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Brochure
Main Office
3435 Wilshire Blvd, #1100
Los Angeles, CA 90010
Tel: (213) 365-6773
Fax: (800) 466-9603
Form ADV Part 2A
February 11, 2025
www.mainstreamcapital.com
This brochure provides information about the qualifications and business practices of Mainstream Capital
Management LLC (“Mainstream Capital”, “we”, “our”, or “us”) (CRD Number 297145). If you have any questions
about the contents of this brochure, please contact us at (213) 365-6773. 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. Registration does not imply a certain level of skill or training.
Additional information about Mainstream Capital Management LLC also is available on the SEC’s website at
www.adviserinfo.sec.gov.
Item 2 Material Changes
There have not been any material changes to this brochure, since its last amendment on April 7, 2024.
(The rest of this page is intentionally left blank)
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Item 3 Table of Contents
ITEM 2 MATERIAL CHANGES ........................................................................................................................................................... 2
ITEM 3 TABLE OF CONTENTS .......................................................................................................................................................... 3
ITEM 4 ADVISORY BUSINESS ........................................................................................................................................................... 5
A. ORGANIZATION .................................................................................................................................................................................. 5
B. ADVISORY SERVICES ............................................................................................................................................................................ 5
C.
SPECIFIC CLIENT NEEDS AND RESTRICTIONS.............................................................................................................................................. 6
D. WRAP FEE PROGRAMS ........................................................................................................................................................................ 6
E.
ASSETS UNDER MANAGEMENT ............................................................................................................................................................. 6
ITEM 5
FEES AND COMPENSATION ................................................................................................................................................. 6
A.
FEE SCHEDULES.................................................................................................................................................................................. 6
B.
FEE DEDUCTION ................................................................................................................................................................................. 6
C. OTHER EXPENSES ............................................................................................................................................................................... 7
D. ADVANCE PAYMENT OF FEES ................................................................................................................................................................ 7
E. OUTSIDE COMPENSATION .................................................................................................................................................................... 7
ITEM 6 PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT ......................................................................................... 7
ITEM 7 TYPES OF CLIENTS ............................................................................................................................................................... 7
ITEM 8 METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF LOSS ............................................................................. 7
A. ANALYSIS AND STRATEGIES ................................................................................................................................................................... 7
B. MATERIAL RISKS ................................................................................................................................................................................ 8
ITEM 9 DISCIPLINARY INFORMATION ............................................................................................................................................. 9
ITEM 10 OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ............................................................................................ 9
A.
BROKER-DEALER ACTIVITIES ................................................................................................................................................................. 9
B.
FUTURES ACTIVITIES............................................................................................................................................................................ 9
C. OTHER AFFILIATIONS ......................................................................................................................................................................... 10
D.
SUB-ADVISERS ................................................................................................................................................................................. 10
ITEM 11 CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING ............................ 10
A.
B.
C.
CODE OF ETHICS .............................................................................................................................................................................. 10
COMMONLY-OWNED SECURITIES ......................................................................................................................................................... 10
TIMING OF COMPANY AND PERSONAL TRADES ....................................................................................................................................... 10
ITEM 12 BROKERAGE PRACTICES .................................................................................................................................................. 10
SELECTION OF BROKERS FOR CLIENT TRANSACTIONS ......................................................................................................................................... 10
HOW WE SELECT BROKERS/CUSTODIANS ...................................................................................................................................................... 11
CLIENT BROKERAGE AND CUSTODY COSTS ...................................................................................................................................................... 11
PRODUCTS AND SERVICES AVAILABLE TO US FROM TD AMERITRADE INSTITUTIONAL ............................................................................................... 11
SERVICES THAT BENEFIT OUR CLIENTS ........................................................................................................................................................... 11
SERVICES THAT MAY NOT DIRECTLY BENEFIT OUR CLIENTS ............................................................................................................................... 11
SERVICES THAT GENERALLY BENEFIT ONLY US ................................................................................................................................................ 12
OUR INTEREST IN CUSTODIAL SERVICES .......................................................................................................................................................... 12
AGGREGATION OF CLIENT ORDERS ............................................................................................................................................................... 12
ITEM 13 REVIEW OF ACCOUNTS ................................................................................................................................................... 12
A.
B.
C.
PERIODIC REVIEWS ........................................................................................................................................................................... 12
TRIGGERED REVIEWS......................................................................................................................................................................... 12
CLIENT REPORTING ........................................................................................................................................................................... 12
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ITEM 14 CLIENT REFERRALS AND OTHER COMPENSATION ............................................................................................................ 12
A.
B.
COMPENSATION FROM THIRD PARTIES ................................................................................................................................................. 12
PAYMENTS FOR CLIENT REFERRALS ...................................................................................................................................................... 13
ITEM 15 CUSTODY ........................................................................................................................................................................ 13
ITEM 16
INVESTMENT DISCRETION ............................................................................................................................................... 13
ITEM 17 VOTING CLIENT SECURITIES ............................................................................................................................................ 13
ITEM 18
FINANCIAL INFORMATION .............................................................................................................................................. 14
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Item 4 Advisory Business
A. Organization
We have been in business since 2018. Our two partners are Dixon Karmindro, Managing Partner/Principal/Chief
Compliance Officer and Kyongjin “Jin” Lee, Partner.
B. Advisory Services
We are a full-service wealth management firm that provides comprehensive financial planning services and
manages clients’ investment portfolios across a variety of model and customized strategies.
Portfolio Management
Mainstream Capital manages clients’ securities portfolios on a discretionary basis. Although not an all-
encompassing list, we typically manage the following types of assets:
Equity securities, including stocks and foreign securities listed on US exchanges (ADRs) or foreign exchanges
(ordinaries)
Fixed income securities, including corporate and government bonds, securities with equity and debt
characteristics, including convertible bonds, preferred stocks or other preferred securities
Private investments
Municipal securities
Mutual funds and exchange traded funds (ETFs)
Closed-end funds
U.S. government securities
Money market funds and cash
Real estate investment trusts (REIT)
Master limited partnerships (MLPs)
Financial Planning
Financial planning may include advice that addresses one or more areas of a client's financial situation, such as
estate planning, risk management, budgeting and cash flow controls, retirement planning, education funding, and
investment portfolio design. Depending on a client’s particular situation, financial planning will generally include
some or all of the following, as applicable:
Preparation of an annual net worth statement
Review current investments and make recommendations
Review client’s most recent tax returns and provide tax planning advice or tax preparation services
Review client’s life insurance and disability insurance and make recommendations
Review client’s estate plan and make recommendations
Provide education planning advice
Create a cash flow statement
Complete a retirement analysis
Once financial planning advice is given, the client may choose to have Mainstream Capital 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 Mainstream Capital under a financial planning
engagement.
Combined Services
Mainstream Capital offers to provide combined financial planning and investment management services, which
may generally include some of the same described items under Financial Planning above, and also the
discretionary investment services described under Portfolio Management applied towards the client’s plan for one
combined assets under management fee.
All services are covered by an advisory or financial planning agreement. When a copy of this Brochure is not
provided to a client at least 48 hours prior to signing an agreement for services, the client has five (5) business
days in which to cancel the agreement without penalty.
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C. Specific Client Needs and Restrictions
We provide customized portfolio management services to our clients. If you have particular investment
restrictions that you would like us to adhere to, we will generally accept the assignment (subject to minimum
account values) as long as the restrictions do not hinder our ability to properly manage the account to the
applicable strategy.
D. Wrap Fee Programs
We do not participate in wrap fee programs.
E. Assets Under Management
As of December 31, 2024, our assets under management totaled $209,945,513. All of the disclosed assets are
discretionary assets under management.
Item 5
Fees and Compensation
A. Fee Schedules
For Portfolio Management services (i.e. discretionary investment management services), our management fee is a
percentage of assets under management and will fluctuate as reflected in the fee grid below. The value of
investments will be calculated based upon the price of assets as of the last market day of the calendar quarter.
The fee will be calculated in the month following the calendar quarter and due in advance of services being
provided. For combined services our fee is also a percentage of assets under management and calculated the
same way as it is for Portfolio Management services. Each client’s fee, once a certain level of assets is achieved is
negotiated on a case-by-case basis and may depend on the characteristics of the account, the relationship with the
client, and other variable factors. There is a pro rata fee period upon the initiation of an advisory agreement and
the funding of an account where fees will be collected for the interim period between the funding and the next
calendar quarter.
Value of Assets Under Management
Annual Fee
$1,000,000
1.50%
Less than
$2,000,000
1.00%
Next
$2,000,000
0.75%
Next
$5,000,000
Negotiated
Over
For financial planning services, we charge a flat fee. Each client’s fee is negotiated on a case-by-case basis and
may depend on the characteristics of the account/plan, the relationship with the client, and other variable factors.
Fixed fees can generally range from $1,000 to $5,000. Generally, an estimate of time, in hours, associated with
conducting the service will be applied to an expected hourly rate of $300, but then fixed for the service. Clients
will be invoiced for the financial planning services 50% on engagement and 50% on completion, and payment may
be made by check or wire transfer.
Lower fees for comparable Portfolio Management or Financial Planning services may be available from other
sources.
B. Fee Deduction
Our management fee is charged in advance on a quarterly basis, unless otherwise requested by a particular client.
The fee schedule, manner in which the fee is calculated, billing method and when fees are due will be detailed in
your advisory agreement. Fees will be deducted from the client’s account, of their choosing, however, the client
may also request that fees be invoiced. Fees of more than $500 will not be charged more than six months in
advance.
Fees for partial periods, either upon opening an account or terminating services, will be prorated based on the
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number of days that services will be or were provided.
As part of the fee deduction/billing process, Mainstream Capital will send the client a written invoice, including the
fee, the formula used to calculate the fee, the fee calculation itself, the time period covered by the fee, and the
amount of assets under management on which the fee was based, as applicable. The custodian(s) holding the
assets upon which the fee was based, if applicable, will be included on the invoice. Mainstream Capital will send
the invoice to the client concurrent with the request for payment or actual payment of the fees. Mainstream
Capital urges the clients to compare this information with the fees listed in the account statement from which any
fees were paid.
C. Other Expenses
Brokerage commissions or mark-ups/mark-downs charged by the executing broker-dealers are built in to the net
cost (or proceeds) of each trade. We will not receive any portion of those commissions or fees. In addition, you
may incur charges imposed by third parties other than us in connection with investments made through the
account, including but not limited to, custodial fees, mutual fund fees, and exchange-traded fund (“ETF”)
management fees.
D. Advance Payment of Fees
Any management fees collected in advance will be promptly refunded to you (on a pro rata basis) upon termination
of our relationship.
E. Outside Compensation
There is no outside compensation to the firm or its advisers.
Item 6
Performance-Based Fees and Side-By-Side Management
We do not charge performance-based fees in which we receive a share of the capital gains on your assets.
Item 7 Types of Clients
We manage assets for high net worth individuals, businesses, and corporations and other businesses. We do not
currently have any minimum requirements for opening or maintaining an account.
Item 8 Methods of Analysis, Investment Strategies, and Risk of Loss
Investing in securities involves the risk of loss of your investment. You should be prepared to bear that risk.
A. Analysis and Strategies
Mainstream Capital utilizes a number of different investment strategies to meet client needs, ranging from value
to growth. Mainstream Capital generally focuses upon risk adjusted returns in an effort to optimize the potential
return profile of the client accounts. In order to meet client goals, we will invest across multiple asset classes,
investment styles, market capitalizations, sectors, and regions to provide diversification. However, client accounts
may be concentrated at times and the portfolio composition will vary according to the current views and market
outlook determinations of our advisors.
Security Selection
Mainstream Capital uses fundamental analysis in the selection of individual equity and fixed income securities.
Fundamental analysis typically involves analysis of corporate financial statements, management presentations,
specialized research publications, and general news sources. Additionally, Mainstream Capital may use specific
strategies or resources in the method of analysis and selection of equity and fixed income securities. We also use
prospectuses and other relevant information from bond underwriters to help in analysis and selection of fixed
income securities. Regarding fixed income investments, Mainstream Capital considers the financial strength of the
issuer, call provisions, liquidity factors, and bond insurance in selecting bonds for purchase.
Tactical Asset Allocation
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Mainstream Capital may use tactical asset allocation strategies in the management of client accounts. Tactical
asset allocation is an active management portfolio strategy that re-balances the percentage of assets held in
various asset categories in an effort to take advantage of market pricing anomalies or strong market sectors. This
strategy provides an opportunity for Mainstream Capital to generate alpha by taking advantage of certain
situations in the marketplace. There is no guarantee that this strategy will be successful and we make no
promises or warranties as to the accuracy of our market analysis.
Inverse/Enhanced Market
Mainstream Capital may also use leveraged long and short mutual funds and/or exchange traded funds that are
designed to perform in either an:
1.
Inverse relationship to certain market indices (at a rate of one or more times the inverse [opposite] result of
the corresponding index) as an investment strategy and/or for the purpose of hedging against downside
market risk; or
2. Enhanced relationship to certain market indices (at a rate of one or more times the actual result of the
corresponding index) as an investment strategy and/or in an effort to increase gains in an advancing market.
Absolute Return
Mainstream Capital may deploy an absolute return strategy using long equity positions offset by short equity
positions in an effort to produce positive returns regardless of capital market fluctuations. The investment
philosophy is value oriented with a more concentrated portfolio construction and intermediate term investment
horizon (18-24 months on average).
B. Material Risks
While not an all-inclusive list, we believe that the following risks that are normally associated with investments are
the most relevant within our strategies:
Security Selection and Tactical Asset Allocation
Interest Rate Risk - If interest rates rise, bond prices decline. The longer a bond’s maturity, the greater the impact
a change in interest rates can have on its prices. If a bond is not held until maturity there may be a gain or loss
when the bond is sold.
Credit Risk - Bonds carry the risk of default. Companies or individuals may be unable to make the required
principal and interest payments on their debt obligations. Historically, corporate bonds carry a greater credit risk
than U.S. Treasuries.
Inflation Risk - There is a possibility that the value of assets or income will decrease as inflation shrinks the
purchasing power of a currency.
Call, Prepayment and Extension Risk - Some fixed income securities can be called or paid before their maturity
date. An unexpected decline in interest rates could cause these securities to be paid off early. This would cause a
loss of income in the portfolio and would usually force us to reinvest in lower-yielding securities.
Reinvestment Risk - Interest or dividends earned from an investment may not be able to be reinvested in such a
way that they earn the same rate of return as the invested funds that generated them.
Foreign Investment Risk - A security’s value may be hurt by changes in foreign political or social conditions,
including changes in policies restricting foreign investments, taxation, nationalization, etc.
Management Risk - Performance could be hurt if we improperly execute the portfolios’ strategies or make poor
strategic decisions.
Growth Style Investment Risk - A growth style strategy attempts to identify companies which experience relatively
rapid earnings growth and typically trade at higher multiples of current earnings than other securities. Growth
securities are often more sensitive to market fluctuations than other securities because their market prices are
highly sensitive to future earnings expectations. At times when it appears that these expectations may not be met,
growth stock prices typically fall.
Value Style Investment Risk - The value style strategy looks for stocks that are comparatively low-priced, but where
the price doesn't accurately reflect the company's potential and current assets. A value strategy bets that the
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company's stock will rise again to reflect its true value. The risk is that such securities may not increase in value as
anticipated and in certain markets may underperform growth stocks.
Short Selling Risk - Borrowing a security and selling that security (short selling) with the intent of repurchasing the
same in a future period at a lower price is inherently riskier than purchasing a stock for ownership (long) given the
potential for asymmetric returns (a stock price can only go as low as zero but has theoretically no limit to the
upside). Short selling is used only within the Absolute Return strategy and is deployed as a hedge against
exposure on the long side. Mainstream Capital does not deploy un-hedged short positions (short exposure not
offset by long exposure).
Commodity Risk - The risk associated with the uncertainties of future market values and of the size of the future
income, caused by the fluctuation in the prices of commodities.
Currency Risk - The risk that an investment's value will be affected by changes in exchange rates. For example, if
money must be converted into a different currency to make a certain investment, changes in the value of the
currency relative to the U.S. dollar will affect the total loss or gain on the investment when the money is converted
back. This risk can affect a U.S. individual’s investor’s international investments.
Inverse/Enhanced Market
Management Risk - Performance could be hurt if we improperly execute the portfolios’ strategies or make poor
strategic decisions.
High Expense ratio – Since inverse ETFs or mutual funds are actively managed funds, they tend to have relatively
high expense ratios.
Reinvestment/Price Risk – Inverse ETFs and mutual funds have daily rebalancing so over longer terms tend to
underperform as opposed to simply shorting a stock or index fund.
Leverage Risk - Leverage is an investment strategy of using borrowed money — specifically, the use of various
financial instruments or borrowed capital — to increase the potential return of an investment, but if the price
moves against the position the cost of the leverage exacerbates the losses.
Absolute Return
Management Risk - Performance could be hurt if we improperly execute the portfolios’ strategies or make poor
strategic decisions.
Value Style Investment Risk - The value style strategy looks for stocks that are comparatively low-priced, but where
the price doesn't accurately reflect the company's potential and current assets. A value strategy bets that the
company's stock will rise again to reflect its true value. The risk is that such securities may not increase in value as
anticipated and in certain markets may underperform growth stocks.
Short Selling Risk - Borrowing a security and selling that security (short selling) with the intent of repurchasing the
same in a future period at a lower price is inherently riskier than purchasing a stock for ownership (long) given the
potential for asymmetric returns (a stock price can only go as low as zero but has theoretically no limit to the
upside). Short selling is used only within the Absolute Return strategy and is deployed as a hedge against
exposure on the long side. Mainstream Capital does not deploy un-hedged short positions (short exposure not
offset by long exposure).
Item 9 Disciplinary Information
There are no disciplinary (i.e., criminal, civil, regulatory, etc.) matters involving us or our employees.
Item 10 Other Financial Industry Activities and Affiliations
A. Broker-Dealer Activities
We do not have a broker-dealer affiliate. We do not have any employees registered with broker-dealers.
B. Futures Activities
We do not have an affiliate that has a futures-related registration.
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C. Other Affiliations
Mainstream Capital allows its related persons to have license appointments with insurance companies. These are
not affiliated companies, but there are relationships and agreements in place that would describe services and
compensation for such, which can cause conflicts of interest. Compensation received by employees from these
services is used to adjust the fees charged to the Clients in the Assets Under Management fee calculation,
decreasing the fee owed by the amounts received and thereby removing any incentive for sales of products in
order to receive greater personal income. Insurance products will not be offered to clients unless the person(s)
making the offer is appropriately licensed to sell insurance products in the applicable jurisdiction.
D. Sub-Advisers
We do not have any arrangements whereby we are compensated by a sub-adviser.
Item 11 Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading
A. Code of Ethics
We have adopted a Code of Ethics applicable to all of our employees. Upon employment and annually thereafter,
all employees must read the Code of Ethics and sign an acknowledgment that they understand and agree to
comply with its provisions. The Code of Ethics requires our employees to place our clients’ interests first at all
times and states that we owe an undivided duty of loyalty to our clients. You may obtain a complete copy of our
Code of Ethics upon request.
B. Commonly-owned Securities
Our employees may buy or sell securities for their personal account(s) that are owned in our clients’ accounts.
Since this represents a potential conflict of interest, our policy is that no employees shall prefer his or her own
interest to that of the client. Mainstream Capital does not manage “proprietary” investment accounts – i.e.
accounts that are funded by our own money and are intended to create profits for us. Mainstream Capital also
does not manage or recommend the purchase of any private investments whereby either Mainstream Capital or its
related persons have material financial interests. Accordingly, Mainstream Capital in the ordinary course of its
work does not compete with clients in the market for securities. Similarly, Mainstream Capital does not use its
own money to trade as a counterparty with client accounts.
C. Timing of Company and Personal Trades
We have adopted policies and procedures covering employee securities trading. Employees must receive approval
before trading in certain securities. In order to prevent employees from personally benefiting from investment
recommendations which are under consideration for, or which have been made for our clients, approval will not be
granted if the security is currently under consideration or a trade is pending.
Item 12
Brokerage Practices
Selection of Brokers for Client Transactions
Clients must maintain assets in account(s) at a “qualified custodian,” generally a broker-dealer or bank. We require
that our clients use the custodians with which Mainstream Capital has custodial relationships – Charles Schwab &
Co., and Raymond James & Associates, Inc. (Member NYSE/SIPC) (the “Custodians”). Raymond James & Associates,
Inc. (“Raymond James”), is a subsidiary of Raymond James Financial, Inc.(BrokerCheck) Mainstream Capital is not
affiliated with either Charles Schwab or Raymond James.
The Custodians will hold client assets in a brokerage account(s) and buy and sell securities when we instruct them
to. While we require that clients use Charles Schwab or Raymond James as custodian/broker, the client must
decide whether to do so and open accounts with the appropriate custodian by entering into account agreements
directly with them. We do not open accounts for clients, although we generally assist them in doing so. Not all
firms require their clients to use a particular broker-dealer or other custodian selected by the advisor. Even
though
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clients maintain account(s) at the Custodians, we can still use other brokers to execute trades for client accounts
(see Client Brokerage and Custody Costs, below).
How We Select Brokers/Custodians
We seek to recommend a custodian/broker who will hold client assets and execute transactions on terms that are,
overall, most advantageous when compared to other available providers and their services. We consider a wide
range of factors, including, among others:
Combination of transaction execution services and asset custody services (generally without a separate fee
for custody)
Capability to execute, clear, and settle trades (buy and sell securities for client accounts)
Capability to facilitate transfers and payments to and from accounts (wire transfers, check requests, bill
payment, etc.)
Breadth of available investment products (stocks, bonds, mutual funds, exchange-traded funds [ETFs],
etc.)
Availability of investment research and tools that assist us in making investment decisions
Quality of services
Competitiveness of the price of those services (commission rates, other fees, etc.) and willingness to
negotiate the prices
Reputation, financial strength, and stability
Prior service to Mainstream Capital and our other clients
Availability of other products and services that benefit us, as discussed below
Client Brokerage and Custody Costs
For our clients’ account(s), the Custodians generally do not charge separately for custody services. However, the
Custodians receive compensation by charging commissions or other fees on trades that they execute or that settle
into clients’ accounts. In addition to commissions, the Custodians charge a flat dollar amount as a “prime broker”
or “trade away” fee for each trade that we have executed by a different broker-dealer but where the securities
bought or the funds from the securities sold are deposited (settled) into a client’s account. These fees are in
addition to the commissions or other compensation the client pays the executing broker-dealer. Because of this,
in order to minimize trading costs, we have the Custodians execute trades for client accounts. We have
determined that having the Custodians execute most trades is consistent with our duty to seek “best execution” of
client trades. Best execution means the most favorable terms for a transaction based on all relevant factors,
including those listed above.
Products and Services Available to Us
The Custodians provide us and our clients with access to their institutional brokerage, trading, custody, reporting,
and related services, many of which are not typically available to retail customers. They also make available
various support services. Some of those services help us manage or administer our clients’ accounts; others help
us manage and grow our business. The Custodian’s support services generally are available on an unsolicited
basis (we do not have to request them) and at no charge to us.
Services That Benefit Our Clients
The Custodian’s institutional brokerage services include access to a broad range of investment products,
execution of securities transactions, and custody of client assets. The investment products available through the
Custodians include some to which we might not otherwise have access or that would require a significantly higher
minimum initial investment by our clients. The Custodian’s services described in this paragraph generally benefit
our clients and their accounts.
Services That May Not Directly Benefit Our Clients
The Custodians also make available to us other products and services that benefit us but may not directly benefit
our clients or their accounts. These products and services assist us in managing and administering our clients’
accounts. They include investment research from third parties. We may use this research to service all or a
substantial number of our clients’ accounts. In addition to investment research, the Custodian’s also make
available software and other technology that:
Provides access to client account data (such as duplicate trade confirmations and account statements)
Facilitates trade execution and allocate aggregated trade orders for multiple client accounts
Provides pricing and other market data
Facilitates payment of our fees from our clients’ accounts
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Assists with back-office functions, recordkeeping, and client reporting
Services That Generally Benefit Only Us
The Custodians also offer other services intended to help us manage and further develop our business enterprise.
These services include:
Educational conferences and events
Publications and conferences on practice management and business succession
Access to employee benefits providers, human capital consultants, and insurance providers
The Custodians may provide some of these services itself. In other cases, it will arrange for third-party vendors to
provide the services to us. They may also discount or waive its fees for some of these services or pay all or a part
of a third party’s fees. Lastly, they may also provide us with other benefits, such as occasional business
entertainment of our personnel.
Our Interest in Custodial Services
The availability of these services from benefits us because we do not have to produce or purchase them. These
services are not contingent upon us committing any specific amount of business to custodians in trading
commissions. We believe that our selection of custodians and broker is in the best interests of our clients.
Mainstream Capital primarily supports our selection of custodians by the scope, quality, and price of their services
and not their services that benefit only us.
Aggregation of Client Orders
When possible and in our clients’ best interest, we aggregate orders for the purchase or sale of the same security
across multiple client accounts. When a block trade is filled in its entirety, each participating client account will
participate at the average share price, and the transaction costs shall be shared pro rata based on each client's
participation in the order. When the aggregate order size is greater than volume permits, which results in a partial
execution for any given day, we allocate those securities in proportion to each account.
Item 13 Review of Accounts
A. Periodic Reviews
Dixon Karmindro, Principal/CCO, reviews accounts for performance and conformity to the relevant strategy on a
regular basis (not less frequently than on a quarterly basis).
B. Triggered Reviews
Mr. Karmindro reviews accounts for performance and conformity to the relevant strategy on a quarterly basis.
Reviews may be triggered by material market, economic or political events, or by changes in client's financial
situations (such as retirement, termination of employment, physical move, or inheritance).Triggering factors could
also be the performance on an individual account being an outlier to the performance of accounts with similar
investment objectives, and a very important trigger would be customer complaints. This last trigger would be a
prime example of a trigger for an intermittent review of a client account.
C. Client Reporting
Account and performance reports are written and provided to clients on a quarterly basis. More frequent reports
are provided upon request.
Investors in commingled funds or other types of private securities will receive periodic reports, including annual
audit reports, in line with what is described in the relevant fund’s offering documents.
Item 14 Client Referrals and Other Compensation
A. Compensation from Third Parties
Notwithstanding our arrangement with the Custodians (as described above), we do not receive compensation or
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other economic benefits from third parties in connection with the services we provide to our clients.
B. Payments for Client Referrals
We may accept client referrals from a number of individuals referred to as "Solicitors." All Solicitors are required to
enter into a written agreement with us that requires the Solicitor to deliver our ADV Part 2A and a separate
disclosure document relating to the Solicitor's relationship with us to each potential client. Payments to Solicitors
are generally in the form of a percentage of the investment management fee that we receive. A client referred to
us by a Solicitor will not pay a higher investment management fee as a result of the referral, unless specifically
stated otherwise in the Solicitor’s separate disclosure document. Solicitors involved in these agreements require
proper registration and must follow requirements as defined by various states (i.e. California Code of Regulations
section 260.236.(c).(2).)
Item 15 Custody
All client accounts are held at non-affiliated custodians. All of your funds and securities are maintained at qualified
custodians. Mainstream Capital has custody of client accounts solely as a consequence of the authority you provide to
make withdrawals from your accounts in order to pay our advisory fees. We have written authorization from you to
deduct advisory fees from the account held at the qualified custodian.
1. Each time the fee is deducted directly from a client account, Mainstream Capital concurrently:
a. Sends the qualified custodian an invoice or statement of the amount of the fee to be deducted from the
client’s account;
b. And sends the client an invoice or statement itemizing the fee. This notice will include the formula used
to calculate the fee, the value of the assets under management on which the fee is based, and the time
period covered by the fee.
Mainstream Capital has notified the appropriate regulatory bodies of its intended use of the safeguards identified
above.
Item 16
Investment Discretion
Generally, clients will provide us with written authority to have complete discretion with respect to the specific
securities and amount of securities to be bought or sold in an account, and the broker or dealer to be used. You may
place reasonable restrictions on our discretionary authority by providing us written instructions of such restrictions.
However, whether your account is accepted or the management of your account continues may depend upon the
nature and extent of the instructions you give us.
Item 17 Voting Client Securities
When voting your proxies, our primary objective is to make voting decisions solely in your best interest. In fulfilling
our fiduciary obligations, we will act in a manner deemed to be prudent and diligent and which is intended to enhance
the economic value of the underlying securities you hold. To assist in our responsibility for voting proxies and to
ensure consistency in proxy voting, we are currently voting our own proxies for clients, but we anticipate as we grow
to retain the services of proxy voting systems and vendors, such as Broadridge, which offers ProxyEdge, an
independent third-party system for managing proxy activities. Additionally, to avoid conflicts of interest, we may also
use the services of Glass, Lewis & Co. (“Glass Lewis”), an independent proxy voting service, to determine how proxies
will be voted. Glass Lewis may use their own proxy voting software – Viewpoint. In the event that Glass Lewis does
not have a voting recommendation for a particular proxy, our internal Proxy Voting Committee will determine how to
vote in your best interest.
In certain situations, a client or its representative may provide us with a statement of proxy voting policy. In these
situations, we will seek to comply with your policy to the extent it would not be inconsistent with our fiduciary
responsibility.
Page 13 of 14
To obtain information on how we have voted your proxies or to request a copy of our proxy voting policy and
procedures, you may submit a written request to:
Mainstream Capital Management LLC
3435 Wilshire Blvd, #1100
Los Angeles, CA 90010
We may also take action on behalf of clients in any legal proceedings, including bankruptcies or class actions,
involving securities held in or formerly held in clients’ accounts or of the issuers of those securities.
Item 18
Financial Information
A. We do not require or solicit prepayment of fees or more than $500 per client and for six months or more in
advance.
B. We are not experiencing any financial difficulties that would impair our ability to meet our contractual
commitments to our clients.
C. We have not been the subject of any bankruptcy petition at any time during the past ten years.
Page 14 of 14
Dixon Karmindro Sr.
3435 Wilshire Blvd, #1100
Los Angeles, CA 90010
Tel: (213) 365-6773 ext 101
Fax: (800) 466-9603
Form ADV Part 2B
Brochure Supplement
February 11, 2025
This brochure supplement provides information about Dixon Karmindro that supplements the
Mainstream Capital Management LLC brochure. You should have received a copy of that brochure.
Please contact us at (213) 365-6773, if you did not receive Mainstream Capital Management LLC’s
brochure or if you have any questions about the contents of this supplement.
Additional information about Mr. Karmindro (CRD No. 4554357) also is available on the SEC’s
website at www.adviserinfo.sec.gov.
Item 2: Educational Background and Business Experience
Year of birth: 1972
Yale University, New Haven, CT, BA Psychology -1994
NYU Stern School of Business, New York, New York, MBA, emphasis in Finance and
Accounting - 2002
Business Background:
Dixon founded Mainstream Capital Management LLC in May of 2018 and is the Principal and
Portfolio Manager. He brings to the table twenty three years of investment industry experience
having held investment research and management roles at bulge bracket investment banks and
alternative investment firms (hedge funds). He also operates a business consulting practice
Dissonance Capital (2013-Present). He has previously held positions as a Portfolio Manager at
Cheviot Value Management (2013-2018), an Associate in Equity Research at Deutsche Bank
Securities (2002- 2005), Vice President/Analyst at Pequot Capital (2005-2008), Senior Analyst at
Wyper Capital (2008), Portfolio Manager at Silver Pine Capital (2009-2012) and Portfolio
Manager at Raymond James Financial (2012-2013).
Item 3: Disciplinary Information
Dixon Karmindro has no disciplinary history to disclose. Mr. Karmindro has not been involved
in a criminal or civil action in a domestic, foreign or military court, an administrative proceeding
before the SEC, any other federal regulatory agency, any state regulatory agency, or any
foreign financial regulatory authority, or a self-regulatory (SRO) proceeding.
Item 4: Other Business Activities
In addition to the Principal of Mainstream Capital Management LLC, Dixon Karmindro provides
business and financial consulting to individuals and businesses on various financial matters
ranging from financial projections on employment contracts to market analysis and pricing
structures. He does so through a legal entity Dissonance Capital, which he owns. Mr. Karmindro
spends less than 20 hours per month on consulting activities.
Page 2 of 3
Item 5: Additional Compensation
Dixon Karmindro’s compensation is based on a percentage of fees collected from the accounts
he manages at Mainstream Capital Management LLC and from business consulting, as described
above. There is no other entity aside from Mainstream Capital Management LLC or Dissonance
Capital which provides any economic benefits to Mr. Karmindro.
Item 6: Supervision
Dixon Karmindro is the Principal of Mainstream Capital Management LLC and supervises firm
activities and all personnel. He can be reached at (213) 365-6773 (Ext 101).
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Kyongjin “Jin” Lee
3435 Wilshire Blvd, #1100
Los Angeles, CA 90010
Tel: (213) 365-6773
Fax: (800) 466-9603
Form ADV Part 2B
Brochure Supplement
February 11, 2025
This brochure supplement provides information about Kyongjin “Jin” Lee that supplements the
Mainstream Capital Management LLC brochure. You should have received a copy of that brochure.
Please contact us at (213) 365-6773, if you did not receive Mainstream Capital Management LLC’s
brochure or if you have any questions about the contents of this supplement.
Additional information about Mr. Lee (CRD No. 2178866) also is available on the SEC’s website at
www.adviserinfo.sec.gov.
Item 2: Educational Background and Business Experience
Year of birth: 1970
University of California, Los Angeles
Business Background:
Jin is a Partner of Mainstream Capital Management. He brings over 23 years of investment
industry experience to his role at Mainstream Capital. Prior to co-founding Mainstream Capital
Partners, Jin held positions with Wells Fargo Private Client Services, Neuberger Berman, Morgan
Stanley, and Shearson Lehman Brothers.
Item 3: Disciplinary Information
Mr. Lee has no disciplinary history to disclose. Mr. Lee has not been involved in a criminal or
civil action in a domestic, foreign or military court, an administrative proceeding before the SEC,
any other federal regulatory agency, any state regulatory agency, or any foreign financial
regulatory authority, or a self-regulatory (SRO) proceeding.
Item 4: Other Business Activities
Jin is a life member with the UCLA Alumni Association and serves as a mentor for
undergraduate students. He also serves as a member of the UCLA Advocacy group in outreach
to government officials and agencies in promoting higher education for all.
Jin also serves as a Lieutenant Colonel in the United Sates Army Reserve for over 25 years.
Currently, he serves as the Senior Plans Operation Officer for the Combined Ground
Component Command (CGCC) in Yongin, South Korea.
Item 5: Additional Compensation
Jin Lee’s compensation is based on a percentage of fees collected from the accounts he
manages at Mainstream Capital Management LLC and from business consulting, as described
above. There is no other entity aside from Mainstream Capital Management LLC which provides
any economic benefits to Mr. Lee.
Page 2 of 3
Item 6: Supervision
Mr. Lee is a Partner in Mainstream Capital Management LLC and participates in client services
and advisory activities. He reports to the Managing Partner, Mr. Dixon Karmindro. He can be
reached at (213) 365-6773.
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