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Cover Page - Item 1
9035 Sweet Valley Drive
Valley View, OH 44125
(216) 520-1711
www.lineweaver.net
March 12, 2026
FORM ADV PART 2A BROCHURE
This brochure provides information about the qualifications and business practices of Lineweaver Wealth
Advisors, LLC. If you have any questions about the contents of this brochure, please contact us at
216-520-1711. The information in this brochure has not been approved or verified by the United States
Securities and Exchange Commission or by any state securities authority.
Additional information about Lineweaver Wealth Advisors, LLC is available on the SEC's website at
www.adviserinfo.sec.gov by searching CRD# 173310.
Lineweaver Wealth Advisors, LLC is a registered investment adviser. Registration with the United States
Securities and Exchange Commission or any state securities authority does not imply a certain level of skill
or training.
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Material Changes - Item 2
Form ADV Part 2 requires registered investment advisers to amend their brochure when information
becomes materially inaccurate. If there are any material changes to an adviser's disclosure brochure,
the adviser is required to notify you and provide you with a description of the material changes.
The purpose of this page is to inform you of any material changes to this Brochure since our firm’s last
annual updating amendment. Since our last annual updating amendment filing dated February 21,
2025, we have amended this Brochure to disclose an increase in the maximum annual fee that we might
charge for Portfolio Management Services. Please refer to Item 5 of this Brochure for more
information.
If you have any questions about this change, please contact our firm.
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Table of Contents - Item 3
Contents
Cover Page - Item 1 ................................................................................................................................... 1
Material Changes - Item 2 ......................................................................................................................... 2
Table of Contents - Item 3 ........................................................................................................................ 3
Advisory Business - Item 4 ........................................................................................................................ 4
Fees and Compensation - Item 5 .............................................................................................................. 7
Performance-Based Fees and Side-By-Side Management - Item 6 ........................................................ 11
Types of Clients - Item 7.......................................................................................................................... 11
Methods of Analysis, Investment Strategies and Risk of Loss - Item 8................................................... 11
Disciplinary Information - Item 9 ............................................................................................................ 18
Other Financial Industry Activities or Affiliations - Item 10 .................................................................... 18
Code of Ethics, Participation or Interest in Client Transactions and Personal Trading - Item 11 ........... 19
Brokerage Practices - Item 12 ................................................................................................................. 20
Review of Accounts - Item 13 ................................................................................................................. 21
Client Referrals and Other Compensation - Item 14 .............................................................................. 22
Custody - Item 15 .................................................................................................................................... 22
Investment Discretion - Item 16 ............................................................................................................. 23
Voting Client Securities - Item 17 ........................................................................................................... 23
Financial Information - Item 18 .............................................................................................................. 23
IRA Rollover Services Disclosure ............................................................................................................ 23
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Advisory Business - Item 4
Description of Firm
Lineweaver Wealth Advisors, LLC, doing business as Lineweaver Financial Group, is an Ohio Limited
Liability Company, and an SEC registered advisor (CRD No. 173310). The Company was formed on
September 17, 2014, and registered as an investment advisor with the Securities and Exchange
Commission on November 18, 2014. James S. Lineweaver is the principal owner, President and CEO of
the Company. He is also the Manager and Chief Compliance Officer. The Company does not have a
parent company or intermediate subsidiaries. Our principal business is to provide investment advisory
and financial planning and consulting services to our clients who are typically individuals, pension and
profit-sharing plans, trusts, estates, charitable organizations, corporations, and other business entities.
The following paragraphs describe our services and fees. Please refer to the description of each
investment advisory service listed below for information on how we tailor our advisory services to your
individual needs. As used in this Brochure, the words "we", "our" and "us" refer to Lineweaver Wealth
Advisors, LLC and the words "you", "your" and "client" refer to you as either a client or prospective
client of our firm.
Portfolio Management Services
We offer discretionary portfolio management services to clients that consist of giving continuous advice
to the client about the investment of funds on the basis of the client's individual needs and objectives.
The asset allocation of the client's assets will be structured to follow the recommended asset allocation
model within their financial plan. In the case where a financial plan has not been constructed, the
recommended asset allocation will be determined from an in-depth profile and interview with the client
regarding their goals, current financial condition, timeline, risk tolerance, along with other financial
suitability information. Once we construct an investment portfolio for you we will monitor your
portfolio's performance on an ongoing basis, and will rebalance the portfolio as required by changes in
market conditions and in your financial circumstances.
If you engage our firm for discretionary portfolio management services, we require you to grant our
firm discretionary authority to manage your account. Discretionary authorization will allow us to
determine the specific securities, and the number of securities, to be purchased or sold for your account
without your approval prior to each transaction. This discretionary authority will also provide our firm
with authorization to delegate discretionary investment management services to other unaffiliated
Sub-Advisors selected by our firm based on your investment objectives and portfolio strategy.
Discretionary authority is granted by the advisory agreement you sign with our firm and the appropriate
trading authorization forms. In our sole discretion, we may accept instructions from you that limit our
discretionary authority (for example, limiting the types of securities that can be purchased or sold for
your account). Such requests must be presented to our firm in writing. To the extent we engage a Sub-
Advisor to assist us with managing your account on a discretionary basis, we will regularly monitor the
performance of your accounts.
Financial Planning and Wealth Management Services
We provide financial planning and wealth management services that are tailored to each client's
individual needs. These services may consist of project-based planning, broad-based planning, financial
consulting, or ongoing planning based on an annual engagement. Investment Advisor Representatives
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may provide advice on general issues relating to such topics as financial management, risk
management, asset allocation, estate planning, retirement planning, educational funding, portfolio
consulting, alternative investment due diligence and consulting, and/or other specific needs identified
by the client.
We also offer portfolio consulting services where we review your investment portfolio, such as your
401K account, and in an effort to achieve your target allocation we may recommend investment
allocations based on your investment profile. We will not cause any transactions in conjunction with
the advice and/or recommendations given, and you will be responsible for implementing our
investment recommendations. To the extent we have access to your closing quarterly account
statements, we may agree to monitor your account on a quarterly basis to ensure the account remains
aligned with your stated financial objectives. Under no circumstances do we maintain your account log-
in credentials on file.
Our wealth management services consist of ongoing financial advice that is tailored to meet our clients'
needs and investment objectives. If you retain our firm for wealth management services, we will meet
with you to determine your investment objectives, risk tolerance, and other relevant information (the
"suitability information") at the beginning of our advisory relationship. We will use the suitability
information we gather to develop a strategy that enables our firm to give you investment
recommendations consistent with your financial goals. Our wealth management services may include,
but are not limited to, the following components:
• Assessment of Short- and Long-Term Financial Goals, Current and Future Resources, Projected
Income and Capital Needs
Implementation of Investment Program
• Determination of Investment Objectives, Investment Time Horizon, and Risk Profile
•
• Reporting of Transactions, Asset Values, and Investment Performance
• Monitoring, Performance Analysis, and Strategy Review to Ensure that Investment Strategies
are Appropriate to Evolving Financial Circumstances and Objectives
• Consulting Surrounding Tax, Estate, and Personal Financial Matters
• Consulting Surrounding the Financial Matters of Closely Held Businesses
• Ongoing Financial Advice to Meet Client Needs
• Matters Related to Current and Future Income Needs
• Matters Related to Risk Management and Insurance
The investment advice we provide to you will be based on the financial information you provide to us.
You must promptly notify our firm if your financial situation, goals, objectives, or needs change. You
are under no obligation to act on our recommendations. Should you choose to act on any of our
recommendations you are not obligated to implement our recommendations through any of our other
investment advisory services, and you may place securities transactions with any brokerage firm.
Retirement Plan Advisory Services
We offer various levels of advisory and consulting services to employee benefit plans and to the
participants of such plans ("Participants"). The services are designed to assist plan sponsors ("Plan
Sponsors") in meeting their management and fiduciary obligations to the Participants under the
Employee Retirement Income Securities Act ("ERISA"). In all cases, Plan Sponsors must make the
ultimate decision to retain our firm for Retirement Plan Advisory Services.
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When working with Plan level engagements where we act as the Investment Manager to the Plan, we
will typically have discretionary investment authority to direct the core investments to be offered to
plan participants in a manner that is consistent with the criteria set forth in the Plan's investment policy
statement ("IPS") that has been approved by the Plan Sponsor, or other plan fiduciary. Such
discretionary authority will generally include the investing, rebalancing of assets, changing of asset
allocations, and/or changing the underlying model portfolios. In some instances, the Plan may engage
our firm to create and maintain investment portfolios in coordination with the Plan's record keeper or
third-party administrator with regard to the removal, or replacement, of investments.
We may also provide additional types of non-discretionary services to Plans on an individually
negotiated basis, including Plan Committee or Participant education, establishing and/or reviewing the
Plan's Investment Policy Statement, and reviewing investment options and/or investment managers.
All services, whether discussed above or customized for the Plan based upon requirements from the
Plan fiduciaries (which may include additional plan-level or participant-level services) shall be detailed
in a written agreement and be consistent with the parameters set forth in the plan documents.
Selection of Other Advisers
As part of our firm's investment advisory services, we may recommend that you use the services of a
third-party investment advisor ("TPIA") to manage your investment portfolio. After gathering
information about your financial situation and objectives, we will recommend that you engage a
specific TPIA or investment program. Factors that we take into consideration when making our
recommendation(s) include, but are not limited to, the following: the TPIA's performance, methods of
analysis, fees, your financial needs, investment goals, risk tolerance, and investment objectives. The
client's Investment Advisor Representative will periodically monitor the TPIA's performance to ensure
its management and investment style remains aligned with your investment goals and objectives.
When recommending the services of TPIAs, the client's Investment Advisor Representative will provide
the client with the TPIA's brochure and compensation disclosure document, and the Client will sign an
agreement directly with the TPIA. Certain TPIAs require minimum portfolio conditions as outlined in
each TPIA's disclosure brochure. The client is never under any obligation to engage the services of any
TPIA that the Company recommends.
Model Provider / Strategy licensing to Other Investment Professionals
In addition to providing services to individual clients, we make model portfolios available to unaffiliated
third-party investment platform(s). We are responsible for developing and managing the models but
do not execute transactions or exercise discretion over individual client accounts. We do not have a
direct advisory relationship with the underlying investors utilizing these models. The primary
investment professional or financial advisor maintains the client relationship, determines suitability,
and retains discretion over implementation. Accordingly, these services are more limited in scope than
our direct advisory services, and we do not provide individualized investment advice or financial
planning to the end investors.
Seminars
From time to time, Investment Advisor Representatives may hold seminars. These seminars may
include, but are not limited to, presentations on general investments, insurance or financial planning
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strategies.
Types of Investments
We primarily offer advice on equity securities, corporate debt securities, mutual fund shares, and
exchange traded funds. Additionally, we may advise you on any type of investment that we deem
appropriate based on your stated goals and objectives. We may also provide advice on any type of
investment held in your portfolio at the inception of our advisory relationship. You may request that
we refrain from investing in particular securities or certain types of securities, and such requests must
be delivered to us in writing.
Since our investment strategies and advice are based on each client’s specific financial situation, the
investment advice we provide to you may be different or conflicting with the advice we give to other
clients regarding the same security or investment.
We do not participate in a wrap fee program.
Assets Under Management
As of December 31, 2025, we provide continuous management services for approximately
$1,084,177,360 in client assets on a discretionary basis.
Fees and Compensation - Item 5
Portfolio Management Services
Our fee for portfolio management services is based on a percentage of the assets in your account and
is set forth in the following annual fee schedule:
Assets Under Management
Up to $500,000
$500,001 - $5,000,000
$5,000,001 - $10,000,000
Over $10,000,000
Annual Maximum Fee
1.85%
1.65%
1.50%
1.25%
Our fee is typically billed monthly in arrears based on the average daily balance of your account during
the past month. In certain circumstances, and in our sole discretion, we may negotiate other fee-paying
arrangements, such as monthly in advance payments.
In instances where we have selected a Sub-Advisor to assist us with managing the portfolio strategy
determined by your investment objectives, such Sub-Advisors charge a fee separate and in addition to
our management fee. In all circumstances where an additional fee is imposed directly by a Sub- Advisor,
the Sub-Advisor's fee and fee-paying arrangements will be disclosed in the Sub-Advisor's Form ADV Part
2 and clearly stated in the advisory agreement that you sign with our firm.
If the portfolio management agreement is executed at any time other than the first day of a calendar
month, our fees will apply on a pro rata basis, which means that the advisory fee is payable in
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proportion to the number of days in the month for which you are a client. Our advisory fee is negotiable,
depending on individual client circumstances.
At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee
based on the available breakpoints in our fee schedule stated above.
We will deduct our fee directly from your account through the qualified custodian holding your funds
and securities. We will deduct our advisory fee only when you have given our firm written authorization
permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver
an account statement to you at least quarterly. These account statements will show all disbursements
from your account, and you should review all statements for accuracy.
You may terminate the portfolio management agreement upon 7 day's written notice to our firm in
accordance with the terms of the agreement for services. You will incur a pro rata charge for services
rendered prior to the termination of the portfolio management agreement, which means you will incur
advisory fees only in proportion to the number of days in the month for which you are a client.
Financial Planning and Wealth Management Services
We offer financial planning and wealth management services on an hourly, flat or ongoing fee basis.
Our hourly fee for consulting and project-based work ranges up to $350, and we also charge an hourly
fee for work performed by our staff (administrative/Para planner) that may range from $50 to $150 an
hour. Our flat fees for consulting and project-based work typically range from $500 to $2,500, while
fees for broad-based planning typically range from $2,500 to $15,000. These fees are generally due
upon completion of the services rendered, but we may negotiate other fee-paying arrangements where
we receive advance payments.
For portfolio consulting services we charge an annualized fixed fee that may range up to $2,500, which
is based on the value of your portfolio at the time you retain our services. The annual fee is billed in
quarterly installments, and we will send you an invoice for the payment of our fee each quarter after
we review your investments. Payment is due on a quarterly basis within 15 days from each quarter's
invoice date.
Our annual fee for ongoing wealth management services is based on a negotiated fixed fee that typically
ranges from $12,000 to $35,000. In instances where the client's financial situation is more complex in
nature and requires additional services, we reserve the right to negotiate fees that may exceed our
typical fee range. The annual fee is typically payable in monthly installments at the beginning of each
month
In certain circumstances, we may agree to debit the portfolio consulting or wealth management fees
from an existing custodial account for which you have engaged us to provide portfolio management
services.
Generally, services may be terminated by either party by providing written notice to the other party. In
the event the engagement is for portfolio consulting, no further payments (quarterly installments) are
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due so long as the client has paid all invoices in full to the extent advisory services have been rendered.
For wealth management services, we require 30-days' written notice to our firm. You will incur a pro
rata charge for services rendered prior to termination. If you have pre-paid advisory fees that we have
not yet earned, you will receive a prorated refund of those fees. All terms of the engagement, including
fees and fee-paying arrangements, will be memorialized in an agreement between you and our firm.
Retirement Plan Advisory Services
Our annual fee for Retirement Plan Advisory Services is calculated as a fixed dollar amount, an asset-
based fee based on a percentage of the Plan's assets, or a combination of these pricing methods. The
fee arrangement will be negotiated with the Plan Sponsor or named fiduciary (Client or Plan) on a case-
by-case basis, which may consist of monthly or quarterly installments payable in advance or in arrears.
Clients may elect to be billed directly, or may authorize the Plan's record keeper or the acting Custodian
of the Plan's assets to direct the fee payment directly to our Firm. All terms of our engagement,
including the fee and fee payment arrangements, will be evidenced in the Retirement Plan Advisory
Agreement.
Either party may terminate the engagement upon 30 day written notice to the other party. Fees will be
prorated for the billing period in which termination notice is given, and to the extent applicable, any
unearned fees will be refunded to the Client while any earned fees that have not been paid will become
due and payable as per the terms of the executed agreement.
Selection of Other Advisers
If the client chooses to utilize the services of a TPIA based on our firm's recommendation, we will share
in the fee charged by the TPIA. Advisory fees that the client pays to the TPIA are outlined in the TPIA's
disclosure brochure. These fees may or may not be negotiable. Should the client decide to utilize a TPIA,
the client will be required to sign an agreement directly with the recommended TPIA(s). The client may
terminate their advisory relationship with the TPIA according to the terms of their agreement with the
TPIA. The client should review each TPIA's disclosure brochure for specific information regarding the
termination of their advisory relationship and its agreement with the TPIA, and how to receive a refund
(if applicable). The client should contact the TPIA directly for any questions regarding the advisory
agreement with the TPIA.
In most cases, the TPIAs are responsible for the specialized portfolio management, portfolio reporting
services, best execution review, quarterly reporting, trade error resolution, custodial reconciliations,
and implementations of trades within their respective programs. We recommend that clients review
the recommended TPIA's disclosure brochure when determining the total amount of fees when using
a TPIA and the services to be performed.
Model Provider / Strategy licensing to Other Investment Professionals
We charge a platform fee for the model portfolios we make available to the unaffiliated third-party
investment platform(s). The platform fee is typically based on a percentage of assets.
Seminars
We may charge a fee to those in attendance, not to exceed one hundred dollars ($100) per attendee.
In such cases, our refund or cancellation policy will be clearly outlined in the invitation or
announcement. Attendees are welcome, but are never under any obligation, to utilize the Company's
other services.
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Additional Fees and Expenses
As part of our investment advisory services to you, we may recommend that you invest in mutual funds
and exchange traded funds. The fees that you pay to our firm for investment advisory services are
separate and distinct from the fees and expenses charged by mutual funds or exchange traded funds
(described in each fund's prospectus) to their shareholders. These fees will generally include a
management fee and other fund expenses. You will also incur transaction charges and/or brokerage
fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-
dealer or custodian through whom your account transactions are executed. We do not share in any
portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully
understand the total cost you will incur, you should review all the fees charged by mutual funds,
exchange traded funds, our firm, and others.
Compensation for the Sale of Securities or Other Investment Products
Our firm's Investment Advisor Representatives may be registered representatives with Purshe Kaplan
Sterling Securities (“PKS”), a securities broker-dealer, and member FINRA/SIPC. In their separate
capacity as a registered representative, such IARs will receive commission-based compensation in
connection with the purchase and sale of securities, including 12b-1 fees for the sale of investment
company products. Additionally, certain IARs of our firm are also licensed as independent insurance
agents, and will earn commission-based compensation for selling insurance products to you.
Compensation earned by these persons in their separate capacities as registered representatives
and/or licensed insurance agents is separate and in addition to our advisory fees. The sale of insurance
instruments and other commissionable products offered by Associated Persons are intended to
complement our advisory services. However, this practice presents a conflict of interest because IARs
of our firm who are registered representatives and/or licensed insurance agents do have a financial
incentive to effect securities transactions on your behalf and/or sell insurance products to you. We
address this conflict of interest by recommending insurance products only where we, in good faith,
believe that it is appropriate for the client’s particular needs and circumstances and only after a full
presentation of the recommended insurance product to our client. In addition, we explain the insurance
underwriting process to our clients to illustrate how the insurer also reviews the client’s application
and disclosures prior to the issuance of a resulting insuring agreement. Clients to whom the firm offers
advisory services are informed that they are under no obligation to purchase insurance services. Clients
who do choose to purchase insurance services are under no obligation to use our licensed Associated
Persons and may use the insurance brokerage firm and agent of their choice.
Where fixed annuities are sold, clients should also note that the annuity sales result in up-front
commissions and ongoing trails based on the annuity’s total value. In addition, many annuities contain
surrender charges and/or restrictions on access to your funds. Payments and withdrawals can have tax
consequences. Optional lifetime income benefit riders are used to calculate lifetime payments only and
are not available for cash surrender or in a death benefit unless specified in the annuity contract. In
some annuity products, fees can apply when using an income rider. Annuity guarantees are based on
the financial strength and claims-paying ability of the issuing insurance company. We urge our clients
to read all insurance contract disclosures carefully before making a purchase decision. Rates and
returns mentioned on any program presented are subject to change without notice. Insurance products
are subject to fees and additional expenses.
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Performance-Based Fees and Side-By-Side Management - Item 6
Performance-based fees are based on a share of capital gains on or capital appreciation of the client’s
assets. Side-by-side management refers to managing accounts that pay performance-based fees
alongside those that do not pay performance-based fees. Our firm and Associated Persons do not
accept performance-based fees.
Types of Clients - Item 7
We provide our investment advisory services to individuals, pension and profit-sharing plans, trusts,
estates, charitable organizations, corporations, and other business entities.
In general, we do not require a minimum dollar amount to open and maintain an advisory account;
however, we have the right to terminate your account if it falls below a minimum size which, in our sole
opinion, is too small to manage effectively.
If you are referred to a third-party investment adviser or if we have selected a Sub-Adviser to assist us
with managing your account, you should review that Adviser's Form ADV Disclosure Brochure, which
we will deliver to you, for any account requirements imposed by that Adviser.
Methods of Analysis, Investment Strategies and Risk of Loss - Item 8
Our Methods of Analysis and Investment Strategies
We may use one or more of the following methods of analysis or investment strategies when providing
investment advice to you:
Charting Analysis - involves the gathering and processing of price and volume pattern information for
a particular security, sector, broad index, or commodity. This price and volume pattern information is
analyzed. The resulting pattern and correlation data is used to detect departures from expected
performance and diversification and predict future price movements and trends.
Risk: Our charting analysis may not accurately detect anomalies or predict future price movements.
Current prices of securities may reflect all information known about the security and day-to-day
changes in market prices of securities may follow random patterns and may not be predictable with
any reliable degree of accuracy.
Technical Analysis - involves studying past price patterns, trends, and interrelationships in the financial
markets to assess risk-adjusted performance and predict the direction of both the overall market and
specific securities.
Risk: The risk of market timing based on technical analysis is that our analysis may not accurately detect
anomalies or predict future price movements. Current prices of securities may reflect all information
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known about the security and day-to-day changes in market prices of securities may follow random
patterns and may not be predictable with any reliable degree of accuracy.
Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a
company's financial statements, details regarding the company's product line, the experience and
expertise of the company's management, and the outlook for the company and its industry. The
resulting data is used to measure the true value of the company's stock compared to the current market
value.
Risk: The risk of fundamental analysis is that information obtained may be incorrect and the analysis
may not provide an accurate estimate of earnings, which may be the basis for a stock's value. If
securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in
favorable performance.
Modern Portfolio Theory (MPT) - a theory of investment which attempts to maximize portfolio
expected return for a given amount of portfolio risk, or equivalently minimize risk for a given level of
expected return, by carefully diversifying the proportions of various assets.
Risk: Market risk is that part of a security's risk that is common to all securities of the same general class
(stocks and bonds) and thus cannot be eliminated by diversification.
Long-Term Purchases - securities purchased with the expectation that the value of those securities will
grow over a relatively long period of time, generally greater than one year.
Risk: Using a long-term purchase strategy generally assumes the financial markets will go up in the long-
term which may not be the case. There is also the risk that the segment of the market that you are
invested in or perhaps just your particular investment will go down over time even if the overall
financial markets advance. Purchasing investments long-term may create an opportunity cost -
"locking-up" assets that may be better utilized in the short-term in other investments.
Short-Term Purchases - securities purchased with the expectation that they will be sold within a
relatively short period of time, generally less than one year, to take advantage of the securities' short-
term price fluctuations.
Risk: Using a short-term purchase strategy generally assumes that we can predict how financial markets
will perform in the short-term which may be very difficult and will incur a disproportionately higher
amount of transaction costs compared to long-term trading. There are many factors that can affect
financial market performance in the short-term (such as short-term interest rate changes, cyclical
earnings announcements, etc.) but may have a smaller impact over longer periods of times.
Trading – securities are sold within 30 days. The principal type of risk associated with trading is market
risk. There can be no assurance that a specific investment will achieve its investment objectives and
past performance should not be seen as a guide to future returns. The value of investments and the
income derived may fall as well as rise and investors may not recoup the original amount invested.
Other factors, such as changes in exchange control regulation, tax laws, withholding taxes,
international, political and economic developments, and government, economic or monetary policies,
may affect investments as well. Additionally, trading is speculative. Market movements are difficult to
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predict and are influenced by, among other things, government trade, fiscal, monetary and exchange
control programs and policies; changing supply and demand relationships; national and international
political and economic events; changes in interest rates; and the inherent volatility of the marketplace.
In addition, governments from time to time intervene, directly and by regulation, in certain markets,
often with the intent 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.
Option Writing – an option is the right either to buy or sell a specified amount or value of a particular
underlying investment instrument at a fixed price (i.e. the “exercise price”) by exercising the option
before its specified expiration date. Options giving you the right to buy are called “call” options. Options
giving you the right to sell are called “put” options. When trading options on behalf of a Client, we
generally use covered options. Covered options involve options trading when you own the underlying
instrument on which the option is based. Investments in options contracts have the risk of losing value
in a relatively short period of time. Option contracts are leveraged instruments that allow the holder of
a single contract to control many shares of an underlying stock. This leverage can compound gains or
losses.
Margin Transactions – margin strategies allow an investor to purchase securities on credit and to
borrow on securities already in their custodial account. Interest is charged on any borrowed funds for
the period that the loan is outstanding. When you purchase securities, you may pay for the securities
in full or you may borrow part of the purchase price from your broker-dealer. If you intend to borrow
funds in connection with your account, you will be required to open a margin account, which will be
carried by the broker-dealer of your account. The securities purchased in such an account are the
broker-dealer’s collateral for its loan to you. If the securities in a margin account decline in value, the
value of the collateral supporting this loan also declines, and, as a result, a brokerage firm is required
to take action, such as issue a margin call and/or sell securities or other assets in your accounts, in order
to maintain necessary level of equity in the account. It is important that you fully understand the risks
involved in trading securities on margin, which are applicable to any margin account that you may
maintain, including any margin Account that may be established as a part of our advisory services and
held by your broker-dealer. These risks include the following:
• You can lose more funds than you deposit in your margin account.
• The broker-dealer can force the sale of securities or other assets in your account.
• The broker-dealer can sell your securities or other assets without contacting you.
• You may not be able to choose which securities or other assets in your margin account are
liquidated or sold to meet a margin call.
• The broker-dealer may move securities held in your cash account to your margin account and
pledge the transferred securities.
• You may not be entitled to an extension of time on a margin call.
Short Sales – securities transaction in which an investor sells securities he or she borrowed in
anticipation of a price decline. The investor is then required to return an equal number of shares at
some point in the future. A short seller will profit if the stock goes down in price, but if the price of the
shares increase, the potential losses are unlimited.
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Investing in securities involves the risk of loss that clients should be prepared to bear. Clients should
fully understand the nature of the contractual relationship(s) into which they are entering and the
extent of their risk exposure. Certain investment strategies may not be suitable for many members of
the public. You should carefully consider whether the strategies employed would be appropriate for
you in light of your experience, objectives, financial resources, and other relevant circumstances.
Our investment strategies and advice may vary depending upon each client's specific financial situation.
As such, we determine investments and allocations based upon your predefined objectives, risk
tolerance, time horizon, financial information, liquidity needs and other various suitability factors. Your
restrictions and guidelines may affect the composition of your portfolio. It is important that you notify
us immediately with respect to any material changes to your financial circumstances, including for
example, a change in your current or expected income level, tax circumstances, or employment status.
Risk of Loss
Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or
guarantee that our services or methods of analysis can or will predict future results, successfully identify
market tops or bottoms, or insulate clients from losses due to market corrections or declines. We
cannot offer any guarantees or promises that your financial goals and objectives will be met. Past
performance is in no way an indication of future performance.
Other Risk Considerations
When evaluating risk, financial loss may be viewed differently by each client and may depend on many
different risks, each of which may affect the probability and magnitude of any potential losses. The
following risks may not be all-inclusive, but should be considered carefully by a prospective client
before retaining our services.
Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high
volatility or lack of active liquid markets. You may receive a lower price or it may not be possible to sell
the investment at all.
Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and sovereign
fixed income or bonds. A bond issuing entity can experience a credit event that could impair or erase
the value of an issuer’s securities held by a client.
Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to
changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and
may reduce the purchasing power of a client’s future interest payments and principal. Inflation also
generally leads to higher interest rates which may cause the value of many types of fixed income
investments to decline.
Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an
unforeseen event, for example, the loss of your job. This may force you to sell investments that you
were expecting to hold for the long term. If you must sell at a time that the markets are down, you may
lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for
people who are retired, or are nearing retirement.
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Recommendation of Particular Types of Securities
We recommend various types of securities and we do not primarily recommend one particular type of
security over another since each client has different needs and different tolerance for risk. Each type
of security has its own unique set of risks associated with it and it would not be possible to list here all
of the specific risks of every type of investment. Even within the same type of investment, risks can vary
widely. However, in very general terms, the higher the anticipated return of an investment, the higher
the risk of loss associated with the investment. A description of the types of securities we may
recommend to you and some of their inherent risks are provided below.
Risks Associated with Investing in Equities: Investments in equities generally refer to buying shares of
stocks by an individual or firm in return for receiving a future payment of dividends and capital gains if
the value of the stock increases. There is an innate risk involved when purchasing a stock that it may
decrease in value and the investment may incur a loss.
Risks Associated with Fixed Income: When investing in bonds, there is the risk that the issuer will
default on the bond and be unable to make payments. Further, individuals who depend on set amounts
of periodically paid income face the risk that inflation will erode their spending power. Fixed-income
investors receive set, regular payments that face the same inflation risk.
Risks Associated with Investing in Mutual Funds: Mutual funds are professionally managed collective
investment systems that pool money from many investors and invest in stocks, bonds, short-term
money market instruments, other mutual funds, other securities, or any combination thereof. The fund
will have a manager that trades the fund's investments in accordance with the fund's investment
objective. While mutual funds generally provide diversification, risks can be significantly increased if
the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative
companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates on a particular
type of security (i.e., equities) rather than balancing the fund with different types of securities. The
returns on mutual funds can be reduced by the costs to manage the funds. In addition, while some
mutual funds are “no load” and charge no fee to buy into, or sell out of, other types of mutual funds do
charge such fees which can also reduce returns.
Risks Associated with Investing in Exchange Traded Funds (ETF): Investing in ETFs carries the risk of
capital loss (sometimes up to a 100% loss in the case of a stock holding bankruptcy). Investments in
these securities are not guaranteed or insured by the FDIC or any other government agency. Detailed
information about the risks associated with each ETF is provided in the relevant ETF’s prospectus.
Risks Associated with Investing in Options: Transactions in options carry a high degree of risk. A
relatively small market movement will have a proportionately larger impact, which may work for or
against the investor. The placing of certain orders, which are intended to limit losses to certain
amounts, may not be effective because market conditions may make it impossible to execute such
orders. Selling ("writing" or "granting") an option generally entails considerably greater risk than
purchasing options. Although the premium received by the seller is fixed, the seller may sustain a loss
well in excess of that amount. The seller will also be exposed to the risk of the purchaser exercising the
option and the seller will be obliged either to settle the option in cash or to acquire or deliver the
underlying investment. If the option is "covered" by the seller holding a corresponding position in the
underlying investment or a future on another option, the risk may be reduced.
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Risks Associated with Investing in Alternative Investments: We may recommend to qualified clients
the use of alternative investments such as investments in real estate, private equity, or hedge funds.
We may also recommend a direct investment into a private company. Investments in such “alternative
assets” are generally illiquid, which will impair the ability of the client to exit such investments in times
of adversity. Alternative investments may utilize highly speculative investment techniques, including
leverage, highly concentrated portfolios, senior and/or subordinated securities positions, control
positions and illiquid investments. In addition, they may utilize derivative instruments to attempt to
hedge the risks associated with certain of their investments. Transactions in such derivative
instruments may expose the assets of investment funds to the risks of material financial loss, which
may in turn adversely affect the financial results of the client.
Risks Associated with Investing in Private Funds: Private investment funds are not registered with the
Securities and Exchange Commission and may not be registered with any other regulatory authority.
Accordingly, they are not subject to certain regulatory restrictions and oversight to which other issuers
are subject. There may be little public information available about their investments and performance.
Moreover, as sales of shares of private investment companies are generally restricted to certain
qualified purchasers, it could be difficult for a client to sell its shares of a private investment company
at an advantageous price and time. Since shares of private investment companies are not publicly
traded, from time to time it may be difficult to establish a fair value for the client’s investment in these
companies.
Alternative Investments and Private Placements
As part of our firm's investment philosophy, we may also recommend to certain qualified clients to
invest in private investments, including, but not limited to, private placements, limited partnerships,
limited liability companies, alternative investments or private funds. Private investments should be
considered to contain an above average amount of risk and the loss of principal is high. These types of
investments are generally recommended only as long-term investments as they may be considered
illiquid in nature, and clients should be prepared for any investment in these funds to be inaccessible
for a prolonged period. To the extent applicable, clients will be provided the required legal investment
documentation and must sign documents outside the scope of our firm's investment advisory
agreement. These documents may include, but are not limited to: Private Placement Memorandum;
Subscription Agreement; Operating Agreement; and/or, Limited Partnership Agreement.
Limited Partnerships: A limited partnership is a financial affiliation that includes at least one general
partner and a number of limited partners. The partnership invests in a venture, such as real estate
development or oil exploration, for financial gain. The general partner has management authority and
unlimited liability. The general partner runs the business and, in the event of bankruptcy, is responsible
for all debts not paid or discharged. The limited partners have no management authority and their
liability is limited to the amount of their capital commitment. Profits are divided between general and
limited partners according to an arrangement formed at the creation of the partnership. The range of
risks are dependent on the nature of the partnership and disclosed in the offering documents if
privately placed. Publicly traded limited partnership have similar risk attributes to equities. However,
like privately placed limited partnerships their tax treatment is under a different tax regime from
equities. You should speak to your tax adviser in regard to their tax treatment.
Private Placements: A private placement (non-public offering) is an illiquid security sold to qualified
investors and are not publicly traded nor registered with the Securities and Exchange Commission.
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Risk: Private placements generally carry a higher degree of risk due to illiquidity. Most securities that
are acquired in a private placement will be restricted securities and must be held for an extended
amount of time and therefore cannot be sold easily. The range of risks are dependent on the nature of
the partnership and are disclosed in the offering documents.
Risks Associated with Investing in Buffer ETFs: Buffer ETFs are also known as defined-outcome ETFs
since the ETF is designed to offer downside protection for a specified period of time. These ETFs are
modeled after options-based structured notes, but are generally cheaper, and offer more liquidity.
Buffer ETFs are designed to safeguard against market downturns by employing complex options
strategies. Buffer ETFs typically charge higher management fees that are considerably more than the
index funds whose performance they attempt to track. Additionally, because buffer funds own options,
they do not receive dividends from their equity holdings. Both factors result in the underperformance
of the Buffer ETF compared to the index they attempt to track. Clients should carefully read the
prospectus for a buffer ETF to fully understand the cost structures, risks, and features of these complex
products.
Cybersecurity Risks: Our firm and our service providers are subject to risks associated with a breach in
cybersecurity. Cybersecurity is a generic term used to describe the technology, processes, and practices
designed to protect networks, systems, computers, programs, and data from cyber-attacks and hacking
by other computer users, and to avoid the resulting damage and disruption of hardware and software
systems, loss or corruption of data, and/or misappropriation of confidential information. In general,
cyber-attacks are deliberate; however, unintentional events may have similar effects. Cyber-attacks
may cause losses to clients by interfering with the processing of transactions, affecting the ability to
calculate net asset value, or impeding or sabotaging trading. Clients may also incur substantial costs as
the result of a cybersecurity breach, including those associated with forensic analysis of the origin and
scope of the breach, increased and upgraded cybersecurity, identity theft, unauthorized use of
proprietary information, litigation, and the dissemination of confidential and proprietary information.
Any such breach could expose our firm to civil liability as well as regulatory inquiry and/or action. In
addition, clients could be exposed to additional losses as a result of the unauthorized use of their
personal information. While our firm has established business continuity plans, incident response plans,
and systems designed to prevent cyber-attacks, there are inherent limitations in such plans and
systems, including the possibility that certain risks have not been identified. Similar types of cyber
security risks also are present for issuers of securities in which we invest, which could result in material
adverse consequences for such issuers and may cause a client's investment in such securities to lose
value.
Cryptocurrency Risk*: Cryptocurrency (e.g., bitcoin and ether), often referred to as “virtual currency”,
“digital currency,” or “digital assets,” is designed to act as a medium of exchange. Cryptocurrency is an
emerging asset class. There are thousands of cryptocurrencies, the most well-known of which is bitcoin.
Certain of the firm’s clients may have exposure to bitcoin or another cryptocurrency, directly or
indirectly through an investment such as an ETF or other investment vehicles. Cryptocurrency operates
without central authority or banks and is not backed by any government. Cryptocurrencies may
experience very high volatility and related investment vehicles may be affected by such volatility. As a
result of holding cryptocurrency, certain of the firm’s clients may also trade at a significant premium or
discount to NAV. Cryptocurrency is also not legal tender. Federal, state or foreign governments may
restrict the use and exchange of cryptocurrency, and regulation in the U.S. is still developing. The
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market price of many cryptocurrencies, including bitcoin, has been subject to extreme fluctuations. If
cryptocurrency markets continue to be subject to sharp fluctuations, investors may experience losses
if the value of the client’s investments decline. Similar to fiat currencies (i.e., a currency that is backed
by a central bank or a national, supra-national or quasi-national organization), cryptocurrencies are
susceptible to theft, loss and destruction. Cryptocurrency exchanges and other trading venues on which
cryptocurrencies trade are relatively new and, in most cases, largely unregulated and may therefore be
more exposed to fraud and failure than established, regulated exchanges for securities, derivatives and
other currencies. The SEC has issued a public report stating U.S. federal securities laws require treating
some digital assets as securities.
Cryptocurrency exchanges may stop operating or permanently shut down due to fraud, technical
glitches, hackers or malware. Due to relatively recent launches, most cryptocurrencies have a limited
trading history, making it difficult for investors to evaluate investments. Generally, cryptocurrency
transactions are irreversible such that an improper transfer can only be undone by the receiver of the
cryptocurrency agreeing to return the cryptocurrency to the original sender. Digital assets are highly
dependent on their developers and there is no guarantee that development will continue or that
developers will not abandon a project with little or no notice. Third parties may assert intellectual
property claims relating to the holding and transfer of digital assets, including cryptocurrencies, and
their source code. Any threatened action that reduces confidence in a network’s long-term ability to
hold and transfer cryptocurrency may affect investments in cryptocurrencies.
Many significant aspects of the U.S. federal income tax treatment of investments in cryptocurrency are
uncertain and an investment in cryptocurrency may produce income that is not treated as qualifying
income for purposes of the income test applicable to regulated investment companies. Certain
cryptocurrency investments may be treated as a grantor trust for U.S. federal income tax purposes, and
an investment by the firm’s clients in such a vehicle will generally be treated as a direct investment in
cryptocurrency for tax purposes and “flow-through” to the underlying investors.
*Aside from ETFs, LWA does not recommend or invest directly in cryptocurrencies. This disclosure is
provided to assist clients with understanding some of the risks associated with these types of
investments should clients make such investments on their own.
Disciplinary Information - Item 9
Registered investment advisers are required to disclose all material facts regarding any legal or
disciplinary events that would be material to your evaluation of us or the integrity of our management.
There is no history of reportable material legal or disciplinary events by our firm or our management
persons.
Other Financial Industry Activities or Affiliations - Item 10
Investment adviser representatives (IARs) of our firm may also be registered representatives with
Purshe Kaplan Sterling Securities (“PKS”), an unaffiliated securities broker-dealer, and a member of the
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Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. In their
separate capacity as registered representatives, these persons will receive commission-based
compensation in connection with the purchase and sale of securities, including 12b-1 fees for the sale
of investment company products. Additionally, IARs of our firm are also licensed as independent
insurance agents, and will earn commission-based compensation for selling insurance products to you.
These services are separate and apart from the services offered by our firm. Our firm is affiliated with
Lineweaver Financial Group, Inc., an insurance corporate agent, and insurance commissions may be
directed to our affiliate.
Our firm is also affiliated with LFG Tax Services, Ltd. through common control and ownership. If you
require accounting services, we may recommend that you use the services of our affiliate as IARs of our
firm may also be engaged in accounting and/or tax preparation services. Our advisory services are
separate and distinct from the compensation paid to our affiliate for their services. You may obtain
comparable services and/or lower fees through other firms.
In efforts to mitigate these conflicts of interest, it is our firm's strict policy to act in our client's best
interest. Clients are under no obligation to use the services of these affiliated / related entities, and
may obtain comparable services and/or lower fees through other firms.
Recommendation of Other Advisers
We may recommend that you use a third-party investment adviser ("TPIA") based on your needs and
suitability. Generally, we will receive compensation from the TPIA for recommending that you use their
services, or we may share in the fee that you pay to the TPIA. This practice presents a conflict of interest
because we have a financial incentive to recommend the services of the third-party adviser to you. You
are not obligated, contractually or otherwise, to use the services of any TPIA we may recommend to
you.
Code of Ethics, Participation or Interest in Client Transactions and Personal Trading - Item 11
Description of Our Code of Ethics
We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code
of Ethics includes guidelines for professional standards of conduct for persons associated with our firm.
Our goal is to protect your interests at all times and to demonstrate our commitment to our fiduciary
duties of honesty, good faith, and fair dealing with you. All persons associated with our firm are
expected to adhere strictly to these guidelines. Persons associated with our firm are also required to
report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies
reasonably designed to prevent the misuse or dissemination of material, non-public information about
you or your account holdings by persons associated with our firm.
Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone
number on the cover page of this Brochure.
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Participation or Interest in Client Transactions
Neither our firm nor any persons associated with our firm has any material financial interest in client
transactions beyond the provision of investment advisory services as disclosed in this Brochure.
Personal Trading Practices
Our firm or persons associated with our firm may buy or sell the same securities that we recommend
to you or securities in which you are already invested. A conflict of interest exists in such cases because
we may have the ability to trade ahead of you and potentially receive more favorable prices than you
will receive. In efforts to mitigate this conflict of interest, it is our policy that neither our firm nor
persons associated with our firm shall have priority over your account in the purchase or sale of
securities. As a fiduciary, it is our firm's obligation to act in our client's best interest.
Brokerage Practices - Item 12
Brokerage Recommendations
For clients engaging our firm for portfolio management services, we typically require clients to open
one or more custodial accounts in their own name at a qualified custodian that we have a relationship,
such as Fidelity Brokerage Services, LLC ("Fidelity"), Charles Schwab & Co., Inc. (Schwab), among others.
If you do not direct our firm to execute transactions through a qualified custodian to whom we have an
existing relationship with, we reserve the right to not accept your account.
In recommending a broker dealer we will endeavor to select those brokers or dealers that will provide
quality services at reasonable fees. The reasonableness of such fees is based on several factors,
including the broker's ability to provide professional services, competitive commission rates, volume
discounts, execution price negotiations, the custodian's reputation, execution capabilities, and
responsiveness to our clients. We believe that Schwab and/or Fidelity provide quality execution services
based on factors noted above.
Research and Other Soft Dollar Benefits
As a registered investment adviser, we may have access to research products and services from your
account custodian and/or other brokerage firms. These products may include financial publications,
information about particular companies and industries, research software, and other products or
services that provide lawful and appropriate assistance to our firm in the performance of our
investment decision-making responsibilities. Such research products and services are provided to all
investment advisers that utilize the service platforms of these firms and considered a benefit to our
firm, but are not considered to have been paid with soft dollars. To the extent our firm receives any
research products and/or services from your acting custodian/broker-dealer, a conflict of interest arises
in that such research and/or services might not directly benefit client accounts. In effort to mitigate this
conflict of interest it is our firm's policy to use such research or services to assist in making investment
decisions on behalf of client accounts or to assist with our overall responsibility for servicing client
accounts, respectively. Clients should also be aware that the commissions charged by a particular
broker-dealer for a particular transaction or set of transactions may be greater than the amounts
another broker who did not provide research services or products might charge. As a registered
investment adviser our firm and representatives of our firm have a fiduciary duty to act in our client's
best interest.
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Brokerage for Client Referrals
We do not receive client referrals from broker-dealers in exchange for cash or other compensation, such
as brokerage services or research.
Block Trades
We may combine multiple orders for shares of the same securities purchased for advisory accounts we
manage (this practice is commonly referred to as "block trading"). We will then distribute a portion of
the shares to participating accounts in a fair and equitable manner. The distribution of the shares
purchased is typically proportionate to the size of the account, but it is not based on account
performance or the amount or structure of management fees. Subject to our discretion regarding
factual and market conditions, when we combine orders, each participating account pays an average
price per share for all transactions and pays a proportionate share of all transaction costs.
Trade Errors
In the event a trading error occurs in your account, and we are responsible for that error, our policy is
to restore your account to the position it should have been in had the trading error not occurred.
Depending on the circumstances, corrective actions may include canceling the trade, adjusting an
allocation, and/or reimbursing the account.
Review of Accounts - Item 13
Portfolio Management
The Investment Adviser Representative of our firm that is assigned to your account will be primarily
responsible for monitoring your managed accounts on an ongoing basis and conducting account
reviews (at least annually and upon your request) to ensure that the advisory services provided to you
are consistent with your stated investment needs and objectives. Additional reviews may be conducted
based on various circumstances, including, but not limited to: contributions and withdrawals; year-end
tax planning; market moving events; security specific events; and/or, changes in your risk/return
objectives.
You will receive trade confirmations and monthly or quarterly statements from your account
custodian(s). Typically, we do not provide you with written reports in conjunction with account reviews
unless otherwise negotiated in the advisory agreement you sign with our firm.
Financial Planning and Wealth Management Services
For financial planning and wealth management services, please refer to the Client Agreement that you
sign with our firm for more details on any account reviews that we may perform as part our
engagement.
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Client Referrals and Other Compensation - Item 14
We directly compensate outside consultants, individuals, and/or entities (Promoters – formerly
referred to as Solicitors) for client referrals. In order to receive a cash referral fee from our firm,
Promoters must comply with the requirements of the jurisdictions in which they operate. If you were
referred to our firm by a Promoter, you should have received a copy of this brochure along with the
Promoter's disclosure statement at the time of the referral. If you become a client, the Promoter that
referred you to our firm will receive a percentage of the advisory fee you pay our firm for as long as
you are a client with our firm, or until such time as our agreement with the Promoter expires. You will
not pay additional fees because of this referral arrangement. Referral fees paid to a Promoter are
contingent upon your entering into an advisory agreement with our firm. Therefore, a Promoter has a
financial incentive to recommend our firm to you for advisory services. This creates a conflict of
interest; however, you are not obligated to retain our firm for advisory services. Comparable services
and/or lower fees may be available through other firms.
Refer to the Brokerage Practices section above for disclosures on research and other benefits we may
receive resulting from our relationship with your account custodian.
Custody - Item 15
Each client appoints, or will appoint, a qualified custodian (the "Custodian") to take possession of the
cash, securities, and other assets in the client's account. As a result, Lineweaver Wealth Advisors, LLC
will not have access to the assets in the account or to the income produced and will not be responsible
for any acts or omissions of the custodian. The custodian sends to the client, at least quarterly, a
statement indicating all amounts disbursed from the account (including the amount of any fees paid to
our firm pursuant to the client's authorization), all transactions occurring in the account during the
period covered by the statement, and a summary of the account positions and portfolio values at the
end of the period.
With respect to third party standing letters of authorization (“SLOA”) where a client grants us authority
to direct custodians to disburse funds to one or more third party accounts, we are deemed to have
custody pursuant to Rule 206(4)-2 (the “Custody Rule”). We have taken steps to have controls and
oversight in place to comply with the no-action letter issued by the SEC on February 21, 2017 (the “SEC
no-action letter”). We are not required to comply with the surprise examination requirements of the
Custody Rule if we comply with the representations noted in the SEC no-action letter. Where our firm
acts pursuant to a SLOA, we believe we are making a good faith effort to comply with the
representations noted in the SEC no-action letter. Additionally, since many of the representations
noted in the SEC no-action letter involve the qualified custodian’s operations, we will collaborate
closely with our custodian(s) to ensure that the representations are met.
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Investment Discretion - Item 16
If you engage our firm for discretionary portfolio management services, we require you to grant our
firm discretionary authority to manage your account. Discretionary authorization will allow us to
determine the specific securities, and the number of securities, to be purchased or sold for your account
without your approval prior to each transaction. This discretionary authority will also provide our firm
with authorization to delegate discretionary portfolio management services to other unaffiliated third-
party money managers selected by our firm based on your investment objectives and portfolio strategy.
Discretionary authority is granted by the advisory agreement you sign with our firm and the appropriate
trading authorization forms. In our sole discretion, we may accept instructions from you that limit our
discretionary authority (for example, limiting the types of securities that can be purchased or sold for
your account). Such requests must be presented to our firm in writing.
Voting Client Securities - Item 17
We will not vote proxies on behalf of your advisory accounts. At your request, we may offer you advice
regarding corporate actions and the exercise of your proxy voting rights. If you own shares of applicable
securities, you are responsible for exercising your right to vote as a shareholder. In most cases, you will
receive proxy materials directly from the account custodian. However, in the event we were to receive
any written or electronic proxy materials, we would forward them directly to you by mail, unless you
have authorized our firm to contact you by electronic mail, in which case, we would forward any
electronic solicitation to vote proxies.
Financial Information - Item 18
We are required in this Item to provide you with certain financial information or disclosures about our
firm’s financial condition. We do not require the prepayment of over $1,200, six or more months in
advance. Additionally, we have no financial commitment that impairs our firm’s ability to meet
contractual and fiduciary commitments to clients, and our firm has not been the subject of a bankruptcy
proceeding.
IRA Rollover Services Disclosure
In conjunction with the advisory services offered, we may provide recommendations related to the
rollover of funds from an employer sponsored retirement plan. A plan participant leaving employment
has several options with respect to their employer sponsored retirement plans. Each choice offers
advantages and disadvantages, depending on desired investment options and services, fees and
expenses, withdrawal options, required minimum distributions, tax treatment, and the investor's
unique financial needs and different retirement plans. The complexity of these choices may lead an
investor to seek assistance from us.
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When our firm or our Associated Person(s) recommends an investor roll over plan assets into an
Individual Retirement Account (“IRA”), we and our Associated Person(s) may earn an asset-based fee
as a result. In most cases, we do not receive an asset-based fee if assets are retained in the plan. Often,
account fees and expenses will increase because fees will apply to assets rolled over to an IRA and
ongoing services will be extended to these assets. Thus, while there is arguably an economic incentive
to encourage an investor to roll over plan assets into an IRA, we cannot and do not place our interests
ahead of yours.
A rollover may also result in the assessment of other levels of fees and expenses, including, but not
limited to, investment-related expenses imposed by other service providers and mutual fund managers
not affiliated with us, as well as other fees and expenses charged by the custodian, third-party
administrator, and/or record-keeper. We make no representations or warranties relating to any costs
or expenses associated with the services provided by any third parties, and you understand that these
fees are in addition to the fee paid to us for the rollover advice.
In cases where we provide you with rollover advice as defined by the Department of Labor, which may
also include setting up and/or completing the rollover transaction, we do not serve as a custodian, and
we do not provide legal or tax advice to you. In addition, we do not have any responsibilities or potential
liabilities in connection with assets not related to the rollover and investments that are not managed
by us.
When we provide investment advice to you regarding your retirement plan account or individual
retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income
Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement
accounts. The way we make money creates some conflicts with your interests. In accordance with
various rules and regulations, we must act in your best interest and we must not put our interests ahead
of your interests. Additionally, 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 polices, 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 any
conflicts of interest.
We rely on all information you provide to us, whether financial or otherwise, without independent
verification. We request that you promptly notify us in writing of any material change in the financial
and other information provided to us, and to promptly provide any such additional information as may
be reasonably requested by us.
Due to the volatile and unpredictable nature of financial markets, we do not guarantee any future
performance, any specific level of performance, or the success of any recommendations or strategies
that we may take or recommend for you, or the success of our overall recommendations. Investment
recommendations are subject to various market, currency, economic, political, and business risks, and
that investment decisions will not always be profitable.