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Live Oak Investment Partners, LLC
3103 Bee Cave Road, Suite 104
Austin, TX 78746
Telephone: 512-532-4700
www.investliveoak.com
June 23, 2025
FORM ADV PART 2A
BROCHURE
This brochure (“Brochure”) provides information about the qualifications and business practices of
Live Oak Investment Partners, LLC. If you have any questions about the contents of this Brochure,
please contact us at 512-532-4700 or mhostick@investliveoak.com. The information in this
Brochure has not been approved or verified by the United States Securities and Exchange
Commission (the “SEC”) or by any state securities authority.
www.AdviserInfo.sec.gov
Additional information about Live Oak Investment Partners also is available on the SEC’s website at
. Live Oak Investment Partners, LLC’s CRD number is: 304406
Live Oak Investment Partners, 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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Item 2 - Material Changes
In this Item, we are required to provide clients with a summary of material changes from our last
annual update, which was filed in June 2024. Although we have not made any material changes
since our last annual update, we urge you to read this Brochure in its entirety, as we have edited it
and provided additional description of some of our business practices.
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Item 3 - Table of Contents
Page
Item 1 - Cover Page ..................................................................................................................................................................1
Item 2 - Material Changes ............................................................................................................................................................. 2
Item 3 - Table of Contents ............................................................................................................................................................. 3
Item 4 - Advisory Business ........................................................................................................................................................... 4
Item 5 - Fees and Compensation ............................................................................................................................................... 7
Item 6 - Performance-Based Fees and Side-By-Side Management .......................................................................... 9
Item 7 - Types of Clients ................................................................................................................................................................ 9
Item 8 - Methods of Analysis, Investment Strategies and Risk of Loss.................................................................. 9
Item 9 - Disciplinary Information ......................................................................................................................................... 15
Item 10 - Other Financial Industry Activities and Affiliations ............................................................................. .15
Item 11 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .... .....16
Item 12 - Brokerage Practices............................................................................................................................................... ...16
Item 13 - Review of Accounts ................................................................................................................................................... 19
Item 14 - Client Referrals and Other Compensation .................................................................................................... 19
Item 15 - Custody ........................................................................................................................................................................... 19
Item 16 - Investment Discretion ............................................................................................................................................. 20
Item 17 - Voting Client Securities .......................................................................................................................................... 20
Item 18 - Financial Information .............................................................................................................................................. 20
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Item 4 - Advisory Business
General Information
Live Oak Investment Partners, LLC is a registered investment adviser primarily based in Austin,
Texas. We are organized as a limited liability company (“LLC”) under the laws of the State of Texas.
Michael Richard Hostick II is the sole owner since formation in March 2019.
The following paragraphs describe our services and fees. 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 Live Oak
Investment Partners, LLC and the words "you," "your," and "client" refer to you as either a client or
prospective client of our firm.
Types of Advisory Services
We offer ongoing advisory services based on the individual goals, objectives, time horizon, and risk
tolerance of each client. Advisory services include, but are not limited to, the following:
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Portfolio Management Services
Financial Planning Services
Asset Allocation Services
Financial Consulting Services
Pension Consulting Services
Portfolio Management Services
We offer discretionary portfolio management services. Our investment advice is tailored to meet
our clients' needs and investment objectives.
If you participate in our 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 amount of securities, to be purchased or sold for your
account without your approval prior to each transaction. Discretionary authority is typically
granted by the investment advisory agreement you sign with our firm and the appropriate trading
authorization forms.
Clients who choose a non-discretionary arrangement must be contacted prior to the execution of
any trade in the account(s) under management. This may result in a delay in executing
recommended trades, which could adversely affect the performance of the portfolio. This delay also
normally means the affected account(s) will not be able to participate in block trades, a practice
designed to enhance the execution quality, timing and/or cost for all accounts included in the block.
In a non-discretionary arrangement, the client retains the responsibility for the final decision on all
actions taken with respect to the portfolio. We provide non-discretionary portfolio management
services.
Clients may impose reasonable restrictions on us in the management of their investment portfolios,
such as prohibiting the inclusion of certain types of investments in an investment portfolio or
prohibiting the sale of certain investments held in the account at the commencement of the
relationship, by notifying us in writing. Each client should note, however, that restrictions imposed
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by a client may adversely affect the composition and performance of the client’s investment
portfolio. Each client should also note that his or her investment portfolio is treated individually by
giving consideration to each purchase or sale for the client’s account. For these and other reasons,
performance of client investment portfolios within the same investment objectives, goals and/or
risk tolerance may differ and clients should not expect that the composition or performance of their
investment portfolios would necessarily be consistent with similar clients of ours.
Financial Planning Services
We also offer financial planning services to clients in conjunction with portfolio management
services or, in certain cases, as a stand-alone service. Our financial planning services include advice
that addresses one or more areas of a client’s financial situation, such as estate planning, risk
management, budgeting and cash flow controls, retirement planning, education funding, and
investment portfolio design and ongoing management. Depending on a client’s particular situation,
financial planning services may include some or all of the following:
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Gathering factual information concerning the client’s personal and financial situation;
Assisting the client in establishing financial goals and objectives;
Analyzing the client’s present situation and anticipated future activities in light of the
client's financial goals and objectives;
Identifying problems foreseen in the accomplishment of these financial goals and
objectives and offering alternative solutions to the problems;
Making recommendations to help achieve retirement plan goals and objectives;
Designing an investment portfolio to help meet the goals and objectives of the client;
Providing estate planning;
Assessing risk and reviewing basic health, life and disability insurance needs; or
Reviewing goals and objectives and measuring progress toward these goals.
When a full financial plan is prepared, the client may choose to have us implement the client’s
financial plan and manage the investment portfolio on an ongoing basis. However, the client is
under no obligation to act upon any of the recommendations made by us under a financial planning
engagement and/or engage the services of any recommended professional.
Asset Allocation Services
We offer asset allocation services that are tailored to meet our clients' needs and investment
objectives. Once you have retained our firm for asset allocation services, we will gather information
about your financial situation and objectives, and assist you in determining your investment goals,
objectives, risk tolerance, and retirement plan time horizon. We will initially provide you with
recommendations as to how to allocate your investments among categories of assets. We will then
review your account on a periodic basis as agreed. Where appropriate, we will provide you with
recommendations to change your asset allocation in an effort to remain consistent with your stated
financial objectives. You are free at all times to accept or reject any of our investment
recommendations. You are solely responsible for implementing our recommendations. Unless you
separately retain us to provide portfolio management services, we will not execute any transactions
or changes in asset allocation on your behalf.
Financial Consulting Services
We offer financial consulting services that primarily involve advising clients on specific financial
related topics. The topics we address may include, but are not limited to, risk
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assessment/management, investment planning, financial organization, or financial decision
making/negotiation.
Pension Consulting Services
We offer pension consulting services as a 3(21) fiduciary to employee benefit plans and their
fiduciaries based upon the needs of the plan and the services requested by the plan sponsor or
named fiduciary. In general, these services include an existing plan review and analysis, plan-level
advice regarding fund selection and investment options, education services to plan participants,
investment performance monitoring, and/or ongoing consulting. These pension consulting services
will generally be nondiscretionary and advisory in nature. The ultimate decision to act on behalf of
the plan shall remain with the plan sponsor or other named fiduciary.
We also offer assistance with participant enrollment meetings and investment-related educational
seminars to plan participants on general investing topics such as diversification, asset allocation,
risk tolerance and time horizon, and on.
Other investment-related topics specific to the particular plan. We also offer additional types of
pension consulting services to plans on an individually negotiated basis. 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.
Either party to the pension consulting agreement may terminate the agreement upon written notice
to the other party in accordance with the terms of the agreement for services. The pension
consulting fees will be prorated for the quarter in which the termination notice is given and any
unearned fees will be refunded to the client.
General Information About Our Services
In performing our services, we are not required to verify any information received from the client
or from the client's other professionals (e.g., attorneys, accountants, etc.,) and we are expressly
authorized to rely on that information. It is always the client’s responsibility to notify us promptly
of any change in the client’s financial situation or investment objectives so that we can review,
evaluate, or revise our recommendations and/or services.
Advice Relating To Retirement Plan Accounts Or Individual Retirement Accounts
When we provide investment advice to you regarding your retirement plan account or individual
retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement
Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing
retirement accounts. The way we make money creates some conflicts with your interests, so we
operate under a special rule that requires us to act in your best interest and not put our interest
ahead of yours.
Under this special rule’s provisions, we must:
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Meet a professional standard of care when making investment recommendations (give
prudent advice);
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Never put our financial interests ahead of yours when making recommendations (give
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loyal advice);
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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
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best interest;
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Charge no more than is reasonable for our services; and
Give you basic information about conflicts of interest.
Types of Investments
We offer advice on money market funds, equity securities, corporate debt securities (other than
commercial paper), certificates of deposit (“CD”), municipal securities and mutual fund shares,
alternative investments, ETFs (including ETFs in the gold and precious metal sectors), real estate
funds (including REITs), structured products, insurance products including fee based annuities,
treasury inflation protected/inflation linked bonds, commodities, option contracts, and non-U.S.
securities. We sometimes use other securities to help diversify a portfolio when applicable. We also
provide advice on any type of investment held in your portfolio at the inception of our advisory
relationship.
Type and Value of Assets Currently Managed
As of March 31, 2025, we had $ 214,002,144 in discretionary assets under management and advise
on $ 21,684,485 in assets held in pension/401(k) plans.
Item 5 - Fees and Compensation
Portfolio Management Services
Portfolio management fees are based on a percentage of assets under management and are
generally subject to a maximum fee of 1.50%, depending on the level of engagement. The specific
advisory fees will be identified in the investment advisory agreement between the client and us.
Our fees are negotiable.
Portfolio management fees are generally payable quarterly, in advance, based on the value of the
account on the last day of the previous month. If management begins after the start of a quarter,
fees will be prorated accordingly. Fees are normally debited directly from client account(s) - unless
other arrangements are made.
Brokerage Practices
section
In addition to our fees, clients will pay custodial and transaction costs charged by the client’s
custodian, brokers, or third-party consultants. Please see the
(Item 12)
for additional information. Fidelity charges $4.95 per transaction to all clients who do not maintain
at least $1 million in assets under management at Fidelity and who have not agreed to and
established eDelivery. We do not have any control over this fee and we do not receive any portion
of it.
Fees paid to us are also separate and distinct from the internal fees and expenses charged by
mutual funds, exchange-traded funds (“ETFs”) or other investment pools to their shareholders
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(generally including a management fee and fund expenses, as described in each fund’s prospectus
or offering materials), mark-ups and mark-downs, spreads paid to market makers, fees for trades
executed away from the custodian, wire transfer fees and other fees and taxes on brokerage
accounts and securities transactions. Each client should review all fees charged by funds, brokers,
us and others to understand the total amount of fees paid by the client for investment and financial-
related services.
Financial Planning Services
Standard financial planning services are usually included in the portfolio management fees. For
clients who do not also engage us to provide portfolio management, or who have planning needs
over and above the standard planning that is included as part of our management services, we
charge an hourly rate of up to $600. The hourly rate is based on the scope and complexity of the
engagement and is negotiable. We will provide you with a non-binding initial estimate of the
number of hours we anticipate we will spend on the planning engagement, but clients should
understand that the cost/time could exceed our initial estimate. If the difference is significant, we
will notify the client and obtain approval before incurring fees significantly over our initial
estimate.
Our financial planning fees are due and payable on completion of the contracted services. Clients
may terminate the financial planning agreement by providing written notice to our firm; in that
event, we will bill the client for the time spent.
Asset Allocation and Financial Consulting Services
We generally charge a fixed annual fee for asset allocation or financial consulting services, which we
set based upon the complexity and scope of the portfolio, the client’s financial situation, and the
client’s objectives and needs. The fee is negotiable.
The fee is payable quarterly in advance. If the client commences or terminates services during a
calendar quarter, the asset allocation fee will be prorated for the quarter in which the termination
notice is given, which means that you will incur advisory fees only in proportion to the number of
days in the quarter for which you are a client.
Pension Consulting Services
Pension Consulting fees are individually negotiated with each client, are based on a percentage of
assets under management, and are generally subject to a maximum fee of 1.00%, depending on the
level of engagement. The minimum annual fee for any pension consultant arrangement is $1,000.
We reserve the right, in our discretion, to make exceptions or to negotiate special fee arrangements.
The fee is quarterly in advance, based on the value of the Plan assets on which we advise on the last
business day of the previous calendar quarter. Partial periods will be prorated based on the value of
the Plan assets at the beginning of the period. No fee adjustments will be made for deposits and
withdrawals by the client during any quarter nor for the appreciation or depreciation in the value
of the Plan assets during any quarterly period. The fee for the initial quarter is based on the value of
the cash and securities in the Plan on the date we are engaged and is prorated based upon the
number of calendar days in the calendar quarter during which this Agreement is effective.
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The Adviser will invoice the Client directly for its Fees unless alternate arrangements are made.
Additionally, the Adviser will be entitled to invoice the Client for all collection expenses, including
reasonable attorneys' fees.
Compensation for the Sale of Securities or Other Investment Products
Some persons providing investment advice on behalf of our firm are also licensed as independent
insurance agents. These persons will earn commissions (transaction-based compensation) for
selling insurance products, including insurance products they sell to you. Insurance commissions
earned by these persons are separate and in addition to our advisory fees. This practice presents a
conflict of interest because the persons providing investment advice on behalf of our firm who are
insurance agents have an incentive to recommend insurance products to you for the purpose of
generating commissions rather than solely based on your needs. You are under no obligation,
contractually or otherwise, to purchase insurance products through any person affiliated with our
firm.
Refunds Upon Termination
Upon termination of the advisory agreement, we will refund any pre-paid but unearned fees. We
calculate the refund due based on the number of days in the quarter that the account was managed
or services were provided. Any fees due to us from the client will be invoiced or deducted from the
client’s account, as applicable.
Item 6 - Performance-Based Fees and Side-By-Side Management
We do not accept performance-based fees or participate in side-by-side management.
Item 7 - Types of Clients
We offer investment advisory services to individuals, including high net worth individuals, families,
family offices, trusts, businesses, charitable foundations, and retirement/profit-sharing plans. We
do not impose a minimum portfolio size or a minimum initial investment to open an account, but
we do reserve the right to accept or decline a potential client for any reason in our sole discretion.
Item 8 - Methods of Analysis, Investment Strategies and Risk of Loss
Our Methods of Analysis and Investment Strategies
We utilize a multifaceted approach to investment analysis that focuses on qualitative and
quantitative criteria, and which is informed based on research from a variety of research providers
as well as our own internal research. Our approach is concentrated on the tenant of our investment
philosophy (as described below). Special emphasis is placed on risk management analysis along
with scrutiny regarding the internal costs associated with potential investments. We measure
return, and, as a result evaluate potential investments, on a net of costs basis.
We may use one or more of the following methods of analysis or investment strategies when
providing investment advice to you:
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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
is 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
where securities are 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
where securities are 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.
Margin Transactions
are a securities transaction in which an investor borrows money to purchase a
security, in which case the security serves as collateral on the loan.
• Risk:
If the value of the shares drops sufficiently, the investor will be required to either
deposit more cash into the account or sell a portion of the stock in order to maintain the
margin requirements of the account. This is known as a "margin call." An investor's overall
risk includes the amount of money invested plus the amount that was loaned to them.
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Option Writing
is a securities transaction that involves selling an option. An option is the right, but
not the obligation, to buy or sell a particular security at a specified price before the expiration date
of the option. When an investor sells an option, he or she must deliver to the buyer a specified
number of shares if the buyer exercises the option. The seller pays the buyer a premium (the
market price of the option at a particular time) in exchange for writing the option.
• Risk:
Options are complex investments and can be very risky, especially if the investor does
not own the underlying stock. In certain situations, an investor's risk can be unlimited.
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.
Tax Considerations
Our strategies and investments may have unique and significant tax implications. However, unless
we specifically agree otherwise, and in writing, tax efficiency is not our primary consideration in the
management of your assets. Regardless of your account size or any other factors, we strongly
recommend that you consult with a tax professional regarding the investing of your assets.
Moreover, custodians and broker-dealers must report the cost basis of equities acquired in client
accounts on or after January 1, 2011. Your custodian will default to the First-In First-Out ("FIFO")
accounting method for calculating the cost basis of your investments. You are responsible for
contacting your tax advisor to determine if this accounting method is the right choice for you. If
your tax advisor believes another accounting method is more advantageous, provide written notice
to our firm immediately and we will alert your account custodian of your individually selected
accounting method. Decisions about cost basis accounting methods will need to be made before
trades settle, as the cost basis method cannot be changed after settlement.
Risk of Loss
Investing in securities involves risk of loss that you should be prepared to bear. We do not
represent or guarantee that our services or methods of analysis can or will predict future results,
successfully identify market tops or bottoms, or insulate clients from losses due to market
corrections or declines. We cannot offer any guarantees or promises that your financial goals and
objectives will be met. Past performance is in no way an indication of future performance.
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.
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Management Risks.
While we manage client investment portfolios or selects one or more Managers
based on our experience, research and proprietary methods, the value of client investment
portfolios will change daily based on the performance of the underlying securities in which they are
invested. Accordingly, client investment portfolios are subject to the risk that we or a Manager
allocates assets to asset classes that are adversely affected by unanticipated market movements,
and the risk that we or a Manager’s specific investment choices could underperform their relevant
indexes.
Economic Conditions Risks.
Changes in economic conditions, including, for example, interest rates,
inflation rates, employment conditions, competition, technological developments, political and
diplomatic events and trends, and tax laws may adversely affect the business prospects or
perceived prospects of companies. While we or a Manager performs due diligence on the companies
in whose securities it invests, economic conditions are not within the control of Live Oak
Investment Partners, LLC or the Manager and no assurances can be given that we or the Manager
will anticipate adverse developments.
Lack of Diversification.
Client accounts may not have a diversified portfolio of investments at any
given time, and a substantial loss with respect to any particular investment in an undiversified
portfolio will have a substantial negative impact on the aggregate value of the portfolio.
Securities Lending Risks.
i.e.
i.e
, the risk of losses resulting from problems in the settlement and accounting process), “gap”
., the risk of a mismatch between the return on cash collateral reinvestments and the fees
We and any Managers may lend securities on behalf of client portfolios in
order to seek income. Securities lending involves exposure to certain risks, including operational
risk (
risk (
paid to pay a borrower), and credit, legal, counterparty and market risk. Further, there is a risk that
a borrower may default on its obligations or does not return the securities and the proceeds
received from the collateral do not at least equal the value of the loaned security plus the
transaction costs incurred in purchasing replacement securities.
Money Market Fund Risks.
Money Market Funds are technically securities. The fund managers
attempt to keep the share price constant at $1/share. However, there is no guarantee that the share
price will stay at $1/share. If the share price goes down, you can lose some of or your principal. The
US SEC notes that "While investor losses in money market funds have been rare, they are possible."
In return for this risk, you should earn a greater return on your cash than you would expect from a
Federal Deposit Insurance Corporation ("FDIC") insured savings account (money market funds are
not FDIC insured). Next, money fund rates are variable. In other words, you do not know how much
you will earn on your investment next month. The rate could go up or go down. If it goes up, that
may result in a positive outcome. However, if it goes down and you earn less than you expected to
earn, you may end up needing more cash. A final risk you are taking with money market funds has
to do with inflation. Because money market funds are considered to be safer than other investments
like stocks, long-term average returns on money market funds tends to be less than long term
average returns on riskier investments. Over long periods of time, inflation can eat away at your
returns.
Certificates of Deposit Risks.
CDs are generally the safest type of investments since they are insured
by the federal government up to a certain amount. However, because the returns are generally very
low, it is possible for inflation to outpace the return. Likewise, United States government securities
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are backed by the full faith and credit of the United States government, but it is also possible for the
rate of inflation to exceed the returns.
Equity Market Risks.
We and any Managers will generally invest portions of client assets directly
e.g.
into equity investments, primarily stocks, or into pooled investment funds that invest in the stock
market. As noted above, while pooled investment funds have diversified portfolios that may make
them less risky than investments in individual securities, funds that invest in stocks and other
equity securities are nevertheless subject to the risks of the stock market. These risks include,
without limitation, the risks that stock values will decline due to daily fluctuations in the markets,
, bear markets) due to general market
and that stock values will decline over longer periods (
declines in the stock prices for all companies, regardless of any individual security’s prospects.
Investments in Mutual Funds, ETFs and Other Investment Pools Risks.
As described above, we and any
Managers may invest client portfolios in mutual funds, ETFs and other investment pools (“pooled
investment funds”). Investments in pooled investment funds are generally less risky than investing
in individual securities because of their diversified portfolios; however, these investments are still
subject to risks associated with the markets in which they invest. In addition, pooled investment
funds’ success will be related to the skills of their particular managers and their performance in
managing their funds. Pooled investment funds are also subject to risks due to regulatory
restrictions applicable to registered investment companies under the Investment Company Act of
1940, as amended.
Fixed Income Risks.
We and any Managers may invest portions of client assets directly into fixed
income instruments, such as bonds and notes, or may invest in pooled investment funds that invest
in bonds and notes. While investing in fixed income instruments, either directly or through pooled
investment funds, is generally less volatile than investing in stock (equity) markets, fixed income
investments nevertheless are subject to risks. These risks include, without limitation, interest rate
risks (risks that changes in interest rates will devalue the investments), credit risks (risks of default
by borrowers), or maturity risk (risks that bonds or notes will change value from the time of
issuance to maturity).
Real estate funds (including REITs) Risks.
Real estate investments face several kinds of risk that are
inherent in the real estate sector, which historically has experienced significant fluctuations and
cycles in performance. Revenues and cash flows may be adversely affected by: changes in local real
estate market conditions due to changes in national or local economic conditions or changes in local
property market characteristics; competition from other properties offering the same or similar
services; changes in interest rates and in the state of the debt and equity credit markets; the
ongoing need for capital improvements; changes in real estate tax rates and other operating
expenses; adverse changes in governmental rules and fiscal policies; adverse changes in zoning
laws; the impact of present or future environmental legislation and compliance with environmental
laws.
Annuities Risks.
Annuities are contracts issued by a life insurance company designed to meet
requirement or other long-term goals. An annuity is not a life insurance policy. Variable annuities
are designed to be long-term investments, to meet retirement and other long-range goals. Variable
annuities are not suitable for meeting short-term goals because substantial taxes and insurance
company charges may apply if you withdraw your money early. Variable annuities also involve
investment risks, just as mutual funds do.
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Alternative Investment Vehicles Risks.
From time to time and as appropriate, we and any Managers
may invest a portion of a client’s portfolio in alternative vehicles. The value of client portfolios will
be based in part on the value of alternative investment vehicles in which they are invested, the
success of each of which will depend heavily upon the efforts of their respective managers. When
the investment objectives and strategies of a manager are out of favor in the market or a manager
makes unsuccessful investment decisions, the alternative investment vehicles managed by the
manager may lose money. A client account may lose a substantial percentage of its value if the
investment objectives and strategies of many or most of the alternative investment vehicles in
which it is invested are out of favor at the same time, or many or most of the managers make
unsuccessful investment decisions at the same time.
Structured Products Risks.
We and any Managers may invest portions of client assets into structured
products, which are potentially high-risk derivatives. For example, a structured product may
combine a traditional stock, bond, or commodity with an option or forward contract. Generally, the
principal amount, amount payable upon maturity or redemption, or interest rate of a structured
product is tied to the price of some commodity, currency or securities index or another interest rate
or some other economic factor. The interest rate or the principal amount payable at maturity of a
structured product may be increased or decreased, depending on changes in the value of the
benchmark. Holders of structured products bear risks of the underlying investments, index or
reference obligation and are subject to credit, counterparty, debt, and interest rate risks. Also,
Foreign Securities Risks.
certain structured products may be thinly traded or have a limited trading market.
We and any Managers may invest portions of client assets into pooled
investment funds that invest internationally. While foreign investments are important to the
diversification of client investment portfolios, they carry risks that may be different from U.S.
investments. For example, foreign investments may not be subject to uniform audit, financial
reporting or disclosure standards, practices or requirements comparable to those found in the
United States. Foreign investments are also subject to foreign withholding taxes and the risk of
adverse changes in investment or exchange control regulations. Finally, foreign investments may
involve currency risk, which is the risk that the value of the foreign security will decrease due to
changes in the relative value of the U.S. dollar and the security’s underlying foreign currency.
Hedge Funds Risks.
Hedge funds often engage in leveraging and other speculative investment
practices that may increase the risk of loss; can be highly illiquid; are not required to provide
periodic pricing or valuation information to investors; May involve complex tax structures and
delays in distributing important tax information; are not subject to the same regulatory
requirements as mutual funds; and often charge high fees. In addition, hedge funds may invest in
risky securities and engage in risky strategies.
Private Equity Risks.
Private Equity funds carry certain risks. Capital calls will be made on short
notice, and the failure to meet capital calls can result in significant adverse consequences, including
but not limited to a total loss of investment.
Private Placements Risks.
Private placements carry a substantial risk as they are subject to less
regulation than are publicly offered securities, the market to resell these assets under applicable
securities laws may be illiquid, due to restrictions, and the liquidation may be taken at a substantial
discount to the underlying value or result in the entire loss of the value of such assets.
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Venture Capital Funds Risks.
Venture capital funds invest in start-up companies at an early stage of
development in the interest of generating a return through an eventual realization event; the risk is
high as a result of the uncertainty involved at that stage of development.
Commodities Risks.
Commodities are tangible assets used to manufacture and produce goods or
services. Commodity prices are affected by different risk factors, such as disease, storage capacity,
supply, demand, delivery constraints and weather. Because of those risk factors, even a well
diversified investment in commodities can be uncertain.
Item 9 - Disciplinary Information
In this item, we are required to disclose the facts of any legal or disciplinary events that are material
to a client's evaluation of our advisory business or the integrity of our management. We do not have
any required disclosures under this item.
Item 10 - Other Financial Industry Activities and Affiliations
Kovack Securities, Inc.
Certain representatives of our firm who provide investment advice to clients are also registered
representatives of Kovack Securities, Inc. (“Kovack”), a registered broker-dealer and member of
FINRA and SIPC. Advisory personnel of the firm, acting in their capacity as registered
representatives of Kovack, implement securities transactions on a commission basis through
Kovack. In these instances, the advisory personnel will receive commission-based compensation in
connection with the purchase and sale of securities, as well as a share of any ongoing distribution or
service (trail) fees, including 12b-1 fees for the sale of investment company products.
Compensation earned by the advisory person in his or her capacity as a registered representative is
separate from and in addition to our advisory fee charged on client assets held in advisory accounts.
The receipt of this compensation by an advisory person presents a conflict of interest, as an
advisory person who is a registered representative has an incentive to effect securities transactions
for the purpose of generating commissions and 12b-1 fees rather than solely based on client needs.
Moreover, clients may be able to obtain these products less expensively through sources other than
Kovack that do not generate compensation for the advisory person. We address this conflict
through disclosure and additionally notes that the Firm does not charge advisory fees on assets
where the Firm’s advisory personnel, acting in their capacity as registered representatives, receive
brokerage compensation. In other words, we do not allow our advisory personnel to receive
commissions on transactions placed in accounts for which we serve as portfolio manager; they are
permitted to receive commissions only on transactions placed in non-advised brokerage accounts
held at Kovack.
Further, as a result of this relationship, Kovack has access to certain confidential information (e.g.,
financial information, investment objectives, transactions and holdings) about clients, even if the
client does not establish an account through Kovack. If you would like a copy of the Kovack privacy
policy, please contact our Chief Compliance Officer as described on the cover page of this Brochure.
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Insurance
All of our registered investment adviser representatives are also licensed to sell insurance products.
They receive commissions on the sale of these products. This presents a conflict of interest, as they
have a financial incentive to recommend insurance products for the purpose of generating
commissions rather than solely based on client needs. We address this conflict by maintaining
policies and procedures requiring our representatives to make these recommendations only in the
client's best interest.
Clients are under no obligation to purchase securities products through Kovack or to purchase
securities or insurance through our advisory personnel. Clients may choose brokers or agents not
affiliated with Live Oak Investment Partners or Kovack, and in some cases, could purchase products
directly from other sources without paying commissions or other brokerage compensation.
Item 11 - Code of Ethics, Participation or Interest in Client Transactions
and Personal Trading
We have adopted a Code of Ethics that 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 we believe are 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.
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.
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
these cases because we have the ability to trade ahead of you and potentially receive more
favorable prices than you will receive. To mitigate this conflict of interest, it is our policy that
neither our firm nor persons associated with our firm shall have priority over client accounts in the
purchase or sale of securities. Clients or prospective clients may obtain a copy of our Code of Ethics
by contacting us at the telephone on the cover page of this Brochure.
Item 12 - Brokerage Practices
We recommend the brokerage and custodial services of Fidelity which is a securities broker-dealer
and a member of the Financial Industry Regulatory Authority (FINRA) and the Securities Investor
Protection Corporation (SIPC). We believe that the recommended custodian provides quality
execution services for you at competitive prices. Price is not the sole factor we consider in
evaluating best execution. We also consider the quality of the brokerage services provided by the
custodian, including the value of the custodian's reputation, execution capabilities, commission
rates, and responsiveness to our clients and our firm. In recognition of the value of the services the
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custodian provides, you may pay higher commissions and/or trading costs than those that may be
available elsewhere.
Research and Other Soft Dollar Benefits
In selecting or recommending a broker-dealer, we will consider the value of research and additional
brokerage products and services a broker-dealer has provided or will provide to our clients and our
firm. Receipt of these additional brokerage products and services are considered to have been paid
for with "soft dollars." Because such services could be considered to provide a benefit to our firm,
we have a conflict of interest in directing your brokerage business. We could receive benefits by
selecting a particular broker-dealer to execute your transactions, and the transaction compensation
charged by that broker-dealer might not be the lowest compensation we might otherwise be able to
negotiate.
Products and services that we may receive from broker-dealers may consist of research data and
analyses, financial publications, recommendations, or other information about particular
companies and industries (through research reports and otherwise), and other products or services
(e.g., software and data bases) that provide lawful and appropriate assistance to our firm in the
performance of our investment decision-making responsibilities. Consistent with applicable rules,
brokerage products and services consist primarily of computer services and software that permit
our firm to effect securities transactions and perform functions incidental to transaction execution.
We use such products and services in our general investment decision making, not just for those
accounts for which commissions may be considered to have been used to pay for the products or
services.
The test for determining whether a service, product or benefit obtained from or at the expense of a
broker constitutes "research" under this definition is whether the service, product, or benefit
assists our firm in investment decision-making for discretionary client accounts. Services, products,
or benefits that do not assist in investment decision-making for discretionary client accounts do not
qualify as "research." Also, services, products or benefits that are used in part for investment
decision-making for discretionary client accounts and in part for other purposes (such as
accounting, corporate administration, recordkeeping, performance attribution analysis, client
reporting, or investment decision-making for the firm's own investment accounts) constitute
"research" only to the extent that they are used in investment decision-making for discretionary
client accounts.
Before placing orders with a particular broker-dealer, we determine that the commissions to be
paid are reasonable in relation to the value of all the brokerage and research products and services
provided by that broker-dealer. In some cases, the commissions charged by a particular broker for a
particular transaction or set of transactions may be greater than the amounts charged by another
broker-dealer that did not provide research services or products.
We do not exclude a broker-dealer from receiving business simply because the broker-dealer does
not provide our firm with soft dollar research products and services. However, we may not be
willing to pay the same commission to such broker-dealer as we would have paid had the broker
dealer provided such products and services.
The products and services we receive from broker-dealers will generally be used in servicing all of
our clients' accounts. Our use of these products and services will not be limited to the accounts that
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paid commissions to the broker-dealer for such products and services. In addition, we may not
allocate soft dollar benefits to your accounts proportionately to the soft dollar credits the accounts
generate. As part of our fiduciary duties to you, we always endeavor to put your interests first. You
should be aware that the receipt of economic benefits by our firm is considered to create a conflict
of interest.
We have instituted certain procedures governing soft dollar relationships including preparation of a
brokerage allocation budget, mandated reporting of soft dollar irregularities, annual evaluation of
soft dollar relationships, and an annual review of our brochure to ensure adequate disclosures of
conflicts of interest regarding our soft dollar relationships.
Economic Benefits
As a registered investment adviser, we have access to the institutional platform of your account
custodian. As such, we will also have access to research products and services from your account
custodian and/or other brokerage firm. 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 institutional services platforms of these firms and are not
considered to be paid for with soft dollars. However, you should be aware that the commissions
charged by a particular broker 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.
Brokerage for Client Referrals
We do not receive client referrals from broker-dealers in exchange for cash or other compensation,
such as brokerage services or research.
Directed Brokerage
In limited circumstances, at our discretion, we will allow clients to instruct our firm to use one or
more particular brokers for the transactions in their accounts. If you choose to direct our firm to
use a particular broker, you should understand that this will prevent our firm from aggregating
trades with other client accounts or from effectively negotiating brokerage commissions on your
behalf. This practice also could prevent our firm from obtaining the most favorable net price and
execution. Thus, when directing brokerage business, you should consider whether the commission
expenses, execution, clearance, and settlement capabilities that you will obtain through your broker
are adequately favorable in comparison to those that we would otherwise obtain for you.
Block Trades
We combine multiple orders for shares of the same securities purchased for discretionary 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.
Generally, participating accounts will pay a fixed transaction cost regardless of the number of
shares transacted. In certain cases, each participating account pays an average price per share for
all transactions and pays a proportionate share of all transaction costs on any given day. In the
event an order is only partially filled, the shares will be allocated to participating accounts in a fair
and equitable manner, typically in proportion to the size of each client's order. Accounts owned by
our firm or persons associated with our firm may participate in block trading with your accounts;
however, they will not be given preferential treatment.
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We do not block trade for non-discretionary accounts. Accordingly, non-discretionary accounts may
pay different costs than discretionary accounts pay. If you enter into non-discretionary
arrangements with our firm, we may not be able to buy and sell the same quantities of securities for
you and you may pay higher commissions, fees, and/or transaction costs than clients who enter into
discretionary arrangements with our firm.
Item 13 - Review of Accounts
e.g.
, marriage, divorce, retirement,
Managed portfolios are reviewed at least annually, but may be reviewed more often if requested by
the client, upon receipt of information material to the management of the portfolio, or at any time
such review is deemed necessary or advisable by us. These factors may include, but are not limited
to, the following: change in general client circumstances (
termination of employment, physical move, inheritance); contributions and withdrawals; year-end
tax planning; or economic, political or market conditions.
Our Compliance Officer is responsible for reviewing all accounts. Account custodians are
responsible for providing monthly or quarterly account statements which reflect the positions (and
current pricing) in each account as well as transactions in each account, including fees paid from an
account. Account custodians also provide prompt confirmation of all trading activity, and year-end
tax statements, such as 1099 forms. We will provide additional written reports as needed or
requested by the client. Clients should carefully compare the statements/reports that they receive
from us against the statements that they receive from their account custodian(s). The custodian
statements are the official record of the client’s account.
Item 14 - Client Referrals and Other Compensation
Fees and Compensation
Persons providing investment advice on behalf of our firm are licensed insurance agents and
registered representatives of another broker-dealer. For information on the conflicts of interest this
presents, and how we address these conflicts, refer to the
section, above.
We do not receive any compensation from any third party in connection with providing investment
Brokerage Practices
advice to you nor do we compensate any individual or firm for client referrals. Refer to the
section (Item 12) above for disclosures on research and other benefits we
receive from Fidelity.
Item 15 - Custody
We do not serve as the custodian of client assets, but we are deemed to have constructive custody of
client assets because clients authorize us to debit advisory fees directly from their accounts. Each
client's assets are maintained at a bank, broker-dealer or other qualified custodian. The qualified
custodian sends account statements to clients at least quarterly. Clients should carefully review
those statements. If a client ever receives any report or statement from us, the client is urged to
compare the account statements from the qualified custodian with those they receive from us.
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Item 16 - Investment Discretion
We accept discretionary authority to manage securities accounts on behalf of clients. This means
that you may grant our firm discretion over the selection and amount of securities to be purchased
or sold for your account(s); we will not have to obtain your consent or approval prior to each
transaction. Before assuming discretionary authority for your account, you must sign an agreement
that contains a power of attorney and, depending on the custodian, you may also have to execute
other forms to memorialize this grant of discretionary authority.
Advisory Business section
(Item 4) in this brochure for more
You may specify investment objectives, guidelines, and/or impose reasonable restrictions
,conditions or investment parameters for your account(s). For example, you may specify that the
investment in any particular stock or industry should not exceed specified percentages of the value
of the portfolio and/or restrictions or prohibitions of transactions in the securities of a specific
industry or security. Refer to the
information on our discretionary management services.
Item 17 - Voting Client Securities
We do not have and will not accept authority to vote client securities unless required by law to do
so. At your request, we may offer you advice regarding corporate actions and the exercise of your
proxy voting rights, but you will remain responsible for exercising your right to vote as a
shareholder.
In most cases, you will receive proxy materials directly from the account custodian. If we receive
any written or electronic proxy materials, we will forward them directly to you by mail, unless you
have authorized our firm to contact you by electronic mail, in which case, we will forward any
electronic solicitations to vote proxies.
Item 18 - Financial Information
In this Item we are required to disclose financial information under certain circumstances. We have
no disclosures with respect to this Item.
We have not filed a bankruptcy petition at any time in the past ten years.
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