LIFETIME WEALTH MANAGEMENT, LLC

Brochure Lifetime Wealth Management, LLC 717 3rd Street Rochester, Minnesota 55902 (507) 288 5587 October 10, 2025 This Brochure provides information about the qualifications and business practices of Lifetime Wealth Management, LLC (“LWM,” “Advisor,” “us,” “we” or “our”). When we use the words “you,” “your” and “client” we are referring to you as our client or our prospective client. We use the term “supervised person” when referring to our officers, employees, and all individuals providing investment advice on behalf of LWM. If you have any questions about the contents of this Brochure, please contact us at (507) 288 5587 or dayton@lifetimewealth.org. 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. LWM is a registered investment adviser. The registration of an investment adviser does not imply any level of skill or training. The oral and written communications made to you by LWM, including the information contained in this Brochure, should provide you with information to determine whether to hire or retain LWM as your adviser. Additional information about LWM also is available on the SEC’s website at www.adviserinfo.sec.gov. The SEC’s website also provides information about any persons affiliated or registered with, and or required to be registered, as investment adviser representatives of LWM. Part 2A of Form ADV: Firm Brochure i Lifetime Wealth Management, LLC  Item 2 - Material Changes Since our last annual amendment dated March 2025, we have made the following material and non- material changes to this Brochure: • General Updates – We made non-substantive formatting and grammatical edits throughout the document to • • • • • improve readability and consistency. Item 4 – Advisory Business – We added clarifying language, and information to better describe the advisory services we offer to clients and prospective clients. Item 5 – Fees and Compensation – We added clarifying language regarding planning services and asset management services, including further detail on service descriptions and processes, to provide greater transparency for clients. No changes were made to our fees or compensation. Item 8 – Methods of Analysis, Investment Strategies, and Risk of Loss – We added clarifying information about the methods of analysis we may use, the investment strategies we utilize, and the risks involved with investing. These updates were made to further client understanding of risks and to highlight the Firm’s focus on identifying value for our clients through a flexible and inclusive approach designed to support prudent decision-making. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading – We added clarification and information from our Code of Ethics regarding personal trading restrictions and requirements. These updates are designed to ensure that any personal trading by Associated Persons is conducted in a manner that is fair to clients and consistent with our fiduciary duty. Item 13 – Review of Accounts – We added clarifying language to better describe our account review process and the scope of services provided. We encourage you to review the entire Brochure for a complete understanding of these items. A full copy is available on the e SEC’s public disclosure website (‘IAPD’) which is located at www.advisorinfo.sec.gov , or you may contact Dayton Miller, CEO or Kimberley Dillingham, CCO at (507) 288 5587 to request a paper or electronic copy. We will ensure that Clients receive a summary of any materials changes to this and subsequent Brochures within 120 days of the close of our business’ fiscal year. We may further provide you with a new Brochure as necessary based on changes or new information, at any time, without charge. Part 2A of Form ADV: Firm Brochure ii Lifetime Wealth Management, LLC  Item 3 -Table of Contents ITEM 2 - MATERIAL CHANGES ............................................................................................................................................ 2 ITEM 3 -TABLE OF CONTENTS ............................................................................................................................................. 3 ITEM 4 – ADVISORY BUSINESS ........................................................................................................................................... 5 OWNERSHIP .............................................................................................................................................................................. 5 GENERAL DESCRIPTION OF PRIMARY ADVISORY SERVICES.................................................................................................................... 5 Financial Planning ............................................................................................................................................................ 5 Asset Management .......................................................................................................................................................... 5 LIMITED INVESTMENT PRODUCTS .................................................................................................................................................. 5 TAILOR ADVISORY SERVICES TO INDIVIDUAL NEEDS OF CLIENTS ........................................................................................................... 6 WRAP-FEE PROGRAM VERSUS PORTFOLIO MANAGEMENT PROGRAM ................................................................................................... 6 CLIENT ASSETS MANAGED BY ADVISOR ........................................................................................................................................... 6 PORTFOLIO AND WEALTH MANAGEMENT SERVICES .......................................................................................................................... 6 RETIREMENT ACCOUNTS – DOL DISCLOSURE ................................................................................................................................... 6 EDUCATION............................................................................................................................................................................... 7 ITEM 5 – FEES AND COMPENSATION .................................................................................................................................. 8 FINANCIAL PLANNING SERVICES .................................................................................................................................................... 8 Ongoing Comprehensive Planning Services ....................................................................................................................... 8 Modular Financial Planning Services ................................................................................................................................. 9 Termination ...................................................................................................................................................................... 9 ASSET MANAGEMENT SERVICES .................................................................................................................................................. 10 ADDITIONAL COMPENSATION ...................................................................................................................................................... 11 COMPARABLE SERVICES ............................................................................................................................................................. 12 ITEM 6 – PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT ......................................................................... 12 ITEM 7 – TYPES OF CLIENTS .............................................................................................................................................. 12 MINIMUM INVESTMENT AMOUNT REQUIRED ................................................................................................................................. 12 ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS .............................................................. 13 METHODS OF ANALYSIS ............................................................................................................................................................. 13 FUNDAMENTAL ........................................................................................................................................................................ 13 TECHNICAL .............................................................................................................................................................................. 13 ANALYSIS RISK ......................................................................................................................................................................... 13 SOURCES OF INFORMATION ....................................................................................................................................................... 13 INVESTMENT STRATEGIES ........................................................................................................................................................... 14 INVESTMENT RISKS ................................................................................................................................................................... 14 GENERAL RISKS .................................................................................................................................................................. 14 OTHER INVESTMENT RISKS ......................................................................................................................................................... 17 TECHNOLOGY AND CYBERSECURITY RISK ............................................................................................................................ 19 ITEM 9 – DISCIPLINARY INFORMATION ............................................................................................................................ 20 ITEM 10 – OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ............................................................................ 20 ITEM 11 – CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING ............. 21 Part 2A of Form ADV: Firm Brochure iii Lifetime Wealth Management, LLC  CODE OF ETHICS SUMMARY ........................................................................................................................................................ 21 PARTICIPATE IN CLIENT TRANSACTIONS AND PERSONAL TRADING ....................................................................................................... 21 ITEM 12 – BROKERAGE PRACTICES ................................................................................................................................... 22 HANDLING OF TRADE ERRORS ..................................................................................................................................................... 23 BLOCK TRADING ...................................................................................................................................................................... 23 ITEM 13 – REVIEW OF ACCOUNTS .................................................................................................................................... 24 ACCOUNT REVIEW .................................................................................................................................................................... 24 ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION ............................................................................................. 24 CLIENT REFERRALS .................................................................................................................................................................... 24 OTHER COMPENSATION............................................................................................................................................................. 24 ITEM 15 – CUSTODY ......................................................................................................................................................... 25 ITEM 16 – INVESTMENT DISCRETION ................................................................................................................................ 25 ITEM 17 – VOTING CLIENT SECURITIES.............................................................................................................................. 26 ITEM 18 – FINANCIAL INFORMATION ............................................................................................................................... 26 CLASS ACTION LAWSUITS................................................................................................................................................. 27 PRIVACY POLICY .............................................................................................................................................................. 27 BUSINESS CONTINUITY PLAN ........................................................................................................................................... 27 Part 2A of Form ADV: Firm Brochure iv Lifetime Wealth Management, LLC  Item 4 – Advisory Business Ownership Lifetime Wealth Management, LLC’s (“Advisor,” LWM,” “Advisor,” “our,” “us,” or “we”) registration with the Securities and Exchange Commission (“SEC”) as an investment advisor was approved in March 2018. Previously, we had been registered with the Minnesota Department of Commerce since January 2012 and registered with the SEC from June 2008 to January 2012. We are a limited liability company formed under the laws of the State of Minnesota, and Dayton Miller, Collin Miller and Erik Landstrom are the owners. General Description of Primary Advisory Services We provide personalized investment advisory services, including full and modular financial planning as well as asset management. The following is a brief summary of our primary advisory services. A detailed description of all services and related fees can be found in in Item 5, Fees and Compensation, where services and costs are presented so that clients and prospective clients (“clients” or “you”) can review all of our services and description of fees in a side-by-side manner. Financial Planning Our financial planning services are available as full or modular financial plans. Financial planning services do not include active account management of client account(s). Instead, full planning services address a client’s overall financial situation, while modular planning focuses on targeted priorities—guided by client specific concerns Financial planning can be described as assisting individuals in identifying and establishing long-term financial objectives. This process may include any arrangement of investments, tax planning, asset allocation, risk management, retirement planning and other related areas. The role of a financial planner is to assist clients in gaining an understanding of their overall financial situation and help them set financial objectives. Asset Management We generally offer a variety of investment management services ranging from periodic monitoring and investment advice based on a buy-and-hold approach, to more advanced discretionary management services. Discretionary services typically encompass the ongoing monitoring and implementation of transactions on client’s behalf, based on individual needs of said client. Limited Investment Products We provide investment advice on the following types of investments: • Equity securities (exchange listed, over the counter, foreign issues) • Investment Company Securities (mutual fund shares) • Warrants. • Corporate debt securities (other than commercial paper). • Commercial paper. • Certificates of deposit. • Municipal securities. 5 | P a g e  • United States government securities. • Options contracts on securities. However, we reserve the right to offer advice on other investment products when appropriate to the client’s circumstances, needs, goals, restrictions, and/or objectives. (Please refer to Item 8, Methods of Analysis, Investment Strategies and Risk of Loss for more information.) Tailor Advisory Services to Individual Needs of Clients Our services are always provided based on your specific needs. Clients have the authority to impose restrictions and preferences within their account(s), such as directing particular investment selections, and/or sectors. However, we may decline to enter into an investment advisor relationship with a client whose investment objectives may be considered incompatible with our investment philosophy or approach, or in cases where the prospective client seeks to impose unduly restrictive investment guidelines. Wrap-Fee Program versus Portfolio Management Program In traditional management programs, advisory services are provided for a fee, while transaction services incur and are billed separately; on a per-transaction basis. In contrast, wrap-fee programs bundle both advisory services and transaction services into a single comprehensive fee. The Advisor does not sponsor a wrap fee program and does not act as a portfolio manager in such programs. Client Assets Managed by Advisor The amount of client assets managed by Advisor totaled $165,120,106.73. as of December 31, 2024, with $165,120,106.73 managed on a discretionary basis and $0.00 managed on a non- discretionary basis. Portfolio and Wealth Management Services The Advisor manages client investment portfolios through both discretionary and non- discretionary arrangements. Additionally, comprehensive wealth management services are provided, which encompass a broad range of financial planning services alongside discretionary portfolio management. These services are tailored to each client’s needs and efforts are made to ensure that portfolios are, on a continuous basis, managed in accordance with the clients’ needs and objectives. We consult with clients on an initial and ongoing basis to assess specific factors such as risk tolerance, time horizon, liquidity constraints, and other considerations related to the management of their portfolios. Clients are advised to promptly notify us of any changes in their financial situation or if they wish to implement limitations regarding the management of their portfolios. Clients may impose reasonable restrictions or directives on the management of their accounts, provided we determine, in our sole discretion, that such conditions will not materially impact the performance of management approaches or create undue burdens to management efforts. Retirement Accounts – DOL Disclosure We are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and/or the Internal Revenue Code (“Code”), as applicable, when we provide investment advice regarding portfolio assets held in an IRA, Roth IRA, Archer Medical 6 | P a g e  Savings Account, a Plan covered by ERISA, or a plan described in Section 4975(e)(1)(A) of Code (collectively, “Retirement Accounts”). The Advisor will ensure adherence to fiduciary norms and basic standards of fair dealing with respect to Retirement Accounts. We are obligated to provide advice that serves the "best interest" of the retirement client. The best interest standard is defined by two primary components: prudence and loyalty. Under the prudence standard, the advice must adhere to a professional standard of care, while the loyalty standard requires that advice must be made in the interests of retirement clients, rather than any potential competing financial interest of the Advisor. To address and manage potential conflicts of interest related to Advisor compensation, we are required to act in your best interest and not put our interest ahead of yours. Accordingly, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. Education All personnel of LWM are expected to have education and business backgrounds that enable them to perform their respective responsibilities effectively. In assigning responsibilities, we consider factors such as academic background (including studies in college and graduate schools, as well as degrees earned), industry training, licenses, certifications and relevant work experience in the fields such as investments, commodities, insurance, banking or accounting. While no formal specific standards are imposed, we require personnel to possess appropriate education and experience for their roles. 7 | P a g e  Item 5 – Fees and Compensation In addition to the information provided in Item 4, Advisory Business, this section describes our services in greater detail and outlines the fees and compensation arrangements for each service. Financial Planning Services Ongoing Comprehensive Planning Services We offer ongoing financial planning services which focus on your individual needs and areas of specific concern. Full services can include, but are not limited to, the following areas: • Financial position. • Protection planning. • Goal planning. • Education planning. • Tax planning. • Retirement planning. • Estate planning. Our investment advisor representatives (“IARs”) meet with you to gather information and documentation needed for analysis and review. The IARs assist you in establishing goals and objectives and focus on both the above-referenced areas and any additional areas you identify. After completing their analysis, your IAR(s) prepares a Summary Letter highlighting key issues of initial concern and providing recommendations specifically relating to those areas. Our IAR(s) typically meet with you two to three times each year. Prior to the meeting(s), you may be asked to complete an inventory which is sent to you, in order for us to have accurate and current information. This information is then reviewed by our IAR(s), along with a ‘questionnaire’ discussed at said meeting, to establish the agenda for your coming meeting(s). At the conclusion of each meeting; if there are material changes, you will receive a letter summarizing the details discussed and the recommendations made. As financial planning services are dependent upon the information you provided, it is imperative all details provided to us by you are complete and accurate. We do not assume responsibility for verifying information supplied by you, nor are we obligated to do so. Fees-- Ongoing comprehensive financial planning services are charged as an annual fixed fee that ranges from $750-$12,000 . The fee is negotiable based on the complexity of your circumstances and/or analysis service requested, the scope of services, and our prior relationship. Our IAR(s) provide the fee to you prior to any services beginning. Fees are billed quarterly in advance and you may elect to pay directly upon invoice or have fees deducted from your account. If fees are billed directly, payment is due upon your receipt of the billing notice from us. If fees are deducted from an account, you are required to provide written authorization to the account custodian to allow deduction and direct payment of the fees upon receipt of our fee notice. If an agreement for services is signed mid-quarter, fees are prorated based on the number of days services are provided during the first billing period. 8 | P a g e  Modular Financial Planning Services We also offer modular financial planning services that address specific areas of concern, which may include the same categories previously discussed under ‘ongoing comprehensive planning services. Our IAR(s) meet with you to collect information and documentation needed for an analysis focusing on the areas in which you identify during review. As with ongoing comprehensive planning services, the IARs assist you in determining your goals and objectives. After completing the review; and if there were material changes made, IAR(s) will provide a financial plan and Summary Letter of the financial situation focusing on key areas of concern and related recommendations. As financial planning services are dependent upon the information you provided, it is imperative all details provided to us by you are complete and accurate. We do not assume responsibility for verifying information supplied by you, nor are we obligated to do so. Fees—Modular financial planning services are charged as an one-time fixed fee ranging from $500-$5,000. The fee is negotiable based on the complexity of your circumstances and/or service requested, the scope and level of services, and our prior relationship. The billing method is agreed upon in advance, and the fee disclosed prior to services beginning. Fees are billed upon completion of the services requested and are due upon receipt of our billing invoice. Termination Ongoing Comprehensive Planning Services- Either party may terminate services at any time by providing written notice, effective upon other party receiving the notice. If services are terminated within five business days of client signing the agreement , services are terminated without penalty. No fees are due, or a full refund of any fees paid in advance is provided. If services are terminated after the initial five business day period but prior to the end of the quarter, fees are refunded on a prorated basis proportionate to the service days before termination notice. You will receive an invoice outlining provided services, earned fees, and any applicable refunds. Modular Financial Planning Services- Modular services generally terminate upon completion of the requested services. Either party may terminate any service at any time early by providing written notice, effective upon other party receiving the notice. If services are terminated within five business days of service agreements signing, services are terminated without penalty. No fees are due, or a full refund of any fees paid in advance is provided. If services are terminated after the initial five-day business period, you are billed for the number of hours expended on the requested services up to the date of termination receipt, and any fees due are payable upon receiving our detailed billing invoice. 9 | P a g e  Asset Management Services We offer a variety of asset management services tailored to your individual needs, goals, and objectives. These services may include advice regarding allocating funds among various asset classes, assistance in evaluating and selecting investments, and adjustments and balancing of portfolios maintained by your qualified custodian. These services are available on either a discretionary or non-discretionary basis. (Please see Item 16, Investment Discretion, for additional information regarding discretionary and non-discretionary authority.) The following levels of service are offered for your selection as investment supervisory services involving: • Level One: Ongoing monitoring and management of assets, incorporating a variety of investment options such as individual stocks. • Level Two: Ongoing monitoring and management of assets, incorporating a variety of investment options; however, individual stocks are generally not included. • Level Three: Ongoing review and monitoring with recommendations for changes to current asset structure; offers a variety of investment options and assistance in implementing recommendations (excluding individual stocks); generally, utilizes a buy- and-hold approach more than Level One or Two. We do not maintain custody of client assets. We typically recommend that your assets be maintained in a brokerage account with Charles Schwab Institutional, a division of Charles Schwab & Co., Inc. (“Charles Schwab”), a registered broker/dealer and member SIPC. However, you are free to select any qualified custodian you wish. (Please see Item 12, Brokerage Practices, for additional discussion on our recommendation and use of Charles Schwab.) Fees for all service levels are charged as an annual percentage of assets under management or monitoring. The maximum annual fee charged does not exceed 2%. Fees are negotiable dependent upon the level of service, amount of assets managed or monitored, and our prior relationship. Our IAR(s) provide the exact percentage-based fee to you prior to any services beginning. Fees for managed or monitored account(s) are billed quarterly in arrears and calculated based on the average daily balance of the asset maintained; and if utilized would include sweep positions. For clients who have authorized management of “held away” accounts (such as 401(k), 403(b), deferred compensation plans, annuities, and life insurance), fees are billed on the quarter-end total balance of the account, without considering contributions or withdrawals during the period. The initial fee and final fee are prorated based on the number of days services are provided during the first and last billing period. At Client direction, fees may be billed directly to you or automatically deducted from your designated account, with payment made directly to us by the account custodian. If fees are billed directly, payment is due upon receiving our billing notice. If fees are deducted from an account, you are required to provide written authorization to the account custodian, permitting the deduction of fees and their direct payment from the account to us. We send you a billing 10 | P a g e  statement prior to fees being deducted from your account by the custodian. If fees are deducted from an account, you are required to maintain available funds in a sweep account from which the fees will be deducted. If, at any time, the sweep account lacks sufficient funds to pay our fees, we may initiate a sell order in your account to generate enough cash to cover up to 1.25% of the annual fee. We determine the specific securities and amounts to liquidate, in order to cover the fees. We do not contact you prior to placing the liquidation transaction, unless specifically requested by Client. Charles Schwab generally does not charge a separate fee for maintaining custody of client accounts; though other qualified custodians selected by client(s) may do so. However, account custodians may charge brokerage commissions and/or transaction fees directly to the client. We do not receive any portion of their commission or fees. In addition, you may also incur certain charges imposed by third parties; independent of our organization, in connection with investments made through your account. For example, these charges may include mutual fund sales loads, 12(b)-1 fees and surrender charges, variable annuity fees and surrender charges and IAR and qualified retirement plan fees. Our management fees are independent from the fees and expenses charged by investment company securities that may be recommended to you. Details regarding these fees and expenses are available within each securities prospectus. Either party may terminate services at any time by providing written notice, termination is effective upon other parties receiving of the notice. If services are terminated within five business days of service agreements signing, services are terminated without penalty, and no fees are due. If services are terminated after the initial five-day business period, you are billed for a prorated fee based on the number of days that services were provided prior to receiving the termination notice. You should be aware that management services billed as a percentage of assets managed could still lead to potential conflicts of interest between us. For example, conflicts could arise relating to financial decisions in life such as; incurring or paying down debt; gifting to charities or individuals; purchasing a home, car, or other non-investment assets; purchasing a lifetime immediate annuity; travel or other expenditures; investments in private equity programs (e.g., private real estate ventures, closely held businesses); and/or placing funds in non-managed cash reserve accounts. Our objective is to ensure that recommendations are always made with consideration of your best interests, disregarding any impact these decisions have on us. Additional Compensation You are under no obligation and maintain sole discretion on whether or not to contract for our services. In addition, you are under no obligation and maintain sole discretion on whether or not to implement any recommendations made by our IAR(s). If you do choose to implement recommendations, you are responsible for taking any actions or implementing any transactions required. You are free to select any broker/dealer and/or insurance agent to implement our recommendations. You should be aware that our IAR(s) may be independently licensed as insurance agents and may sell insurance products to any client. In such cases, they can earn commissions when selling insurance products in this separate capacity. This can create a potential conflict of interest, since any commissions earned could be in addition to advisory fees earned in their 11 | P a g e  capacity as an IAR. From time to time, we may receive expense reimbursement(s) for travel and/or marketing expenses from distributors of investment and/or insurance products. Travel expense reimbursement(s) are typically related to attendance at due diligence and/or investment training events hosted by product sponsors. Marketing expense reimbursement(s) are typically the result of informal expense sharing arrangements in which product sponsors may underwrite costs incurred for marketing such as advertising, publications and/or seminars. Although receiving these travel and marketing expense reimbursements are not predicated upon specific sales quotas, the product sponsor reimbursements are typically made by those sponsors for whom sales have been made and/or it is anticipated sales will be made. We endeavor at all times to put your interests first as a part of our fiduciary duty. However, you should be aware that receiving additional compensation (including nominal sales awards or expense reimbursements) creates a conflict of interest that may potentially impact the judgment of our IAR(s) when making advisory recommendations. Comparable Services We believe our fees for advisory services are reasonable given the scope of services provided and are comparable to the fees charged by other investment advisors offering similar services. However, lower fees for similar services may be available from other sources. Item 6 – Performance-Based Fees and Side-By-Side Management The Advisor does not charge any performance-based fees (fees calculated based on a share of capital gains or capital appreciation of client assets) and/or engage in side-by-side management. Item 7 – Types of Clients We provide investment advice to the following types of clients: Individuals (including high-net-worth individuals). • • Trusts, estates, or charitable organizations. • Corporations or business entities other than those listed above. All clients are required to enter into a written agreement of services in order to establish and maintain a client arrangement with us. Minimum Investment Amount Required We do not impose any minimum requirements for opening or maintaining accounts. 12 | P a g e  Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Investing in securities involves risk of loss, and clients should be prepared to bear the risk of losing principal. No method of analysis or investment strategy can guarantee success or eliminate the risk of loss. Our approach focuses on value while considering client-by-client circumstances and needs; including goals, risk tolerance, asset allocation, and diversification. Methods of Analysis We consider a broad range of information when evaluating investments which can include market conditions, economic data, company fundamentals, industry trends and developments, valuation metrics, and other relevant financial information. We may utilize research reports, publicly available data, and/or third-party resources. No single method defines our process; we apply a flexible and inclusive approach intended to support prudent decision making with the overall focus being value for our clients. Fundamental Fundamental analysis is a method of evaluating a security by attempting to measure its intrinsic value by examining related economic, financial, and business information. It considers factors both qualitative and quantitative, such as revenues, earnings, assets, liabilities, management quality, and broader industry or economic conditions to assess whether a security may be undervalued or overvalued in the market. Technical Technical analysis is a method of evaluating securities by studying statistics generated by market activity, such as past prices and volume, to identify patterns and trends. Technical analysis does not attempt to measure a security's intrinsic value, but instead use charts and other tools to identify patterns that can suggest future activity. Technical analysts believe that the historical performance of stocks and markets are indications of future performance. Analysis Risk All analytical methods have limitations. Data can be delayed, incomplete or subject to interpretation, and future market movements cannot be predicted with certainty. We seek to mitigate these limits through the utilization of diversification and ongoing review. Sources of Information We gather information for analyzing relevant securities and investments from the following sources: • Financial newspapers and magazines • Research materials prepared by others, • Corporate ratings, • Annual reports, prospectuses, and filings with the SEC. 13 | P a g e  Investment Strategies We utilize the following investment strategies when implementing investment advice given to clients: • Long-term purchases (securities held at least a year) • Short-term purchases (securities sold within a year) • Trading (securities sold within 30 days) • Option writing (including covered options, uncovered options or spreading strategies.) We may recommend a range of strategies depending on client circumstances and evolving market conditions, but we do not generally rely on any single strategy. Our investment advice emphasizes asset allocation, diversification and value-oriented decision making. Portfolios are tailored to each client’s objectives, risk tolerance, time horizon, liquidity needs and may include a mix of asset classes and investment vehicles such as mutual funds, ETFs, individual securities, and cash equivalents. We may use widely recognized benchmarks (other market indices) for general performance analysis, but benchmarks are not guarantees and may not directly reflect a client’s specific portfolio circumstances. Clients should understand the risk of investing as there are no guarantees. Investment Risks Investing in securities involves risk of loss, and clients should be prepared to bear the risk of losing all original principal. Past performance of any security is not indicative or a guarantee of future results, and no investment strategy can assure success or eliminate risk. No prospective or current clients should assume that future performance of any particular security or strategy will be profitable, or that their goals will be achieved. Investing in securities involves risk of loss. Different types of investments involve varying degrees of risk, which may affect a portfolio in different ways. General Risks All investments involve risk, including the possible loss of principal. Portfolios may be affected by market and/or systematic events (economic cycles, geopolitical developments, regulatory change, natural disasters, epidemics). Financial Planning: Generally, any financial plan we prepare or discuss is based on information provided by the client and assumptions believed reasonable at the time of conversations and preparations. Typically, these plans are intended to help clients evaluate their current financial situation and consider progress towards their chosen goals. The usefulness of any plan depends on the accuracy and completeness of the information provided by the client, as well as, assumptions reasonably believed. Financial planning should be viewed as a decision-making framework, hypothetical in nature, and not a prediction of future results. Clients are encouraged to consult their own tax or legal professionals regarding their personal circumstances. Any assumptions, illustrations, or projections are for informational purposes only and should not be relied upon as guarantee of future outcomes. 14 | P a g e  Lack of Diversification: Portfolios may be concentrated, and diversification may be limited. Because there are no limits on position sizes, a decline in the value of a single investment or group of related investments could have a significant negative impact on overall portfolio performance. Cash and Cash Equivalents: Accounts may maintain significant cash or cash equivalent positions from time to time. The client pays the Investment Management Fee based on the net asset value of the Account, including cash and cash equivalents. Furthermore, the Account may forego investment opportunities to hold cash positions if we consider it in the best interests of the client; however, doing so may also result in missed investment opportunities. Options Risk: Options are not suitable for all investors and may be subject to greater fluctuations in value than investing in the underlying securities. Option strategies (e.g., covered calls, spreads, puts) are highly specialized activities and involve greater than ordinary investment risk which can expose you to unlimited losses. Fixed Income Risk: Investing in fixed income securities, including bonds, involves the risk that the issuer will default on the bond and be unable to make interest or principal payment(s). The value of fixed income securities may also decline as interest rates rise. In addition, individuals depending on set amounts of periodically paid income face the risk that inflation will erode their purchasing power over time. Management Risk: The success of your investments may vary in part to the success and failure of our investment strategies, research, analysis and determination of portfolio securities. There is no guarantee, and if our strategies do not produce the expected hypothetical returns, the value of your investment account may decline as a result. Interest Rate Fluctuation: Inflation can erode real returns. The value of many securities— including bonds, equities, and other interest-sensitive vehicles— can be affected by interest rate fluctuations. Unexpected fluctuations in interest rates may cause a decline in market value, and raise borrowing costs for margin or leveraged positions, which could reduce overall returns. Conversely, declining rates may increase security prices but lower income on reinvested cash positions. Concentration: Portfolios that invest heavily in a limited number of securities or focus on one or a few industry sectors are more exposed to sharp declines if those securities or sectors underperform. Compared to a broadly diversified portfolio, a concentrated approach may experience greater volatility and a higher risk of loss, since performance is tied more closely to the success or failure of a smaller set of investments. This risk applies whether concentration is an intentional approach or the result of limitations in the investment options available to you. Trading is Speculative: There are risks are involved in trading securities. Market movements are inherently difficult to predict and may be influenced by factors such as government trade, fiscal, monetary and exchange control programs and policies; changes in supply and demand relationships; national and international political and economic events; changes in interest rates; and the overall volatility of the marketplace. In addition, governments from time to time intervene; directly and by regulation, in certain markets, often with the intent 15 | P a g e  to influence prices directly. The effects of governmental intervention may be particularly significant at certain times in the financial instrument markets, and such intervention (as well as other factors) may cause these markets to move rapidly increasing the risk of loss. Margin Risk & Leverage: There are significant risks involved in trading margin or leverage. If the value of securities held in a margin account declines, a broker may issue a margin call requiring additional funds or liquidate securities- potentially at unfavorable prices- to cover the shortfall. It is important you understand you can lose more funds than you deposit in a margin account. This could result in substantial or rapid losses, and clients may not have sufficient time to provide additional collateral before liquidation occurs. Additionally, you are not entitled to choose which position in the margin account(s) are liquidated to meet a margin call. While leverage can magnify potential gains when returns on borrowed funds exceed borrowing costs, it can also magnify losses when returns are less than the cost of borrowing. As a result, leveraged investing carries a higher risk of loss than investing without leverage. Mutual Funds: Different mutual fund categories have different risk characteristics and clients should not compare different categories. For example, a bond fund and a stock fund that both have below average risk still have different risk/return potential (stock funds traditionally have higher risk/return potential). Risks are based on the investments held in the fund. For example, a bond fund faces interest rate risk and income risk, and income is affected by the change in interest rates. A sector fund (investing in a single industry) is at risk that its price will decline due to industry developments. Mutual funds also carry the risk of underperforming benchmarks due to fund level expenses. Long term Purchases (securities held at least a year) Liquidity: Securities that are typically liquid may become illiquid and difficult to buy or sell during fluctuating markets, potentially resulting in wider spreads, pricing dislocations, or delays in access to cash. Short-term purchases (securities sold within a year) Market Risks: Strategies (position lengths) involving the purchase and sale of securities within a one-year period carry increased sensitivity to short-term market movements. Assessing the timing and direction of these movements is inherently uncertain, and there is no assurance that the strategy will be successful in reasonably assuming these movements. Additionally, over time, the effectiveness of short-term trading may be less effective over time as market conditions evolve or as other participants adopt similar strategies. The factors may result in higher volatility and potential underperformance compared to longer-term investment approaches Trading (Securities Sold Within 30 Days) Market Risks: Strategies (position lengths) that involve frequent trading of securities carries heightened market risks. Short-term price movements are inherently difficult to predict, and there is no assurance that trading activity will be successful in capturing gains. Over time, the effectiveness of such strategies may decline due to changing market conditions or as other participants adopt similar approaches. Additionally, frequent trading can increase portfolio volatility, resulting in higher transaction costs, and may lead to a less favorable tax treatment. 16 | P a g e  Other Investment Risks Risks Relating to Differing Classes of Securities Different classes of securities carry varying rights; as creditor, if the issuer files for bankruptcy or reorganization. For example, bondholders’ rights generally are more favorable than shareholders’ rights in bankruptcy or reorganization. Risks Relating to Small Capitalization Issuers Investments in smaller companies may may involve greater risk than investments in larger, more established firms. Small-Cap companies often have fewer financial resources, less diversified products or services and may be more vulnerable to economic downturns. Their securities may trade less readily, making them more volatile and potentially harder to buy or sell at desired prices. Clients’ time horizon can affect the benefits and downsides of volatility within an account. Risks Relating to Money Market Funds (‘MMFs’) Although certain MMFs (such as government MMFs that invest 99.5% of total assets in cash and/or U.S. government backed securities, and retail MMFs available only to natural persons) generally seek to preserve a stable value at $1.00 per share, there is no guarantee they will do so. The share price of non-government MMFs can fluctuate, and when you sell shares, they may be worth more or less than the amount originally paid. MMFs may also impose liquidity fees or temporarily suspend redemptions if fund liquidity falls below required minimums. During suspensions, shares would not be available for purchases, withdrawals, check writing or ATM debits. Moreover, in some circumstances, MMFs may be forced to cease operations and liquidate to shareholders, if the value of a fund drops below $1.00 per share. This liquidation process could take up to one month or more. During that time, these funds would not be available to you to support purchases, withdrawals and, if applicable, check writing or ATM debits from your account. Risks Relating to Mutual Funds and Exchange-Traded-Funds (‘ETFs’) Investments in mutual funds and ETFs involve risk, including the potential loss of principal. Shareholders are exposed to the risks of the underlying individual securities held by the fund and may also incur tax liabilities when funds distribute capital gains, as required by law in the event they sell securities for a profit that cannot be offset by a coordinating loss. Mutual funds are generally distributed and redeemed on an ongoing basis by the fund itself or a broker acting on its behalf. The trading price at which a share is transacted is equal to a fund's stated daily per share net asset value ("NAV"), plus any shareholders fees (e.g., sales loads, purchase fees, redemption fees). The per share NAV of a mutual fund is calculated at the end of each business day, although the actual NAV fluctuates with intraday changes to the market value of the fund's holdings. The trading prices of a mutual fund's shares may differ significantly from the NAV during periods of market volatility, which may, among other factors, lead to the mutual fund's shares trading at a premium or discount to actual NAV. ETFs, by contrast, trade on securities exchanges and transact at negotiated prices in the secondary market. Generally, ETF shares trade at or near most recent NAV, which is 17 | P a g e  generally calculated at least once daily for indexed based ETFs and potentially more frequently for actively managed ETFs. However, certain inefficiencies may cause the shares to trade at a premium or discount to their pro rata NAV. There is also no guarantee that an active secondary market for such shares will develop or continue to exist. Generally, an ETF only redeems shares when aggregated as creation units (usually 20,000 shares or more). Therefore, if a liquid secondary market ceases to exist for shares of a particular ETF, a shareholder may have no way to dispose of such shares. Risks Relating to Unit Investment Trusts (’UITs’) UITs invest in a portfolio of underlying securities pursuant to their investment objective and strategy. Unlike mutual funds or ETFs, UITs are not actively managed, which means the holdings generally remain unchanged. Additionally, when additional units are created, the UIT may continue to buy, portfolio securities even if their outlook, market value or yields may have changed. Risks Relating to ETFs Investments in ETFs involve risk, including the potential loss of principal. At times, ETFs may experience limited liquidity, which can increase trading costs through wider bid-ask price spreads and make it more difficult to buy or sell shares quickly. Limited liquidity also may cause an ETF to trade at a large premium or discount to its NAV. Additionally, an ETF may suspend the issuance of new shares which can further increase pricing differences. At times when underlying holdings are traded less frequently, or not at all, an ETF’s returns also may diverge from the benchmark it is designed to track. Leveraged and Inverse ETFs ETFs are typically registered UITs or open-ended investment companies whose shares represent an interest in a portfolio of securities that track an underlying benchmark or index. Unlike traditional UITs or mutual funds, shares of ETFs typically trade throughout the day on an exchange at prices established by the market . Leveraged and inverse ETFs are complex investment vehicles that seek to deliver multiple (leveraged) or opposite (inverse) of the performance of a stated index or benchmark. These speculative products are highly volatile and may expose investors to the risk of rapid or complete loss of principal. • Leveraged ETFs: Are designed to provide a multiple of the daily performance of a stated index or benchmark. These funds typically use derivatives such as swaps or futures to achieve their objectives, which can significantly increase volatility. Because leveraged ETFs reset daily, performance over periods longer than a day can diverge substantially from the underlying index due to the effects of compounding. For example, a 2x leveraged S&P 500 ETF seeks to deliver twice the daily performance of the S&P 500, while a 3x leveraged ETF seeks to deliver three times the daily performance. In the case of a 3x leveraged ETF, a decline of more than 33% in a single day could result in a complete collapse and loss of all principal invested. 18 | P a g e  • Inverse ETFs: Seek to provide the opposite of the daily performance of a stated index or benchmark. These products also use derivatives and carry unique risks such as amplified volatility, compounding divergence, and potential for rapid losses. For example, an inverse S&P 500 ETF seeks to deliver opposite the daily performance of the S&P 500, while a 2x or 3x leveraged inverse ETF seeks to deliver two-three times opposite the daily performance, which further increases volatility and risk of significant loss. • Leveraged-Inverse ETFs: Some products combine both leverage and inverse exposure. These funds are particularly speculative, as they carry the risks of leverage and inverse strategies simultaneously. They can diverge significantly from the expected performance if held longer than one day are highly volatile and can result in a total loss of principal in a very short period. • Suitability Considerations: Leveraged, inverse, and leveraged-inverse ETFs are generally intended for short-term trading by experienced investors with high-risk tolerances who understand the risks of daily reset, compounding and derivative exposure. These products are typically not appropriate for inexperienced, risk- averse, or long-term investors. However, recommendations and usage follow suitability review of client(s) account(s), and therefore a specialized or non-typical usage of these vehicles may be utilized following appropriate risk disclosures. Technology and Cybersecurity Risk Like most financial firms, we rely heavily on technology, electronic communications, and third-party service providers to conduct business. These systems and networks are exposed to operational risk and information security risks that could adversely affect us and our clients. Risks include externally caused incidents such as phishing scams, malware, denial-of- service attacks, or unauthorizes access to systems as well as internally caused incidents such as employee error or failure to control access to sensitive data. The use of mobile devices, cloud technology, and reliance on third-party vendors or custodians can increase exposure, as aspects of their security may be complex, unpredictable, or beyond our direct control. Although we maintain policies, procedures, and security measures to detect, prevent, and respond to cyber-threats, no system is completely secure. A successful cyber event affecting us, our vendors or custodians could disrupt operations, compromise personal or confidential information, or result in financial loss. Such events may also cause reputational harm, regulatory fines or sanctions, legal liability, or loss of client confidence. 19 | P a g e  Item 9 – Disciplinary Information Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of LWM or the integrity of LWM’s management. LWM has no information which is applicable to this Item. Item 10 – Other Financial Industry Activities and Affiliations We are an independent registered investment advisor and are not engaged in any business activities other than providing investment advisory services as described in this Disclosure Brochure. Neither we nor any related persons are: • A broker/dealer, municipal securities dealer or government securities dealer or broker • An investment company or other pooled investment vehicle (e.g., mutual fund, closed-end investment company, unit investment trust, private investment company, hedge fund, offshore fund). • A futures commission merchant, commodity pool operator or commodity trading advisor. • A banking or thrift institution. • An accountant or accounting firm. • A lawyer or law firm. • A pension consultant. • A real estate broker or dealer. • A sponsor or syndicator of limited partnerships. While we do not sell products or services other than investment advice, certain IARs of the Firm may, in their individual capacities, be separately licensed and provide products or services outside of their role with us. These activities are independent of LWM’s advisory services and may create potential conflicts of interest, which are further discussed in Item 11. 20 | P a g e  Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics Summary Under the Investment Advisors Act of 1940, we are considered fiduciaries and are required to act in the best interest of our clients at all times. This duty of loyalty and care forms the foundations of our Code of Ethics. All Associated Persons are required to read, understand, and acknowledge our Code of Ethics, which emphasizes: • Placing of client interests ahead of our own investment interests; • Conducting business honestly, ethically, and fairly; • Complying with applicable federal and state securities laws at all times; and • Providing full and fair disclosure of all material facts and potential conflicts of interest to client(s) prior to services being conducted. All Associated Persons must also avoid circumstances that could compromise— or appear to compromise— their duty of loyalty to clients. This summary is intended to provide clients with a high-level overview. A copy of our Code of Ethics is available upon request from any current or potential client(s) and a copy will be provided promptly. Participate in Client Transactions and Personal Trading From time to time, both we and our IARs may buy or sell securities or have an interest or position in a security for our personal accounts which may also be recommended to clients. As these situations may represent a potential conflict of interest, we have adopted policies to mitigate this conflict which require: • No Associated Person may place their own interests ahead of a client’s interests; • Associated Persons must not trade in a manner that disadvantages clients or use knowledge of client transaction(s) for personal benefit; • Associated Persons will understand, acknowledge, and follow the personal trading restrictions placed on them by LWM as described in the Code of Ethics; and • Associated persons may not trade on material non-public information or information obtained through their role with LWM unless such information is publicly available. These policies are designed to ensure that any personal trading by Associated Persons is conducted in a manner that is fair to clients and consistent with our fiduciary duty. 21 | P a g e  Item 12 – Brokerage Practices If clients wish to implement our advice, they are free to select any broker/dealer or investment advisor they wish. If we assist in implementing any recommendations, we have a duty to seek the best possible best execution for clients. Best execution does not necessarily mean the lowest price but includes the overall services received from a broker/dealer. Clients should understand that not all investment advisors require the use of a particular broker/dealer. While we attempt to seek best execution for client accounts, we may be unable to achieve the most favorable execution of transactions if clients direct the use of a specific custodian. There may be other platforms that are less expensive for clients and may provide faster execution capabilities. If client’s contract with us for management services through which we have trading authorization or are responsible for implementing transactions in the client’s account(s), we recommend they use Charles Schwab. However, clients can select any broker/dealer or custodian they wish. Charles Schwab provides us with access to its institutional trading and custody services, which are typically not available to Charles Schwab retail investors. These services are generally available to independent investment advisors on an unsolicited basis, at no charge to the advisors so long as (1) at least $10 million of the advisor's clients' assets are maintained in accounts at Charles Schwab (2) and is not otherwise contingent upon our committing to Charles Schwab any specific amount of business (assets in custody or trading). Charles Schwab's services include brokerage, custody, research and access to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial investment. Charles Schwab also makes available to us other products and services that benefit us but may not benefit our clients' accounts. Some of these other products and services assist us in managing and administering client accounts. These include software and other technology that: • Provide access to client account data (such as trade confirmation and account statements). • Facilitate trade execution (and allocation of aggregated trade orders for multiple client accounts). • Provide research, pricing information and other market data. • Facilitate payment of our fees from clients' accounts. • Assist with back-office functions, recordkeeping and client reporting. Many of these services generally may be used to service all or a substantial number of our accounts, including accounts not maintained at Charles Schwab. Charles Schwab also makes available other services intended to help us manage and further develop our business enterprise. These services may include: Information technology. • Consulting, publications and conferences on practice management. • • Business succession. 22 | P a g e  • Regulatory compliance. • Marketing. In addition, Charles Schwab may make available, arrange and/or pay for these types of services rendered to us by an independent third party providing these services to us. As a fiduciary, we endeavor to act in clients' best interests. Our requirement that clients maintain their assets in accounts at Charles Schwab may be based in part on the benefit to us of the availability of some of the foregoing products and services and not solely on the nature, cost or quality of custody and brokerage services provided by Charles Schwab. This may create a potential conflict of interest. Handling of Trade Errors We have implemented procedures designed to prevent trade errors; however, trade errors in client accounts cannot always be avoided. Consistent with our fiduciary duty, it is our policy to correct trade errors in a manner that is in the best interest of the client. In cases where the client causes the trade error, the client is responsible for any loss resulting from the correction. Depending on the specific circumstances of the trade error, the client may not be able to receive any gains generated as a result of the error correction. In all situations where the client does not cause the trade error, the client is made whole, and we absorb any loss resulting from the trade error if we caused the error. If the error is caused by the broker/dealer, the broker/dealer is responsible for covering all trade error costs. If an investment gain results from the correcting trade, the gain remains in the client’s account unless the same error involved other client account(s) that should also receive the gains. It is not permissible for all clients to retain the gain. We may also confer with clients to determine if they should forego the gain (e.g., due to tax reasons). We never benefit or profit from trade errors. Block Trading Transactions implemented by us for client accounts are generally affected independently, unless we decide to purchase or sell the same securities for several clients at approximately the same time. This process is referred to as aggregating orders, batch trading or block trading and is used by us when we believe such action may prove advantageous to clients. When we aggregate client orders, the allocation of securities among client accounts is done on a fair and equitable basis. Typically, the process of aggregating client orders is done in order to achieve better execution, to negotiate more favorable commission rates or to allocate orders among clients on a more equitable basis in order to avoid differences in prices and transaction fees or other transaction costs that might be obtained when orders are placed independently. Under this procedure, transactions are averaged as to price and allocated among clients in proportion to the purchase and sale orders placed for each client account on any given day. When we determine to aggregate client orders for the purchase or sale of securities, including securities in which our Associated Persons may invest, we do so in accordance with the parameters set forth in the SEC No-Action Letter, SMC Capital, Inc. Neither we nor our IARs receive any additional compensation or remuneration as a result of aggregating or blocking trades. 23 | P a g e  Item 13 – Review of Accounts Account Review The frequency and nature of account reviews depend on the scopes of services you have engaged us to provide. In general: • Financial Planning Clients: For clients receiving ongoing financial planning, we typically recommend meeting with your IARs a few times a year to review progress toward goals and update assumptions as needed. We also encourage modular financial planning clients to have your financial situation reviewed and updated at least yearly. Additional reviews and updates may require a new client agreement, and additional fees may be charged. • Asset Management Clients: For clients receiving asset management services, reviews and reports vary depending on the level of service contracted for. o Ongoing Supervision & Management Clients(level one or level two): For clients with ongoing monitoring and discretionary or non-discretionary management of assets, we generally review accounts on an on-going basis. We typically meet with you up to three times per year (often every four – six months based on your availability) where we provide you with performance summary for the managed accounts. o Ongoing Monitoring Clients(level three): For clients where we assist with monitoring and implementing transactions, but do not provide discretionary management, we typically meet with you up to three times per year to review portfolio holdings, discuss recommendations and provide performance summary. In addition to the reports prepared and provided by us, you will receive account statements at least quarterly from the qualified custodian maintaining your account(s). While account reviews are generally conducted on a regular schedule, they may also be triggered by your request, changes in your circumstances, unusual market activity, or economic conditions. Absent specific instructions from you, reviews focus on ensuring that the portfolio holdings are accurate, investment products remain suitable, and account performance continues to align with your overall investment goals . Item 14 – Client Referrals and Other Compensation Client Referrals LWM does not utilize or pay third party solicitors for the referral of advisory clients to us. Other Compensation Please see Item 5, Fees and Compensation, Item 10, Other Financial Industry Activities and Affiliations and Item 12, Brokerage Practices, for additional information about other compensation and non-economic benefits. 24 | P a g e  Item 15 – Custody Custody, as it applies to investment advisors, has been defined as having access to or control over client funds and/or securities, but does not include the ability to execute transactions in client accounts. Custody is not limited to physically holding client funds and securities. If an investment advisor has the ability to access or control client funds or securities, the investment advisor is deemed to have custody for purposes of the Investment Advisers Act of 1940 and must ensure proper procedures are implemented. Please note that regulators have deemed the authorization to trade in client accounts to not be custody. However, we are deemed to have custody of client funds and securities whenever we are given the authority to have fees deducted directly from client accounts. Our procedures do not result in our maintaining custody of client funds and securities. For accounts where we are deemed to have custody, we have established procedures to ensure all client funds and securities are held at a qualified custodian in a separate account for each client under that client’s name. Clients or an independent representative of the client will direct, in writing, the creation of all accounts and therefore are aware of the qualified custodian’s name, address and the manner in which the funds or securities are maintained. Finally, account statements are delivered directly from the qualified custodian to each client, or the client’s independent representative, at least quarterly. Clients should carefully review those statements and are urged to compare the statements against any reports you may receive from us. When clients have questions about their account statements, they should contact us or the qualified custodian preparing the statement. Item 16 – Investment Discretion When contracting with us for investment planning services, you provide the account custodian with written notice that we have trading authorization on your accounts. In addition, we may provide asset management services on a discretionary basis. This means we make all decisions to buy, sell or hold securities, cash or other investments in the managed account in our sole discretion without consulting with you before implementing any transactions. You must provide us with written authorization to exercise this discretionary authority. When discretionary authority is granted, it is limited. We do not have access to your funds and/or securities with the exception of having advisory fees deducted from your account and paid to us by the account custodian. Any fee deduction is made pursuant to your prior written authorization provided to the account custodian. You have the ability to place reasonable restrictions on the types of investments that may be purchased in an account. You may also place reasonable limitations on the discretionary power granted to us so long as the limitations are specifically set forth or included as an attachment to the client agreement. If management services are provided on a non-discretionary basis, we always contact you before implementing any transactions in an account. You must accept or reject our investment recommendations, including; (1) the security being recommended, 25 | P a g e  (2) the number of shares or units, and (3) whether to buy or sell. Once these factors are agreed upon, we are responsible for making decisions regarding the timing of the purchase or sale and the price at which it is bought or sold. You should know that if you are not able to be reached or are slow to respond to our request, it can have an adverse impact on the timing of implementing trades and we may not achieve the optimal trading price. Item 17 – Voting Client Securities We do not vote proxies or accept proxy materials on your behalf. All proxy materials are sent directly to you from the product sponsor, custodian or transfer agent. You should read through the information provided with the proxy-voting documents and make a determination based on the information provided. However, upon your request, our IARs may provide limited clarifications of the issues presented in the proxy-voting materials based on their understanding of issues presented in the materials. However, you have the ultimate responsibility for making all proxy-voting decisions. Item 18 – Financial Information This item is not applicable to our brochure. We do not require or solicit prepayment of more than $1200 in fees per client, six months or more in advance. Therefore, we are not required to include a balance sheet for its most recent fiscal year. We are not subject to a financial condition that is reasonably likely to impair our ability to meet contractual commitments to clients. Finally, we have not been the subject of a bankruptcy petition at any time. 26 | P a g e  Class Action Lawsuits You retain the right under applicable securities laws to initiate individually a lawsuit or join a class- action lawsuit against the issuer of a security that was held, purchased or sold by or for you. We do not initiate such legal proceedings on your behalf and do not provide legal advice to you regarding potential causes of action against such a security issuer and whether you should join a class-action lawsuit. We recommend that you seek legal counsel prior to making a decision regarding whether to participate in such a class-action lawsuit. Moreover, our services do not include monitoring or informing you of any potential or actual class-action lawsuits against the issuers of the securities that were held, purchased or sold by or for you. Privacy Policy We do not disclose nonpublic information about our current or former clients except as permitted by the law. We restrict your information to employees and service providers who need it to provide advisory services to you. To deliver services, we may collect information from your applications or other forms you provided, from transactions in your accounts, and in the course of providing financial planning and investment services. We may share information with third-party service providers (such as custodians or technology vendors) as necessary to maintain your accounts or to provide services to you, but only as permitted by law. We maintain physical, electronic and procedural safeguards that are designed to comply with federal standards and protect the confidentiality and security of your personal information. We do not sell client information or share it with non-affiliated third-parties for marketing purposes. If our privacy practices change in any way that affects your rights, we will provide you with written notice and an opportunity to direct whether such disclosure is permissible. If you would like a copy of our privacy policy or have questions about how it may apply to you, please contact us. Business Continuity Plan We have developed a Business Continuity Plan (‘BCP’) to help ensure that we can respond appropriately to events that may disrupt normal business operations. While the timing and impact of disasters and disruptions are unpredictable, our plan is designed to allow us to resume critical operations as quickly as possible, consistent with the scope and severity of disruption. If you would like a copy of our BCP or have questions about how it may apply to your accounts, please contact us. 27 | P a g e