with the investment.  The numbers following the description list the investment risks associated with each  program and are explained in detail in the "Program Risks" section. Our program sheets also show performance for the  programs. This data is given for performance at the primary custodian. We do not provide program sheets by individual  custodians.  9       MANAGED HIGH YIELD ‐ The Managed High Yield strategy is designed to generate income and growth through a portfolio  primarily composed of non‐investment grade corporate bond mutual funds.  This program is designed to hold corporate  bond mutual funds when various risk measurement models show that the funds have the potential to produce a higher  return  than  a  money  market  fund  over  an  intermediate‐term  time  frame.    Mutual  funds  are  used  to  provide  greater  diversification  and  liquidity  than  in  a  portfolio  of  individual  bonds.    During  periods  that  show  above  average  risk,  the  money is typically moved into a money market fund, or government bond fund. (2,5)  ASSET ENHANCEMENT ‐ The goal of the program is to provide clients with the ability and opportunity to participate in  various  financial  markets  and  to  provide  that  participation  with  a  focus  on  reducing  risk.    The  program  is  based  on  a  foundation of dynamic asset allocation/modeling.  The primary trading model is trend following in nature and based on  technical indicators.  Short‐term, intermediate, and long‐term trends are taken into consideration.  A series of secondary  models may be used when the primary model is less than 100% invested or in a defensive mode.  The secondary models  are designed to invest in bonds and equity income asset classes, as well as market index funds.  The primary model is  mostly mechanical and allows for some manager discretion.  This component allows for flexibility during unusual events.   The secondary models are driven by a variety of factors, as well as by manager discretion.  Equity, bond, domestic and  international funds are all options to be used within this program.  Position size will vary accordingly, with money market  positions taken as a defensive stance. The two main goals of the program are capital preservation and consistent returns  over time. (1‐8)  INCOME PLUS ‐ The Income Plus program is designed for income‐oriented and moderate growth investors who wish to  grow their assets through bonds and other equity income type investments.  The portfolio will primarily concentrate its  assets in the high yield corporate bond asset class when that sector is favorable, and will also use other bond asset classes  and  other  income‐oriented  asset  classes  if  the  manager  determines  that  they  could  have  a  favorable  impact  on  the  portfolio.  During time periods when market conditions are determined to be generally unfavorable to bonds, then money  market funds and inverse rising rate bond funds, and other defensive mutual funds designed to preserve purchasing power  may be used. (2‐8)   STRATEGIC INCOME ‐ The Strategic Income program is a tactically managed investment strategy designed to generate  income and growth by investing in fixed income mutual funds and ETFs.  The portfolio can invest across the full  spectrum of fixed income securities without minimum or maximum weightings to any specific area within the fixed‐ income universe.  During periods where the portfolio manager does not find attractive opportunities in fixed income  securities, money market funds, other cash equivalent instruments and inverse rising rate bond funds may be used. (2‐8)    TAX‐AWARE FIXED INCOME ‐ The Tax‐Aware Fixed Income program is a tactically managed investment strategy designed  to  primarily  utilize  tax‐free  municipal  bonds,  but  will  also  include  taxable  bonds  in  the  portfolio  when  the  portfolio  manager  determines  that  they  have  income  or  capital  appreciation  potential  that  is  more  attractive  than  current  opportunities in tax‐free municipal bonds.  The portfolio may move from being fully invested in tax‐free municipal bonds  to being fully invested in taxable bonds.  During periods where the portfolio manager does not find attractive opportunities  in fixed income securities, money market funds, other cash equivalent instruments and inverse rising rate bond funds may  be used. (2‐8)     BALANCED GROWTH ‐ The goal of the Balanced Growth program is to provide long‐term growth of capital from a portfolio  of  stock  and  bond  exchange‐traded  and  traditional  mutual  funds  that  is  diversified  across  several  different  tactical  10               investment strategies where each directs a portion of the investment allocation, and determines the allocation between  stocks, bonds and cash. The program is typically weighted 70% equities and 30% bonds.  During periods when the various  investment  models  indicate  that  there  is  little  or  no  potential  for  gain  over  the  intermediate‐term  in  their  respective  categories, the asset allocation for that model will typically be moved to money markets or inverse positions to hedge  long positions, or allocated to another model. (1‐8)  DIVERSIFIED GROWTH ‐ The Diversified Growth program is designed for investors seeking long‐term growth of their capital  over time.  The program will typically be invested in stock exchange‐traded and traditional mutual funds when conditions  for  a  rising  stock  market  exist.    The  program  adds  additional  diversification  by  including  tactical  mutual  funds,  which  typically  provide  additional  managers  who  have  the  ability  to  utilize  innovative  strategies  that  can  adapt  to  changing  market environments. During periods when the various investment models indicate that there is little or no potential for  gain over the intermediate‐term in their respective categories, the asset allocation for that model will typically be moved  to money markets or inverse positions to hedge long positions, or allocated to another model. (1‐8)  STRATEGIC DIVIDEND – The Strategic Dividend strategy seeks to deliver long‐term growth of capital by investing primarily  in high quality, individual large cap value U.S. companies. With an emphasis on stability and strong fundamentals, this  strategy controls sector and attribute exposures based on the investment team’s perceived state of the market cycle and  thematic  catalysts  believed  to  offer  upside  opportunity.   The  portfolio  seeks  to  achieve  these  results  by  maintaining  holdings  concentrated  in  35‐50  companies  with  strong  financial  condition,  strong  relative  earnings  power,  astute  management, and a company culture of returning earnings to shareholders through dividends.  (1,5,6,7,9)  HIGH QUALITY GROWTH ‐ The High‐Quality Growth program is an actively‐managed strategic portfolio with a disciplined  approach to investing in a concentrated portfolio of 20 to 30 mid‐to‐large capitalization stocks and international ADRs,  growing at above average rates and generate positive cash flow.  The managers use a proprietary screening of company  fundamentals for the equity decision process, and target stocks that they view as high quality that can be purchased at  favorable price/earnings ratios based on fundamental valuation methods.  They believe that holding a focused portfolio  of quality stocks over a long‐term horizon and not striving to match the sector weightings of a market index improves the  probability of outperforming the market over time.  (1,5,6,7,9)  TACTICAL SHORT‐TERM BOND ‐   This program strives to maximize total return while minimizing overall risk by investing  in  short‐duration  and  floating‐rate  investments.  The  program  seeks  to  achieve  this  by  employing  active  management  strategies that leverage analysis of economic data, technical indicators, and relative performance trends. Through the  combination  of  these  insights,  the  portfolio  can  be  dynamically  adjusted  to  navigate  changing  market  conditions.  In  practice,  the  Tactical  Short‐Term  Bond  program  focuses  on  short‐term  duration  or  floating‐rate  bonds,  while  also  maintaining flexibility to allocate across the full fixed income universe. Additionally, it can tactically move into cash or  more conservative assets when market conditions are unfavorable. Typically, the portfolio will invest in corporate bonds  when  economic  conditions  support  taking  on  credit  risk.  During  periods  of  economic  uncertainty  or  when  taking  on  additional credit risk is less desirable, the strategy can shift toward government bonds or money market funds to preserve  capital  and  minimize  exposure.  In  summary,  by  monitoring  economic  trends,  market  signals,  and  asset  performance.  (2,5,8)  CUSTOM PROGRAMS ‐ Custom programs have the ability to utilize customized strategies and investment options that will  not normally be used in a standard portfolio.  In addition, custom portfolios may also be used on platforms not typically  utilized because of their difficulty in managing larger number of accounts at a particular custodian.  These accounts may  trade in a delayed status (Tier II) compared to the regular strategies; generally, a one‐day delay if operationally necessary.   The ability to utilize a custom strategy requires the prior written approval of applicant.  11             Mutual Funds and Exchange‐Traded Funds (ETFs)  Mutual fund and ETF portfolios are comprised of individual equity and debt securities with their own unique company  risks.  Shareholders are liable for taxes on any capital gains, as these issuers are required by law to distribute capital gains  to underlying shareholders.   Open‐end mutual fund shares are calculated at the end of each business day where all shareholders receive the same  closing price. ETF’s generally trade intra‐day where the net asset value (NAV) can fluctuate throughout the business day.  As a result, ETF investors may receive different prices when trades are executed on the same day.  PROGRAM RISKS  The investment programs listed above may not be appropriate for all investors.  There is no assurance that the Program's  separate objectives will be achieved.  Because most investment positions will be held less than one year, our investment  strategies are best suited for tax‐deferred accounts.   The items listed below are additional risks associated with our programs.  We have numbered them and listed the numbers  associated with each risk for the particular program after the program descriptions on the previous pages.  Investing in securities involves risk of loss that clients should be prepared to bear. It is important that clients understand these risks and  they proactively address any concerns with their Advisor.  Investment returns and the value of your investment will fluctuate  and may lose money.    (1) Some of our Programs can invest in small/mid‐cap and micro‐cap stocks.  The risks associated with investments  in smaller companies include less experienced management, limited product lines and financial resources, shorter  operating histories, less publicly available information, which may have more limited marketability and may be  subject to more abrupt or erratic market movements than large‐cap stocks.  This may result in greater share price  volatility.    (2) Some of our Programs can invest in fixed income securities.  Fixed income securities are subject to credit risk,  interest rate risk and liquidity risk.  Generally, the value of fixed‐income securities rises when prevailing interest  rates fall and falls when interest rates rise.  High‐yield bonds, also known as "junk" bonds are subject to greater  credit risks and market risks, and are subject to adverse changes in general market conditions and in the industries  in which the issuers are engaged, and to changes in the financial conditions of the issuers.   (3) Some Programs may also invest in "short" or "inverse" mutual funds which are designed to profit from declining  securities prices, which involve certain risks that may include increased volatility due to the funds possible use of  short sales of securities and derivatives such as options and futures.  Short funds are typically used to offset the  risk of "long" positions that may continue to be held in the portfolio.    (4) Some strategies may use leveraged mutual funds.  The more a fund invests in leveraged instruments, the more  the leverage will magnify any gains or losses on those investments.  Leveraged mutual funds are typically used for  short or intermediate‐term trades and enable us to achieve market exposure without selling positions such as  bonds or holdings that may move from being taxed as short‐term capital gains to being taxed as long‐term capital  gains.  We do not typically use leveraged funds in order to increase the stock market exposure to more than 100%  invested.  As an example, a 50% allocation in an index fund that is leveraged 2‐1 would be expected to provide  100% of the return of an index.  The impact of compounding often makes it difficult to achieve a perfect correlation  with an index.  (5) Money market funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any  other government agency.    12             typically  associated  with  investment  in  domestic  corporations.  Funds  allocated  (6) International funds that invest in the securities of foreign companies involve considerations and potential risks  not  in  an  international/global/emerging markets investment could be subject to risks associated with changes in currency  values, economic, political, social conditions and local regulatory environments.  (7) The  securities  markets  of  many  of  the  emerging  markets  in  which  the  strategies  may  invest  are  substantially  smaller, less developed, less liquid and more volatile than the securities markets of the United States.    (8) Sector specific funds invest in a single sector mutual fund which involves greater risk and potential reward than  investing  in  a  more  diversified  mutual  fund.    Additional  information  regarding  the  risks  associated  with  the  investments  that  may  be  owned  are  more  fully  explained  in  the  prospectus  provided  by  the  investment  companies.  Please read the prospectus for more information.   (9) Concentrated portfolios.  The program will invest its assets in less than 50 positions, this will expose the portfolio  to  greater  volatility  and  risk  from  company  specific  events  than  a  broadly  diversified  portfolio  would.   Concentrated holdings may offer the potential for higher gain, but also offer the potential for higher loss.  Market Volatility  At  various  times  in  the  past,  volatile  market  conditions  have  had  a  dramatic  effect  on  the  value  of  private  investments. In addition, terrorist attacks, other acts of violence or war, health epidemics or pandemics, natural  hazards, and/or force majeure may affect the operations and profitability of a Fund’s portfolio companies. Such  events also could cause consumer confidence and spending to decrease or result in increased volatility in the U.S.  and worldwide financial markets and economy. Any of these occurrences could have a significant impact on the  operating results and revenues of a Fund’s portfolio companies and, in turn, on the return of a Fund’s investments.  Cybersecurity  The computer systems, networks and devices used by our firm and service providers to our firm and our clients  to  carry  out  routine  business  operations  employ  a  variety  of  protections  designed  to  prevent  damage  or  interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by  unauthorized  persons  and  security  breaches.  Despite  the  various  protections  utilized,  systems,  networks,  or  devices potentially can be breached. A client could be negatively impacted as a result of a cybersecurity breach.  Cybersecurity  breaches  can  include  unauthorized  access  to  systems,  networks,  or  devices;  infection  from  computer viruses or other malicious software code; and attacks that shut down, disable, slow, or otherwise disrupt  operations, business processes, or website access or functionality. Cybersecurity breaches may cause disruptions  and impact business operations, potentially resulting in financial losses to a client; impediments to trading; the  inability by our firm and other service providers to transact business; violations of applicable privacy and other  laws; regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional  compliance costs; as well as the inadvertent release of confidential information.  Similar adverse consequences could result from cybersecurity breaches affecting issuers of securities in which a  client  invests;  governmental  and  other  regulatory  authorities;  exchange  and  other  financial  market  operators,  banks, brokers, dealers, and other financial institutions; and other parties. In addition, substantial costs may be  incurred by these entities in order to prevent any cybersecurity breaches in the future.  Limited Partnership / Private Real Estate Investment Trust Risks   We offer access to limited  partnerships (public and  private) and  private real estate investment trusts  to investors  when  such  investments  are  consistent  with  client  objectives,  risk  tolerance,  and  regulatory  eligibility.  Private  investments are subject to various risks which are set forth in applicable offering documents for each investment.  These risks include but are not limited to the risk of loss of principal; liquidity risk; lack of transparency or limitations  13         on  communications  from  the  issuer  or  third  parties  regarding  operations;  challenges  in  obtaining  or  evaluating  comparable  pricing  information  or  comparable  information  on  which  to  evaluate  the  businesses;  limited  or  no  secondary market availability; risks associated with inconsistent dividends and/or distributions; and high internal and  operating expenses. Private investments are subject to pricing and liquidity risks as they do not have regular daily  pricing.   Real Estate Income Trust Risks   Investments in non‐listed or non‐traded real estate investment trusts (REITs) are subject to additional risks including  but not limited to:   (1) Liquidity risk, as non‐traded REITs generally cannot be sold until listed on an exchange or the trust’s assets are  liquidated.  Early  redemptions  may  be  subject  to  limitations  including  notice  requirements,  termination  of  redemption provisions, and discounted redemption values.   (2) Non‐traded REITs can include high upfront fees which are generally designed to cover offering and organizational  costs. These early, high fees reduce the value of the principal invested and results in less return on investment. In  addition, non‐traded REITs can involve significant transaction costs including fees to acquire properties and asset  management fees.  (3) Distributions from non‐traded REITs, particularly initial distributions, may be derived from investment principal  rather than operations. This practice reduces the value of the shares and reduces the cash available to the REIT  to purchase real estate assets.   (4) Lack of available share price for non‐traded REITs, which may limit or eliminate the ability to assess the value or  performance of the investment for significant time periods.   (5) Conflicts of interest risks, including external managers that may receive significant transaction fees by the REIT  for services that do not align with shareholder interests, such as fees based on the amount of property  acquisitions and assets under management.   Credit Risk   Investments in credit funds are subject to the credit risk of the underlying instruments. Where such investments  are below investment grade and speculative, the risks increase that economic downturns will negatively impact  the ability to repurchase shares. Additional risks include lack of a secondary market, liquidity risk, redemption risk  (including  the  risk  of  discounted  returns  upon  early  redemptions  and  other  redemption  risks  associated  with  shares not listed on an exchange) and risks associated with distributions being funded from unlimited amounts of  offering proceeds or borrowings (which reduces the amount of capital available to invest).  Item 9 Disciplinary Information Neither the Firm nor any of our management persons have been involved in any event that are material to a client’s or  prospective client’s evaluation of the Firm or the integrity of its management.   Item 10 Other Financial Industry Activities and Affiliations Focus Financial Partners  As noted above in response to Item 4, certain investment vehicles affiliated with CD&R collectively are indirect majority  owners of Focus LLC, and certain investment vehicles affiliated with Stone Point are indirect owners of Focus LLC. Because  Kovitz is an indirect, wholly‐owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners  of Kovitz.  14                   UPTIQ Credit and Cash Management Solutions  Kovitz offers clients the option of obtaining certain financial solutions from unaffiliated third‐party financial institutions  through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates, “UPTIQ”) and Flourish Financial  LLC.  These third‐party financial institutions are banks and non‐banks that offer credit and cash management solutions to  our  clients,  as  well  as  certain  other  unaffiliated  third  parties  that  provide  administrative  and  settlement  services  to  facilitate UPTIQ’s cash management solutions.  UPTIQ acts as an intermediary to facilitate our clients’ access to these  credit  and  cash  management  solutions.  Flourish  acts  as  an  intermediary  to  facilitate  our  clients’  access  to  cash  management solutions.  We are a wholly owned subsidiary of Focus Financial Partners, LLC (“Focus”).  Focus is a minority investor in UPTIQ, Inc.   UPTIQ is compensated by sharing in the revenue earned by such third‐party financial institutions for serving our clients.   The revenue paid to UPTIQ also benefits UPTIQ, Inc.’s investors, including Focus.  When legally permissible, UPTIQ also  shares a portion of this earned revenue with our affiliate, Focus Solutions Holdings, LLC (“FSH”).  For securities‐backed  lines of credit (“SBLOCs”) made to our clients, UPTIQ will share with FSH up to 75% of all revenue it receives from such  third‐party financial institutions.  For other loans (except residential mortgage loans) made to our clients, UPTIQ will share  with FSH up to 25% of all revenue it receives from such third‐party financial institutions.  For cash management products  and services provided to our clients, UPTIQ will share with FSH up to 33% of all revenue it receives from the third‐party  financial institutions and other intermediaries that provide administrative and settlement services in connection with this  program.    As  noted  above,  Flourish  facilitates  cash  management  solutions  for  our  clients.  When  legally  permissible,  Flourish pays FSH a revenue share of up to 0.10% of the total amount of cash held in Flourish cash accounts by our clients.  Although the amount of these revenue‐sharing payments to FSH is not charged directly in the calculation of the interest  rate paid by clients on credit solutions facilitated by UPTIQ or the yield earned by clients on cash management solutions  facilitated by UPTIQ of Flourish, the compensation earned by UPTIQ and Flourish is an expense of the third‐party financial  institutions  that  informs  the  interest  rate  paid  by  clients  on  credit  solutions  and  the  yield  earned  by  clients  on  cash  management solutions.  FSH distributes this revenue to us when we are licensed to receive such revenue (or when no  such license is required) and the distribution is not otherwise legally prohibited.  This revenue is also revenue for FSH’s  and our common parent company, Focus.  Additionally, the volume generated by our clients’ transactions allows Focus to  negotiate better terms with UPTIQ and Flourish, which benefits Focus and us.  Accordingly, we have a conflict of interest  when recommending UPTIQ’s and Flourish’s services to clients because of the compensation to us and to our affiliates,  FSH and Focus, and the transaction volume to UPTIQ and Flourish.  We mitigate this conflict by: (1) fully and fairly disclosing  the material facts concerning the above arrangements to our clients, including in this Brochure; and (2) offering UPTIQ’s  and  Flourish’s  solutions  to  clients  on  a  strictly  nondiscretionary  and  fully  disclosed  basis,  and  not  as  part  of  any  discretionary investment services.  Additionally, we note that clients who use UPTIQ’s and Flourish’s services will receive  product‐specific disclosures from the third‐party financial institutions and other unaffiliated third‐party intermediaries  that provide services to our clients.  We have an additional conflict of interest when we recommend credit solutions to our clients because our interest in  continuing  to  receive  investment  advisory  fees  from  client  accounts  gives  us  a  financial  incentive  to  recommend  that  clients borrow money rather than liquidate some or all of the assets we manage.  Credit Solutions  Clients retain the right to pledge assets in accounts generally, subject to any restrictions imposed by clients’ custodians.   While credit solution programs that we offer facilitate secured loans through third‐party financial institutions, clients are  free instead to work directly with institutions outside such programs.  Because of the limited number of participating third‐ party financial institutions, clients may be limited in their ability to obtain as favorable loan terms as if the client were to  work directly with other banks to negotiate loan terms or obtain other financial arrangements.  Clients should also understand that pledging assets in an account to secure a loan involves additional risk and restrictions.   A third‐party financial institution has the authority to liquidate all or part of the pledged securities at any time, without  prior notice to clients and without their consent, to maintain required collateral levels.  The third‐party financial institution  also has the right to call client loans and require repayment within a short period of time; if the client cannot repay the  15       loan within the specified time period, the third‐party financial institution will have the right to force the sale of pledged  assets to repay those loans.  Selling assets to maintain collateral levels or calling loans may result in asset sales and realized  losses in a declining market, leading to the permanent loss of capital.  These sales also may have adverse tax consequences.   Interest payments and any other loan‐related fees are borne by clients and are in addition to the advisory fees that clients  pay us for managing assets, including assets that are pledged as collateral.  The returns on pledged assets may be less than  the account fees and interest paid by the account.  Clients should consider carefully and skeptically any recommendation  to pursue a more aggressive investment strategy in order to support the cost of borrowing, particularly the risks and costs  of any such strategy.  More generally, before borrowing funds, a client should carefully review the loan agreement, loan  application,  and  other  forms  and  determine  that  the  loan  is  consistent  with  the  client’s  long‐term  financial  goals  and  presents risks consistent with the client’s financial circumstances and risk tolerance.    We use UPTIQ to facilitate credit solutions for our clients.   Cash Management Solutions  For cash management programs, certain third‐party intermediaries provide administrative and settlement services to our  clients.  Engaging the third‐party financial institutions and other intermediaries to provide cash management solutions  does  not  alter  the  manner  in  which  we  treat  cash  for  billing  purposes.    Clients  should  understand  that  in  rare  circumstances,  depending  on  interest  rates  and  other  economic  and  market  factors,  the  yields  on  cash  management  solutions  could  be  lower  than  the  aggregate  fees  and  expenses  charged  by  the  third‐party  financial  institutions,  the  intermediaries referenced above, and us.  Consequently, in these rare circumstances, a client could experience a negative  overall investment return with respect to those cash investments.  Nonetheless, it might still be reasonable for a client to  participate in a cash management program if the client prefers to hold cash at the third‐party financial institutions rather  than at other financial institutions (e.g., to take advantage of FDIC insurance).    We use UPTIQ and Flourish to facilitate cash management solutions for our clients.  Focus Risk Solutions  Kovitz helps our clients obtain certain insurance solutions by introducing clients to our affiliate, Focus Risk Solutions, LLC  (“FRS”), a wholly owned subsidiary of our parent company, Focus Financial Partners, LLC (“Focus”).    FRS assists our clients with regulated insurance sales activity by advising our clients on insurance  matters and placing  insurance products for them and/or referring our clients to certain third‐party insurance brokers (the “Brokers”), with  whom FRS has agreements, which either separately or together with FRS place insurance products for them. If FRS places  an insurance product or refers one of our clients to a Broker and there is a subsequent purchase of insurance through the  Broker,  then  FRS  will  receive  a  portion  of  the  upfront  and/or  ongoing  commissions  associated  with  the  sale  by  the  insurance carrier with which the policy was placed.  The amount of revenue earned by FRS for the sale of these insurance  products will vary over time in response to market conditions and will also differ based on the type of insurance product  sold and which Broker placed the policy.  The amount of insurance commission revenue earned by FRS is considered for  purposes of determining the amount of additional compensation that certain of our financial professionals are entitled to  receive.  This revenue is also revenue for our and FRS’s common parent company, Focus.    Additionally, in exchange for allowing certain of the Brokers to participate in the FRS platform and, thereby, to offer their  services  to  our  clients  and  certain  of  our  affiliates’  clients,  FRS  receives  periodic  fees  (the  “Platform  Fees”)  from  such  Brokers.  The Platform Fees are expected to change over time.  Such Platform Fees are revenue for FRS and, ultimately,  for our common parent company, Focus, but we do not share in such revenue.  FRS also indirectly benefits from our clients’  use of the services insofar as such use incentivizes the Brokers to maintain their relationship with FRS and to continue  paying Platform Fees to FRS, which could also support increases in the overall amount of the Platform Fee rates in the  future.  Accordingly, we have a conflict of interest when recommending FRS’s services to clients because of the compensation to  certain of our financial professionals and to our affiliates, FRS and Focus.  We address this conflict by:  (1) fully and fairly  disclosing the material facts concerning the above arrangements to our clients, including in this Brochure; (2) offering FRS  solutions to clients on a strictly nondiscretionary and fully disclosed basis, and not as part of any discretionary investment  services; and (3) not sharing in any portion of the Platform Fees.  Additionally, we note that clients who use FRS’s services  16     will  receive  product‐specific  disclosure  from  the  Brokers  and  insurance  carriers  and  other  unaffiliated  third‐party  intermediaries that provide services to our clients.  The insurance premium is ultimately dictated by the insurance carrier, although in some circumstances the Brokers or FRS  may have the ability to influence an insurance carrier to lower the premium of the policy.  The final rate may be higher or  lower than the prevailing market rate, and may be higher than if the policy was purchased directly through the Broker  without the assistance of FRS.  We can offer no assurances that the rates offered to you by the insurance carrier are the  lowest possible rates available in the marketplace.  Recommendation of Other Advisers  Weatherstone Capital Management manages some of the tactical programs with in‐house staff while other programs are  managed by sub‐advisors who provide us with trading instructions.  If we use sub‐advisors, they are paid for their services.   We receive more income for programs managed in‐house and it can be considered a conflict of interest to recommend  our own investment programs over those of a sub‐advisor.  Code of Ethics, Participation or Interest in Client Transactions and Item 11 Personal Trading Our employees can buy or sell for their own accounts the same securities recommended to you.  Employees seek to ensure  that they do not personally benefit from the short‐term market effects of their recommendations to you and we monitor  their personal trading.  Employees are aware of the rules regarding material non‐public information and insider trading. Employees can also buy  or sell a specific security for their own account based on personal investment considerations, which the Advisor does not  deem appropriate to buy or sell for clients.  We do not enter into principal transactions, in which we or our employees buy or sell a security directly to or from a client.  We have a Code of Ethics in place in accordance with applicable securities laws that sets forth the standards of conduct  expected  of  its  employees.  Written  policies  and  procedures  are  reasonably  designed  to  prevent  certain  unlawful  practices. Employees are required to:   Place the interests of clients ahead of their personal interests.   Owe a duty of loyalty to clients and always act in an ethical manner when interacting with clients, prospects  and vendors.   Conduct all personal security transactions in full compliance with the Code of Ethics.   Avoid taking inappropriate advantage of their position.   Use independent, sound judgment when making investment recommendations and engaging in professional  activities  Clients and prospective clients can contact us to request a copy of our Code of Ethics.  Item 12 Brokerage Practices When recommending custodians to our Clients, we consider the availability of investment products, the cost to Clients for  custodial and trading services, and the ease of doing business.  We typically recommend Axos Advisor Services (Axos) for our Clients’ custodial needs when they wish to use multiple  strategies in a single account.  They have no minimum commission or trading fee and can trade in fractional shares.  If we  do use a mutual fund that pays a 12b‐1 fee to Axos, they use up to 25 basis points of the shareholder servicing fees they  17       receive from the mutual fund used in the account to offset the custodial service fee charged to your account.  This offset  is only available to customers at Axos, and not to our Clients with other custodians.    We also recommend Charles Schwab as a custodian.  We typically recommend Charles Schwab as custodian for smaller  accounts, and for accounts that do not mind having a separate account for each investment strategy, and because of their  customer service, technology, trade execution and low expenses to clients. They have relatively low or no transaction fees,  low custodial fees, and provide many client services free of charge. The pricing and execution a Client will receive will vary  between Charles Schwab and Axos. There is no guarantee that one will offer better execution than the other will.  Choosing  one over the other could cost you more money or could result in less favorable execution.   At Axos, we may opt to use liquidity providers, who assist us in achieving better execution for trades than what we believe  we could have executed on our own. Those liquidity providers are compensated for their assistance.  We opt to use their  services only when it seems reasonable that the overall execution quality will benefit.  We receive referrals from representatives associated with broker‐dealers. These broker‐dealers may place limitations on  the custodial platforms they permit, and have an incentive to recommend a particular custodian because of additional  compensation or reduced clearing fees they may pay for other services.    We do not receive any research, products or services from broker/dealers or third parties, other than what is necessary  for the execution of Client securities transactions.   We do not receive any “formal soft dollar” benefits.  We do not offer directed brokerage services.    Aggregated Trading We engage in aggregated, block trading to avoid the time and expense of simultaneously entering similar orders for many  individual client accounts that are managed similarly at the same custodian, with a goal to receive the same execution  price and minimize any difference in performance.  Weatherstone has established procedures to comply with its obligations associated with aggregated, block orders.   Other Information about Trading We  place  trades  using  your  selected  custodian,  and  in  some  instances,  we  send  our  trade  instructions  to  platform  sponsors, who in turn execute the trades.    Because of the multiple platforms through which we are directing trades, not  all trades will be done at the same time. We anticipate that they will generally be done within one business day of each  other, but cannot guarantee that result.  This means that you may receive better or worse pricing than other individuals  in the same program.    Trade Error Policy On  rare  occasions,  trade  errors  c a n   occur. To resolve trade errors, we will place a correcting trade with the client’s  broker/dealer.   At Schwab, we are responsible for any losses exceeding $100 when it is determined we are responsible for the error. To  minimize administrative costs, Schwab will absorb any losses less than $100. When investment gains result from a trade  error, the gain will be retained by the Client  unless it is determined to be not permissible, or the Client elects not to  accept the gain for tax purposes or other reasons. Any gains not retained by Clients are donated by Schwab to a charity  of its choice.  At Axos, we are responsible for reimbursing clients for all losses due to trade errors made by us in client accounts. Any  gains resulting from trade corrections are not kept by Axos or paid to the Client, they are instead donated by Axos to a  charity of its choice.  18         Item 13 Review of Accounts Accounts are under the supervision by a review team responsible for verifying that each strategy has been reviewed after  rebalances  or  model  trades.    Model  review  is  to  consist  of  an  audit  of  sample  of  client  accounts  or  models  after  adjustments  are  made  to  asset  allocations  for  the  purpose  of  determining  if  transactions  were  processed  properly.   Because  of  the  nature  of  the  managed  account  strategies,  all  accounts  in  those  strategies  are  under  regular  review.   Accounts in custom programs are reviewed at least semi‐annually.   We provide optional quarterly performance statements to some clients.   Clients with these types of accounts may view  their account information and run reports by going to the client section of our website at www.weatherstone.com.  Item 14 Client Referrals and Other Compensation Weatherstone  continues  to  pay  Solicitors  for  client  referrals  that  were  made  in  the  past  but  has  terminated  these  agreements.  Weatherstone’s and Kovitz’s parent company is Focus Financial Partners, LLC (“Focus”). From time to time, Focus holds  partnership meetings and other industry and best‐practices conferences, which typically include Kovitz, other Focus firms  and external attendees. These meetings are first and foremost intended to provide training or education to personnel of  Focus  firms,  including  Kovitz.  However,  the  meetings  do  provide  sponsorship  opportunities  for  asset  managers,  asset  custodians, vendors and other third‐party service providers. Sponsorship fees allow these companies to advertise their  products and services to Focus firms, including Kovitz. Although the participation of Focus firm personnel in these meetings  is not preconditioned on the achievement of a sales target for any conference sponsor, this practice could nonetheless be  deemed a conflict as the marketing and education activities conducted, and the access granted, at such meetings and  conferences could cause us to focus on those conference sponsors in the course of its duties. Focus attempts to mitigate  any such conflict by allocating the sponsorship fees only to defraying the cost of the meeting or future meetings and not  as revenue for itself or any affiliate, including us. Conference sponsorship fees are not dependent on assets placed with  any specific provider or revenue generated by such asset placement.  The  following  entities  provided  conference  sponsorship  to  Focus  from  January  1,  2024  to  February  1,  2025:  Advent  Software, Inc. (includes SS&C), BlackRock, Inc., Blackstone Administrative Services Partnership L.P., Capital Integration  Systems LLC (CAIS), , Charles Schwab & Co., Inc., Confluence Technologies Inc., Eaton Vance Distributors, Inc. (includes  Parametric Portfolio Associates), Fidelity Brokerage Services LLC and Fidelity Distributors Company LLC (includes Fidelity  Institutional  Asset  Management  and  FIAM),  Flourish  Financial  LLC,  Franklin  Distributors,  LLC  (includes  O’Shaughnessy  Asset Management, L.L.C. (OSAM) and CANVAS), K&L Gates LLP, Nuveen Securities, LLC, Orion Advisor Technology, LLC,  Pinegrove Capital Partners LLC (includes Brookfield Oaktree Wealth Solutions), Practifi, Inc., Salus GRC, LLC, Stone Ridge  Asset Management LLC, The Vanguard Group, Inc., TriState Capital Bank and UPTIQ, Inc.   can  access  a  conference  sponsors  on  Focus’  website  through  the  following  link:  list  of  You  https://focusfinancialpartners.com/conference‐sponsors/.  Item 15 Custody We  typically  deduct  advisory  fees  from  client  accounts  held  at  an  independent  custodian,  as  allowed  under  the  safe  harbor provisions of the SEC’s Custody rule.  The qualified custodian of client assets sends account statements directly to  Clients. You will receive account statements from the broker‐dealer or other qualified custodian at least quarterly. You  should carefully review those statements because they are the independent custodian who holds your investments.  An  independent custodian is an important safeguard to protect your account.     19             We provide some of our clients with portfolio reports. If you receive these types of reports, we urge you to compare their  contents with the statements you receive from your custodian. In the event of a valuation discrepancy, the custodial  statement will serve as the official statement.   Item 16 Investment Discretion We ask you to provide us  with investment discretion with respect  to securities to be  bought and sold  and amount  of  securities to be bought and sold.  You grant us this authority by signing a discretionary asset management agreement.    We  use  this  investment  discretion  to  be  able  to  adjust  our  asset  allocation  across  our  investment  models  as  market  conditions and investment opportunities change. This allows us to make the adjustment for individual client accounts, and  as a group with others invested in the same strategy.  We may also use this discretion to select different sub‐advisers to  use to help us manage our programs.  Item 17 Voting Client Securities We  do  not  vote  proxies  on  behalf  of  our  Clients.  Clients  will  receive  proxies  or  other  solicitations  directly  from  their  custodian and can contact the custodian with questions about any particular solicitation. Also, we do not participate in  any class action lawsuits on behalf of our Clients.  Item 18 Financial Information We do not require or solicit prepayment of investment advisory fees of more than $1,200, six months or more in advance.  We are unaware of any financial condition that is likely to impair our ability to meet our contractual commitments to our  clients and we have not been the subject of a bankruptcy petition.  20