Overview
- Headquarters
- Portsmouth, NH
- Average Client Assets
- $2.8 million
- Minimum Account Size
- $250,000
- SEC CRD Number
- 170442
Fee Structure
Primary Fee Schedule (FORM ADV PART 2A - FIRM BROCHURE)
| Min | Max | Marginal Fee Rate |
|---|---|---|
| $0 | $1,000,000 | 1.25% |
| $1,000,001 | $3,000,000 | 1.00% |
| $3,000,001 | $7,000,000 | 0.85% |
| $7,000,001 | $10,000,000 | 0.75% |
| $10,000,001 | and above | 0.60% |
Illustrative Fee Rates
| Total Assets | Annual Fees | Average Fee Rate |
|---|---|---|
| $1 million | $12,500 | 1.25% |
| $5 million | $49,500 | 0.99% |
| $10 million | $89,000 | 0.89% |
| $50 million | $329,000 | 0.66% |
| $100 million | $629,000 | 0.63% |
Clients
- HNW Share of Firm Assets
- 68.85%
- Total Client Accounts
- 1,399
- Discretionary Accounts
- 1,398
- Non-Discretionary Accounts
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Services Offered
Services: Financial Planning, Portfolio Management for Individuals, Pension Consulting, Investment Advisor Selection
Regulatory Filings
Additional Brochure: FORM ADV 2A - APPENDIX 1: WRAP FEE BROCHURE (2026-03-31)
View Document Text
303 Islington Street
Portsmouth, NH 03801
(603) 431-1444
Firm Contact:
Edward H. Benway
www.MeasuredWealth.net
Form ADV Part 2A - Appendix 1: Wrap Fee Program Brochure
March 31, 2026
This wrap fee program brochure provides information about the qualifications and business practices
of Measured Wealth Private Client Group, LLC. If you have any questions about the contents of this
brochure, please contact us by telephone at (603) 431-1444 or email ebenway@measuredwealth.net.
The information in this brochure has not been approved or verified by the United States Securities and
Exchange Commission or by any State Securities Authority.
Additional information about Measured Wealth Private Client Group, LLC also is available on the
SEC’s website at www.adviserinfo.sec.gov.
Please note that the use of the term “registered investment adviser” and description of Measured
Wealth Private Client Group, LLC and/or our associates as “registered” does not imply a certain level
of skill or training.
Item 2 Material Changes
Measured Wealth Private Client Group, LLC is required to advise you of any material changes to the
Wrap Fee Program Brochure (“Brochure”) from our last annual update.
Since the filing of our last annual updating amendment, dated March 27, 2025, we have no material
changes to report.
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Item 3 Table of Contents
Item 2 Material Changes ..................................................................................................... 2
Item 3 Table of Contents ..................................................................................................... 3
Item 4 Services, Fees & Compensation .............................................................................. 4
Item 5 Account Requirements & Types of Clients ............................................................... 7
Item 6 Portfolio Manager Selection & Evaluation ................................................................ 7
Item 7 Client Information Provided to Portfolio Manager(s) ............................................... 11
Item 8 Client Contact with Portfolio Manager(s) ................................................................ 11
Item 9 Additional Information ............................................................................................ 11
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Item 4 Services, Fees & Compensation
Measured Wealth Private Client Group, LLC d/b/a Measured Wealth is a registered investment adviser
based in Portsmouth, New Hampshire. We no longer offer the wrap fee programs as described in this
Wrap Fee Program Brochure. This brochure is provided to wrap fee program clients only.
Our wrap fee accounts are managed on an individualized basis according to the client's investment
objectives, financial goals, risk tolerance, etc.
A wrap fee program allows our clients to pay a specified fee for investment advisory services and the
execution of transactions. The advisory services may include portfolio management, and the fee is not
based directly upon transactions in your account. Your fee is bundled with our costs for executing
transactions in your account(s). We do not charge our clients higher advisory fees based on their
trading activity, but you should be aware that we have an incentive to limit our trading activities in your
account(s) because we are charged for executed trades. By participating in a wrap fee program, you
may end up paying more or less than you would through a non-wrap fee program where a lower
advisory fee is charged, but trade execution costs are passed directly through to you by the executing
broker. Similar advisory services may be available from other registered investment advisers for higher
or lower fees.
Wrap Asset Management:
We provide discretionary portfolio management services in accordance with your individual investment
objectives. We emphasize continuous and regular account supervision. As part of our asset
management service, we generally create a portfolio consisting of individual stocks or bonds,
exchange traded funds ("ETFs"), options, mutual funds and other public and private securities or
investments. The client's individual investment strategy is tailored to their specific needs and may
include some or all of the previously mentioned securities. Each portfolio will be initially designed to
meet a particular investment goal, which we determine to be suitable to the client's circumstances.
Once the appropriate portfolio has been determined, we review the portfolio at least quarterly and if
necessary, rebalance the portfolio based upon the client's individual needs, stated goals, and
objectives. Each client has the opportunity to place reasonable restrictions on the types of investments
to be held in the portfolio.
Assets for program accounts are typically held at Charles Schwab & Co., Inc. ("Schwab"), a registered
broker-dealer, members SIPC, as custodian. Schwab also acts as executing broker/dealer for
transactions placed in Program accounts, and provides other administrative services as described
throughout this Brochure. To compare the cost of the wrap fee program with non-wrap fee portfolio
management services, you should consider the frequency of trading activity associated with our
investment strategies and the brokerage commissions charged by Schwab and the advisory fees
charged by investment advisers.
Rollover Recommendations
When we provide investment advice to clients regarding their 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. We are required to act
in our clients’ best interest and not put our interests ahead of those of our clients. Specifically, we
must:
Meet a professional standard of care when making investment recommendations (give prudent
advice);
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Never put our financial interests ahead of the client’s when making recommendations (give
loyal advice);
Avoid misleading statements about conflicts of interest, fees, and investments;
Follow policies and procedures designed to ensure that we give advice that is in the client’s
best interest;
Charge no more than is reasonable for our services; and
Give clients basic information about conflicts of interest.
We benefit financially from the rollover of a client’s assets from a retirement account to an account that
we manage or advise because the assets increase our assets under management and our advisory
fees. In contrast, we receive less or no compensation if assets remain in the current plan or are rolled
over to another company plan in which the client may participate.
The Program Fee
We charge an annual “wrap fee” for participation in the Program depending upon the market value of
your assets under management. You are not charged separate fees for the different components of the
services provided by the Program. Our firm pays all expenses of trades placed on your behalf. Assets
in each of your account(s) are included in the fee assessment unless specifically identified in writing for
exclusion.
The Portfolio Management Fee
On an annualized basis, our Program fees are as follows:
Assets Under Management
On The First $1,000,000
On The Next $2,000,000
On The Next $4,000,000
On The Next $3,000,000
On The Balance
Annual Percentage
1.70%
1.45%
1.20%
1.00%
Negotiable
Due to the additional complexity and time associated with managing an option strategy, if an option
strategy is employed, an additional .25% may be added to the fee schedule below for the account(s)
being managed under this strategy.
Our firm's fees are billed on a pro-rata annualized basis quarterly in advance based on the value of
your account on the last day of the previous quarter. Cash balances are included in the billing
calculation. Our fees are negotiable, at the firm's discretion. Fees will be automatically deducted from
your managed account. We do not offer direct billing as an option to our Asset Management clients. As
part of this process, you understand and acknowledge the following:
Your independent custodian sends statements to you on at least a quarterly basis showing the
market values for each security included in the Assets and all disbursements in your account
including the amount of the advisory fees paid to us;
You provide authorization permitting us to be paid directly from the managed account held by
the independent custodian;
Our firm sends an electronic request to the custodian indicating the amount of the fee to be paid
from the client's managed account; and
Our invoice includes a notice that urges the client to compare information provided in their
statements with those from the qualified custodian in account opening notices and subsequent
statements.
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When utilized, we pay compensation to Independent Managers for services rendered by these firms to
our clients and our firm. This compensation is typically equal to a percentage of the overall investment
advisory fee charged by our firm or an agreed upon fixed fee. We usually pay twenty-five (25) to fifty-
percent (50%) of the overall advisory fee to Independent Managers for their services.
Additional Fees and Expenses
You may pay custodial fees, charges imposed directly by a mutual fund, index fund, or exchange
traded fund which shall be disclosed in the fund's prospectus (i.e., fund management fees and other
fund expenses), wire transfer fees and other non-transaction-based fees and taxes on brokerage
accounts and securities transactions. These fees are not included within the wrap-fee you are charged
by our firm.
We may trade client accounts on margin. Each client must sign a separate margin agreement before
margin is extended to that client account. The management fee for these securities are based on the
total asset value of the account, which includes the value of the securities purchased on margin. While
a negative amount may show on a client's statement for the margined security as the result of a lower
net market value, the amount of the fee is based on the absolute market value. This creates a conflict
of interest where we have an incentive to utilize margin to create a higher market value and therefore
receive a higher fee. The use of margin may also result in interest charges in addition to all other fees
and expenses associated with the security involved.
We do not recommend or offer the wrap program services of other providers. Our investment advisory
representatives receive a portion of the advisory fee that you pay us, either directly as a percentage of
your overall fee or as their salary from our firm. In cases where our investment advisory
representatives are paid a percentage of your overall advisory fee, this creates an incentive to
recommend that you participate in a wrap fee program rather than a non-wrap fee program (where you
would pay for trade execution costs) or brokerage account where commissions are charged. This is
because, in some cases, we earn more compensation from advisory fees paid to us through a wrap
fee program arrangement if your account is not actively traded.
Termination of Advisory Relationship
You may terminate the wrap fee program agreement upon 30 days written notice to our firm. You will
incur a pro-rata charge for services rendered prior to the termination of the wrap fee program
agreement, which means you will incur advisory fees only in proportion to the number of days in the
quarter for which you are a client. If you have pre-paid advisory fees that we have not yet earned, you
will receive a prorated refund of those fees.
Brokerage Practices
Assets for program accounts are typically held at Schwab. If you do not direct our firm to execute
transactions through Schwab, we reserve the right to not accept your account. Not all advisers require
their clients to direct brokerage. Since we request you use Schwab, we may be unable to achieve the
most favorable execution of your transactions. We believe that Schwab provide quality execution
services based on several factors, including, but not limited to, the ability to provide professional
services, reputation, experience and financial stability. Our selection of custodian is based on many
factors, including the level of services provided, the custodian’s financial stability, and the cost of
services provided by the custodian to our clients, which includes the yield on cash sweep choices,
commissions, custody fees and other fees or expenses.
Current business practices of the broker-dealer/custodian we use has led to the reduction or
elimination of many transaction charges (commissions). Therefore, our commission costs for trading in
certain types of securities within the wrap fee program have been reduced or eliminated which means
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we retain a larger portion of the advisory fee we charge you, depending on the types of securities
transacted in your account. This presents a conflict of interest as we have not reduced our fees to you
in conjunction with these savings. We have no way of predicting how the custodian will assess
transaction costs in the future, and trading costs may be higher or lower. We believe our wrap fee is
fair and reasonable based on the services we provide and the advice we deliver.
Research and Other Soft Dollar Benefits
We do not have any formal soft dollar arrangements.
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 are in addition to any benefits or research we
pay for with soft dollars, and 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. However, please refer to the Additional Information section for
disclosures related to our participation in the Schwab Advisor Network®.
Item 5 Account Requirements & Types of Clients
Our services are recommended for accounts with balances of $250,000 or more, though we may allow
for a lower account balance at our discretion.
Types of clients we typically manage wrap fee accounts on behalf of include:
Individuals and High Net Worth Individuals;
Trusts, Estates or Charitable Organizations;
Pension and Profit Sharing Plans;
Corporations, Limited Liability Companies and/or Other Business Types.
Item 6 Portfolio Manager Selection & Evaluation
Our firm selects and reviews outside portfolio managers based on the following factors:
past performance;
investment philosophy;
market outlook;
experience of portfolio managers and executive team;
disciplinary, legal and regulatory histories of the firm and its associates; and
whether established compliance procedures are in place to address at a minimum, insider
trading, conflicts of interest, anti-money laundering.
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In our review of client accounts, we rely upon the performance figures based on client's monthly or
quarterly statements or reports provided to us by third party portfolio managers.
Advisory Business:
See Item 4 for information about our wrap fee advisory program. We offer individualized investment
advice to all of our clients.
Each client has the opportunity to place reasonable restrictions on the types of investments to be held
in the portfolio. Restrictions on investments in certain securities or types of securities may not be
possible due to the level of difficulty this would entail in managing the account. Restrictions would be
limited to our Wrap Asset Management service.
Participation in Wrap Fee Programs:
Our wrap fee and non-wrap fee accounts are managed on an individualized basis according to the
client's investment objectives, financial goals, risk tolerance, etc. We do not manage wrap fee accounts
in a different fashion than non-wrap fee accounts. As noted in Item 4, we receive a portion of the wrap
fee for our services.
Performance-Based Fees & Side-By-Side Management:
We do not charge performance fees to our clients.
Methods of Analysis, Investment Strategies & Risk of Loss:
We use the following methods of analysis in formulating our investment advice and/or managing client
assets:
Quantitative;
Cyclical;
Fundamental; and
Qualitative.
We use the following strategies in managing client accounts, provided that such strategies are
appropriate to the needs of the client and consistent with the client's investment objectives, risk
tolerance, and time horizons, among other considerations:
Long Term Purchases (Securities Held At Least a Year);
Short Term Purchases (Securities Sold Within a Year);
Trading (Securities Sold Within 30 Days);
Margin Transactions; and
Option Writing, including Covered Options, Uncovered Options or Spreading Strategies;
Cash Management.
ESG Investment Model
ESG Criteria: An additional level of scrutiny is added to the Measured Wealth ESG Model which
includes Environmental, Social, and Governance ("ESG") criteria. All investments are screened using
ESG criteria through sources available: Primary - MSCI ESG ratings and Morningstar Sustainalytics
ESG ratings and Secondary – S&P Global EST scores, ISS ESG corporate ratings, and LSEG ESG
scores. The purpose is to seek an additional level of risk management and long term value by
investing in companies that provide a positive impact in the world and avoid companies that don't take
responsibility and care of all stakeholders including; shareholders, communities, environment, and the
supply chain. ESG screening has risks including that it may not encompass all environmental, social or
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governance issues and that such an approach may not lead to greater portfolio performance.
ESG Investing: ESG Investing maintains a focus on Environmental, Social, and Governance issues.
ESG investing may be referred to in many different ways, such as sustainable investing, socially
responsible investing, and impact investing. ESG practices can include, but are not limited to,
strategies that select companies based on their stated commitment to one or more ESG factors; for
example, companies with policies aimed at minimizing their negative impact on the environment, social
issues, or companies that focus on governance principles and transparency. ESG practices may also
entail screening out companies in certain sectors or that, in the view of the investor, demonstrate poor
management of ESG risks and opportunities or are involved in issues that are contrary to the investor's
own principals.
Risk: "ESG Investing" is not defined in federal securities laws, may be subjective, and may be defined
in different ways by different managers, advisers or investors. There is no SEC “rating” or “score” of
ESG investments that could be applied across a broad range of companies, and while many different
private ratings based on different ESG factors exist, they often differ significantly from each other.
Different managers may weight environmental, social, and governance factors differently. Some ESG
managers may consider data from third party providers which could include “scoring” and “rating” data
compiled to help managers compare companies. Some of the data used to compile third party ESG
scores and ratings may be subjective. Other data may be objective in principle, but are not verified or
reliable. Third party scores also may consider or weight ESG criteria differently, meaning that
companies can receive widely different scores from different third party providers. A portfolio
manager’s ESG practices may significantly influence performance. Because securities may be
included or excluded based on ESG factors rather than traditional fundamental analysis or other
investment methodologies, the account's performance may differ (either higher or lower) from the
overall market or comparable accounts that do not employ similar ESG practices. Some mutual funds
or ETFs that consider ESG may have different expense ratios than other funds that do not consider
ESG factors. Paying more in expenses will reduce the value of your investment over time.
Please Note: Investing in securities involves risk of loss that clients should be prepared to bear. While
the stock market may increase and your account(s) could enjoy a gain, it is also possible that the stock
market may decrease and your account(s) could suffer a loss. It is important that you understand the
risks associated with investing in the stock market, are appropriately diversified in your investments,
and ask us any questions you may have.
Description of Material, Significant or Unusual Risks
Cyclical analysis: Cyclical analysis is a time-based assessment which incorporates past and present
performance to determine future value. The primary risk of using cyclical analysis is that past
performance cannot guarantee future results.
Fundamental analysis: Fundamental analysis is a general assessment based upon various factors
including sale price, asset value, market structure, and history. We will analyze the financial condition,
capabilities of management, earnings, new products and services, as well as the company's markets
and position amongst its competitors in order to determine the recommendations made to clients. The
primary risk in using fundamental analysis is that while the overall health and position of a company
may be good, market conditions may negatively impact the security.
Margin Risk: Margin increases your purchasing power, but also exposes you to the potential for larger
losses. Margin transactions are securities transaction in which an investor borrows money to purchase
a security, in which case the security serves as collateral on the loan. 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."
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An investor's overall risk includes the amount of money invested plus the amount that was loaned to
them. Additionally, margin loans are charged margin interest. Margin interest rates can change without
notice to you from the broker-dealer and rates are generally impacted by following factors, such as,
inflation, supply and demand, and government policies.
Derivatives Risk: The use of derivatives, such as options and futures, involves risks different from, or
possibly greater than the risks associated with investing directly in securities. Prices of derivatives can
be volatile and may move in unexpected ways, especially in unusual market conditions. Some
derivatives are particularly sensitive to changes in interest rates. In addition, there may be imperfect or
even negative correlation between the price of the derivatives contract and the price of the underlying
securities. Other risks arise from the potential inability to terminate or sell derivative positions. Further,
derivatives could result in loss if the counterparty to the transaction does not perform as promised.
Option Writing: A securities transaction that involves selling an option. An option is a contract that
gives the buyer the right, but not the obligation, to buy or sell a particular security at a specified price
on or before the expiration date of the option. When an investor sells a call option, he or she must
deliver to the buyer a specified number of shares if the buyer exercises the option. When an investor
sells a put option, he or she must pay the strike price per share if the buyer exercises the option, and
will receive the specified number of shares. The option writer/seller receives a premium (the market
price of the option at a particular time) in exchange for writing the option. 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.
Cash Management: We manage cash balances in your account based on the yield, and the financial
soundness of the money markets and other short-term instruments. We generally invest client's cash
balances in money market funds, FDIC Insured Certificates of Deposit, high-grade commercial paper
and/or government backed debt instruments. Ultimately, we try to achieve the highest return on our
client's cash balances through relatively low-risk conservative investments. In most cases, at least a
partial cash balance will be maintained in a money market account so that our firm may debit advisory
fees for our services related to Asset Management as applicable.
Mutual Funds and Exchange Traded Funds Risk: Mutual funds and exchange traded funds ("ETF")
generally provide diversification, risks can be significantly increased if the fund is concentrated in a
particular sector of the market, primarily invests in small cap or speculative companies, uses leverage
(i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e.,
equities) rather than balancing the fund with different types of securities. ETFs differ from mutual funds
since they can be bought and sold throughout the day like stock and their price can fluctuate
throughout the day. The returns on mutual funds and ETFs can be reduced by the costs to manage the
funds. Also, while some mutual funds are "no load" and charge no fee to buy into, or sell out of, the
fund, other types of mutual funds do charge such fees which can also reduce returns.
ETFs may have tracking error risks. For example, the ETF investment adviser may not be able to
cause the ETF’s performance to match that of its underlying index or other benchmark, which may
negatively affect the ETF's performance. In addition, for leveraged and inverse ETFs that seek to track
the performance of their underlying indices or benchmarks on a daily basis, mathematical
compounding may prevent the ETF from correlating with performance of its benchmark. In addition, an
ETF may not have investment exposure to all of the securities included in its underlying index, or its
weighting of investment exposure to such securities may vary from that of the underlying index. Some
ETFs may invest in securities or financial instruments that are not included in the underlying index, but
which are expected to yield similar performance.
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Voting Client Securities:
We do not and will not accept the proxy authority to vote client securities. Clients will receive proxies or
other solicitations directly from their custodian or a transfer agent. In the event that proxies are sent to
our firm, we will forward them on to you and ask the party who sent them to mail them directly to you in
the future. Clients may call, write or email us to discuss questions they may have about particular
proxy votes or other solicitations.
Third party money managers selected or recommended by our firm may vote proxies for clients.
Therefore, except in the event a third party money manager votes proxies, clients maintain exclusive
responsibility for: (1) directing the manner in which proxies solicited by issuers of securities beneficially
owned by the client shall be voted, and (2) making all elections relative to any mergers, acquisitions,
tender offers, bankruptcy proceedings or other type events pertaining to the client's investment assets.
Therefore (except for proxies that may be voted by a third party money manager), our firm and/or you
shall instruct your qualified custodian to forward to you copies of all proxies and shareholder
communications relating to your investment assets.
Item 7 Client Information Provided to Portfolio Manager(s)
We are required to describe the information about you that we communicate to your portfolio
manager(s), and how often or under what circumstances we provide updated information. Our firm
communicates with your portfolio manager(s) on a regular basis as needed (daily, weekly, monthly,
etc) to ensure your most current investment goals and objectives are understood by your portfolio
manager(s). In most cases, we will communicate such information as part of our regular investment
management duties. Nevertheless, we will also communicate information to your portfolio manager(s)
when you ask us to, when market or economic conditions make it prudent to do so, etc.
Item 8 Client Contact with Portfolio Manager(s)
Clients are always free to directly contact their portfolio manager(s) with any questions or concerns
they have about their portfolios or other matters.
Item 9 Additional Information
Disciplinary Information
There are no legal or disciplinary events that are material to the evaluation of our advisory business or
the integrity of our management.
Financial Industry Activities & Affiliations
Arrangements with Affiliated Entities
We are affiliated with Measured Wealth Risk Management, LLC through common control and
ownership. Therefore, persons providing investment advice on behalf of our firm may be licensed as
insurance agents. These persons will earn commission-based compensation for selling insurance
products, including insurance products they sell to you. Insurance commissions earned by these
persons are separate from our advisory fees. This affiliated firm is otherwise regulated by the
professional organizations to which it belongs and must comply with the rules of those organizations.
These rules may prohibit paying or receiving referral fees to or from investment advisers that are not
members of the same organization.
Referral arrangements with an affiliated entity present a conflict of interest for us because we may
have a direct or indirect financial incentive to recommend an affiliated firm’s services. While we believe
that compensation charged by an affiliated firm is competitive, such compensation may be higher than
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fees charged by other firms providing the same or similar services. You are under no obligation to use
the services of any firm we recommend, whether affiliated or otherwise, and may obtain comparable
services and/or lower fees through other firms.
Our firm and its representatives have a fiduciary duty to only recommend securities, insurance and
other investment products when such recommendations are deemed to be in the client's best interest,
based on the client's individual needs, objectives and circumstances.
Insurance Product Sales
As mentioned above, our firm is affiliated with a licensed insurance agency, Measured Wealth Risk
Management, LLC ("Measured Risk"). Insurance products have different payment schedules
depending on the nature of the product, and the timing of the payments likely differ from that of the
advisory options offered by the Measured Wealth. This timing difference has the potential to create a
conflict of interest since some financial professionals have the incentive to recommend a product that
pays commissions now, over an advisory product that pays fees over a relatively longer period. There
could be other conflicts present as well. Measured Risk utilizes the services of Advisors Excel, a third-
party insurance field marketing organization ("FMO") who provide education on the different products
that are available. The purpose of the FMO is to assist Measured Risk in finding the insurance product
that best fits the client’s situation.
Advisors Excel also provide indirect compensation by providing marketing assistance, business
development tools, technology, back office/operations support, business succession planning,
business conferences, and incentive trips. These incentive programs do not directly affect fees paid by
the client. Although some of these services can benefit a client, other services obtained by Measured
Risk such as marketing assistance, business development, and incentive trips, will not benefit an
existing client and is a conflict of interest. At times, our financial professionals receive expense
reimbursement for travel and/or marketing expenses from distributors of investment and/or insurance
products. Travel expense reimbursements are a result of attendance at due diligence and/or
investment training events hosted by product sponsors. Marketing expense reimbursements are the
result of informal expense sharing arrangements in which product sponsors will underwrite costs
incurred for marketing, such as client appreciation events, advertising, publishing, and seminar
expenses. Although receipt of these travel and marketing expense reimbursements are not predicated
upon specific sales quotas, the product sponsor reimbursements are made by those sponsors for
which sales have been made or for which it is anticipated sales will be made. This creates a conflict of
interest in that there is an incentive to recommend certain products and investments based on the
receipt of this compensation instead of what is in the best interest of clients.
We have taken a number of steps to manage these types of conflict of interests. We attempt to
mitigate these sales-related conflicts by always basing investment decisions on the individual needs of
clients. As a fiduciary, we expect and require that each investment adviser representative only
recommend insurance and annuities when in the best interest of the client. Finally, you should be
aware that there are other insurance products that are offered by other insurance agents other than
those recommended by our financial professionals.
You are under no obligation, contractually or otherwise, to purchase insurance products or other
services through any associate affiliated with the Measured Wealth or implement any insurance or
annuity transactions through our affiliate, Measured Risk.
Code of Ethics, Participation or Interest in Client Transactions & Personal Trading
As an SEC-registered investment adviser, we have adopted a Code of Ethics designed to comply with
Rule 204A-1 under the Investment Advisers Act of 1940 (“Advisers Act”). The Code establishes rules
for all employees of Measured Wealth and is designed to, among other things, govern personal
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securities trading activities in the accounts of employees. If an employee of Measured Wealth would
like to invest in the same securities (or related securities, e.g. warrants, options or futures) that we
recommend to clients and such employee agrees to invest according to Measured Wealth’s portfolio
models, we will aggregate clients’ trades with the employee’ trades so that all trades are executed at
the same time and at the same price. If it is not possible to aggregate the employee’s transaction with
those of our clients, the clients’ transactions will be placed ahead of the employee’s.
The Code is based upon the principal that Measured Wealth and its employees owe a fiduciary duty to
our clients to conduct their affairs, including their personal securities transactions, in such a manner as
to avoid (i) serving their own personal interests ahead of clients, (ii) taking inappropriate advantage of
their position with the firm and (iii) any actual or potential conflicts of interest or any abuse of their
position of trust and responsibility.
We will provide a copy of our Code of Ethics to clients and prospective clients upon their request.
Review of Accounts
Our portfolio investment models are reviewed on an ongoing basis. We review our client's investment
objectives against these models no less than annually. The nature of these reviews is to learn whether
clients' accounts are in line with their investment objectives, appropriately positioned based on market
conditions, and investment policies, if applicable. We review client investment objectives at least
annually.
We do not provide written reports to clients, unless asked to do so. Verbal reports to clients take place
on at least an annual basis when we contact clients who subscribe to our Asset Management service.
Only Edward Benway will conduct reviews.
We may review client accounts more frequently than described above. Among the factors which may
trigger an off-cycle review are major market or economic events, the client's life events, requests by
the client, etc.
Client Referrals & Other Compensation
We receive economic benefits from a non-client in connection with providing investment advice or
other advisory services to you. Through our participation in certain programs or use of a custodian, we
are entitled to receive economic benefits. As part of our fiduciary duty, we endeavor at all times to put
the interests of our clients first. Clients should be aware, however, that the receipt of economic benefits
by our firm from a non-client in and of themselves creates a conflict of interest and may influence our
choice in providing services to your account. This arrangement does not cause our clients to pay any
additional transaction fees beyond those that are traditionally charged by our firm and/or other service
providers.
Refer to the Brokerage Practices section above for disclosures on research and other benefits
we receive resulting from our relationship with your account custodian.
Client Referrals
We directly compensate non-employee consultants, individuals, and/or entities, also known as
solicitors or promoters, for client referrals. We have agreements with solicitors/promoters that are not
clients of our firm. In order to receive a cash referral fee from us, we and the solicitors/promoters must
comply with the requirements of Rule 206(4)-1 of the Investment Advisers Act of 1940 and the
jurisdictions in which the solicitors/promoters operate. In all instances, you will not pay additional fees
because of the referral/promoter arrangements. Please see below for additional information related to
each promoter arrangement. Additionally, we compensate employees/financial professionals for client
referrals in the form of a bonus. Compensation is based on the amount of client assets they service.
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The bonus compensation paid to our employees/financial professionals creates a conflict of interest as
they have a financial incentive to refer clients to our firm.
Schwab Advisor Network®
Our firm receives client referrals from Charles Schwab & Co., Inc. (“Schwab”) through our participation
in Schwab Advisor Network® (“the Service”). The Service is designed to help investors find an
independent investment advisor. Schwab is a broker-dealer independent of and unaffiliated with our
firm. Schwab does not supervise us and has no responsibility for our management of clients’ portfolios
or our other advice or services. We pay Schwab a portion of the advisory fees we receive from clients
referred to us through the Service. The amount we pay Schwab varies based on the amount of assets
held in the client’s account. Clients who are referred to us through the Service are not charged any
additional fees as a result of the referral.
Other Referral Arrangements
We also have a solicitor/promoter arrangement with a credit union, through which the credit union may
refer their clients to our firm for advisory services. The credit union is independent of and unaffiliated
with our firm. The credit union does not supervise us and has no responsibility for our management of
clients’ portfolios or our other advice or services. We pay the credit union a fixed percentage of the
advisory fees we receive from clients referred to us. Clients who are referred to us through the credit
union are not charged any additional fees as a result of the referral.
Financial Information
We are not required to provide financial information in this Brochure because:
We do not require the prepayment of more than $1,200 in fees and six or more months in
advance.
We do not have a financial condition or commitment that impairs our ability to meet contractual
and fiduciary obligations to clients.
We have never been the subject of a bankruptcy proceeding.
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Additional Brochure: FORM ADV PART 2A - FIRM BROCHURE (2026-03-31)
View Document Text
303 Islington Street
Portsmouth, NH 03801
(603) 431-1444
Firm Contact:
Edward H. Benway
www.MeasuredWealth.net
Form ADV Part 2A: Firm Brochure
March 31, 2026
This brochure provides information about the qualifications and business practices of Measured
Wealth Private Client Group, LLC. If you have any questions about the contents of this brochure,
please contact us by telephone at (603) 431-1444 or email ebenway@measuredwealth.net. The
information in this brochure has not been approved or verified by the United States Securities and
Exchange Commission or by any State Securities Authority.
Additional information about Measured Wealth Private Client Group, LLC also is available on the
SEC’s website at www.adviserinfo.sec.gov.
Please note that the use of the term “registered investment adviser” and description of Measured
Wealth Private Client Group, LLC and/or our associates as “registered” does not imply a certain level
of skill or training. You are encouraged to review this Brochure and Brochure Supplements for our
firm’s associates who advise you for more information on the qualifications of our firm and our
employees.
Item 2 Material Changes
Measured Wealth Private Client Group, LLC is required to advise you of any material changes to the
Firm Brochure (“Brochure”) from our last annual update.
Since the filing of our last annual updating amendment, dated March 27, 2025, we have no material
changes to report.
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Item 3 Table Of Contents
Item 2 Material Changes .............................................................................................................. 2
Item 3 Table Of Contents ............................................................................................................. 3
Item 4 Advisory Business ............................................................................................................. 4
Item 5 Fees & Compensation ....................................................................................................... 6
Item 6 Performance-Based Fees & Side-By-Side Management ................................................... 9
Item 7 Types of Clients & Account Requirements ........................................................................ 9
Item 8 Methods of Analysis, Investment Strategies & Risk of Loss .............................................. 9
Item 9 Disciplinary Information ................................................................................................... 12
Item 10 Other Financial Industry Activities & Affiliations ............................................................. 12
Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ... 14
Item 12 Brokerage Practices ...................................................................................................... 14
Item 13 Review of Accounts or Financial Plans .......................................................................... 17
Item 14 Client Referrals & Other Compensation......................................................................... 17
Item 15 Custody ......................................................................................................................... 18
Item 16 Investment Discretion .................................................................................................... 19
Item 17 Voting Client Securities ................................................................................................. 19
Item 18 Financial Information ..................................................................................................... 19
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Item 4 Advisory Business
Measured Wealth Private Client Group, LLC d/b/a Measured Wealth is a registered investment adviser
based in Portsmouth, New Hampshire. We are dedicated to providing individuals, families, charitable
organizations and other businesses with asset management and planning services. Our firm is a
limited liability company formed in the State of New Hampshire and has been in business as an
investment adviser since 2014. Our firm's sole owner, Edward Benway, has over 20 years of
experience in the securities industry.
Asset Management
We provide discretionary and non-discretionary portfolio management services in accordance with
your individual investment objectives. We emphasize continuous and regular account supervision. As
part of our asset management service, we generally create a portfolio consisting of individual stocks or
bonds, exchange traded funds ("ETFs"), mutual funds and other securities. The client's individual
investment strategy is tailored to their specific needs and may include some or all of the previously
mentioned securities. Each portfolio will be initially designed to meet a particular investment goal,
which we determine to be suitable to the client's circumstances. Once the appropriate portfolio has
been determined, we manage the client’s assets and rebalance the portfolio as necessary.
Based on risk tolerance, margin may be deployed as part of the overall investment strategy in a client's
account(s). When an investor buys a stock on margin, the investor pays for part of the purchase and
borrows the rest from a brokerage firm. Clients cannot borrow from Measured Wealth Private Client
Group, LLC. Please see the additional information related to the risks of trading on margin under the
Methods of Analysis, Investment Strategies & Risk of Loss section.
Tailoring of Advisory Services
We offer individualized investment advice to all of our clients. Each client has the opportunity to place
reasonable restrictions on the types of investments to be held in the portfolio. Restrictions on
investments in certain securities or types of securities may not be possible due to the level of difficulty
this would entail in managing the account. Restrictions would be limited to our Asset Management
service. We do not manage assets through our other services.
Selection of Other Advisers
We may utilize Independent Money Managers, where we design an investment portfolio on a fee-only
basis for a percentage of assets in conjunction with another investment advisory firm. Before
recommending or selecting other advisers, we conduct due diligence on the Independent Money
Manager, reviewing their performance history, strategy, compliance program and licensing and
registrations. The Independent Money Manager(s) will actively manage the client’s portfolio and will
assume discretionary investment authority over their account. Refer to the Form ADV Part 2A Firm
Brochure of the Independent Money Manager for information on their strategies, risks and conflicts.
We will assume discretionary authority to hire and fire the Independent Money Manager(s) and/or
reallocate client assets to another investment advisory firm where we deem such action appropriate.
Rollover Recommendations
When we provide investment advice to clients regarding their 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 client interests. We are required to act
in our clients’ best interests and not put our interests ahead of those of our clients. Specifically, we
must:
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Meet a professional standard of care when making investment recommendations (give prudent
advice);
Never put our financial interests ahead of the client’s when making recommendations (give
loyal advice);
Avoid misleading statements about conflicts of interest, fees, and investments;
Follow policies and procedures designed to ensure that we give advice that is in the client’s
best interest;
Charge no more than is reasonable for our services; and
Provide clients with basic information about conflicts of interest.
We benefit financially from the rollover of a client’s assets from a retirement account to an account that
we manage or advise because the assets increase our firm’s assets under management as well as our
advisory fees. In contrast, we receive less or no compensation if assets remain in the current plan or
are rolled over to another company plan in which the client may participate.
Financial Planning & Consulting
We provide a variety of financial planning and consulting services to individuals, families and other
clients regarding the management of their financial resources based upon an analysis of the client's
current situation, goals, and objectives. Generally, such financial planning services will involve
preparing a financial plan or rendering a financial consultation for clients based on the client's financial
goals and objectives. This planning or consulting may encompass one or more of the following areas:
Investment Planning, Retirement Planning, Estate Planning, Charitable Planning, Education Planning,
Corporate and Personal Tax Planning, Cost Segregation Study, Corporate Structure, Real Estate
Analysis, Mortgage/Debt Analysis, Insurance Analysis, Lines of Credit Evaluation, Business and
Personal Financial Planning.
Our written financial plans or financial consultations rendered to clients usually include general
recommendations for a course of activity or specific actions to be taken by the clients. For example,
recommendations may be made that the clients begin or revise investment programs, create or revise
wills or trusts, obtain or revise insurance coverage, commence or alter retirement savings, or establish
education or charitable giving programs. It should also be noted that we may refer clients to an
accountant, attorney or other specialist, as necessary for non-advisory related services. We do not
receive any form of compensation from any party for these referrals. For written financial planning
engagements, we provide our clients with a written summary of their financial situation, observations,
and recommendations. For financial consulting engagements, we usually do not provide our clients
with a written summary of our observations and recommendations as the process is less formal than
our planning service.
Plans or consultations are typically completed within six (6) months of the client signing a contract with
us, assuming that all the information and documents we request from the client are provided to us
promptly. Implementation of the recommendations will be at the discretion of the client.
Estate Planning Services
Through our partnership with an independent third-party technology company, Wealth, Inc. ("Wealth”),
we can facilitate the preparation of various estate planning documents for clients. Such non-advisory
services are generally separate from any asset management and/or financial planning services that we
may render to a client, and the exact scope of such estate planning services will depend on the nature
of a client’s specific estate planning needs. As a condition of utilizing Wealth, clients must agree to the
terms and conditions, available at wealth.com. For the avoidance of doubt, neither Measured
Wealth nor Wealth renders legal advice or services. Wealth offers the ability to consult with
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licensed attorneys in various jurisdictions for an additional charge and subject to additional terms and
conditions.
Pension Consulting
We provide pension consulting services to employer plan sponsors on a one-time or ongoing basis.
Generally, such pension consulting services consist of assisting employer plan sponsors in
establishing, monitoring and reviewing their company's participant-directed retirement plan. As the
needs of the plan sponsor dictate, areas of advising could include: investment options, plan structure
and participant education.
All pension consulting services shall be in compliance with the applicable state law(s) regulating
pension consulting services. This applies to client accounts that are pension or other employee benefit
plans ("Plan") governed by the Employee Retirement Income Security Act of 1974, as amended
("ERISA").
Regulatory Assets under Management
As of December 31, 2025, we provide continuous management services for $528,309,568 in client
assets on a discretionary basis, and $32,383 in client assets on a non-discretionary basis. We also
advise on $45,756,379 in client assets for which we do not provide continuous basis and regular
management services.
Item 5 Fees & Compensation
Asset Management:
Our tiered asset management fees are as follows (per annum):
Assets Under Management
On The First $1,000,000
On The Next $2,000,000
On The Next $4,000,000
On The Next $3,000,000
On The Balance
Annual Percentage
1.25%
1.00%
0.85%
0.75%
0.60%
A client's legacy fee schedule could be honored and may be more or less than the Measured Wealth
standard fee schedule.
Due to the additional complexity and time associated with managing an option strategy, if an option
strategy is employed, an additional .25% will be added to the fee schedule above for the account(s)
being managed under this strategy. However, this fee is also negotiable.
Our firm's fees are billed on a pro-rata annualized basis, billed quarterly in advance based on the value
of the client’s account on the last day of the previous quarter. Cash balances and cash equivalents are
included in the billing calculation. Our fees are negotiable, at the firm's discretion. Fees will be
automatically deducted from the client’s managed account. As part of the automatic deduction process,
clients provide written authorization permitting us to be paid directly from the managed account held by
the independent custodian.
To facilitate this process, we send an electronic request to the client’s custodian indicating the amount
of the fee to be paid from the client's managed account. The independent custodian sends statements
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to the client at least quarterly showing the market values for each security included in the account and
all disbursements including the amount of the advisory fees paid to us. If requested by a client, we will
provide an invoice that includes a notice urging the client to compare information provided in that
invoice with fees reflected in the statement provided by the qualified custodian.
Selection of Other Advisers
Advisory fees charged by Independent Money Managers are separate and apart from our advisory
fees. Assets managed by Independent Money Managers will be included in calculating our advisory
fee, which is based on the fee schedule set forth in the Asset Management section above. Advisory
fees that you pay to Independent Money Managers are established and payable in accordance with
the brochure provided to you by the Independent Money Manager. These fees may or may not be
negotiable. Although the advisory fees vary from advisory firm to advisory firm, we have a fiduciary
duty to recommend or select Independent Money Managers based upon each client's individual needs,
stated goals and objectives. You should review the Independent Money Manager's brochure and take
into consideration their fees along with our fees to determine the total amount of fees associated with
this program.
Financial Planning & Consulting:
We charge on an hourly or flat fee basis for financial planning and consulting services. Our hourly fees
are $350 for financial advisors and $250 per hour for para-planners. Flat fees generally range from
$1,500 to $10,000. The total estimated fee, as well as the ultimate fee that we charge you, is based on
the scope and complexity of our engagement with you.
We require a retainer of fifty-percent (50%) of the estimated financial planning or consulting fee with
the remainder of the fee directly billed to you and due to us within thirty (30) days of your financial plan
being delivered or consultation rendered to you. In all cases, we will not require a retainer exceeding
$1,200 when services cannot be rendered within 6 (six) months.
to our clients. These services are non-advisory and
Estate Planning Services:
As described in the Advisory Business section above, Measured Wealth has contracted with Wealth to
provide additional services
facilitate
the preparation of various estate planning documents for clients. Our fees for this service ranges from
$500 to $3,500 and is billed as a flat fee. The fee can be waived at our discretion.
We require a retainer of fifty-percent (50%) of the estimated Estate Planning Services fee with the
remainder of the fee directly billed to you and due to us within thirty (30) days of your estate plan being
delivered to you. In all cases, we will not require a retainer exceeding $1,200 when services cannot be
rendered within 6 (six) months.
Such services are generally separate from any asset management and/or financial planning services
that we may render to a client, and the exact scope of such estate planning services will depend on the
nature of a client’s specific estate planning needs. Wealth offers the ability to consult with
licensed attorneys in various jurisdictions for an additional charge and subject to additional terms and
conditions. Fees for estate planning services may be obtained from other services providers at fees
that are higher or lower than the fees available through Measured Wealth's relationship with Wealth.
Pension Consulting:
We generally charge on an hourly or flat fee basis for pension consulting services, though we may
enter into an asset-based fee arrangement for certain engagements. The total estimated fee, as well
as the ultimate fee that we charge you, is based on the scope and complexity of our engagement with
you. Our hourly fee is $250. Our flat fees range from $750 to $10,000. Flat fees will be charged
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annually in advance for ongoing pension consulting services.
The fee-paying arrangements for pension consulting services will be determined on a case-by-case
basis and will be detailed in the signed Pension Consulting Agreement. The client will be invoiced
directly for the fees.
Termination and Refunds
Clients wishing to terminate their agreement with us must provide 30 days written notice of intent to
terminate. We will process a pro-rata refund of any unearned advisory fees charged in advance.
Other Types of Fees and Expenses
Clients will incur transaction charges for trades executed in their accounts. These transaction fees are
separate from our fees and will be charged by the brokerage firm through which trades are executed.
Also, clients will pay the following separately incurred expenses, which we do not receive any part of:
charges imposed directly by a mutual fund, index fund, or exchange traded fund which shall be
disclosed in the fund's prospectus (i.e., fund management fees and other fund expenses).
Buying Securities on Margin and Margin Interest
If suitable for a client, we may trade a client’s account(s) on margin for the purpose of borrowing funds
for securities purchases. If a margin account is opened, the client will be charged interest by the
custodian on any credit balance extended to, or maintained on behalf of, the client at the broker-dealer.
While the value of the margined security will appear as a debit on the client account statement, the
margin balance in an account(s) will be assessed asset-based advisory fees based on the gross value
of the account(s) without any offset for margin or debit balances. Clients that elect to purchase
securities on margin should understand: 1) the use of borrowed money will result in greater gains or
losses than otherwise would be the case without the use of margin, and 2) there will be no benefit from
using margin if the performance of the account does not exceed the interest expense being charged on
the margin balance plus the additional advisory fees assessed on the securities purchased using
margin.
This creates a conflict of interest where we have an incentive to encourage the use of margin to create
a higher market value and therefore receive a higher fee.
Compensation for the Sale of Insurance Products
We are affiliated with Measured Wealth Risk Management, LLC ("Measured Risk") through common
control and ownership, a licensed insurance agency. Persons providing investment advice on behalf of
our firm are licensed as independent insurance agents and offer insurance products (i.e., fixed or
indexed annuities and life insurance policies, etc.) through Measured Risk. Measured Risk and these
persons will earn commission-based compensation for selling insurance products, including insurance
products they sell to clients. Insurance commissions earned by these persons are separate and in
addition to our advisory fees. This practice presents a conflict of interest because persons providing
investment advice on behalf of our firm who are insurance agents have an incentive to recommend
insurance products to clients for the purpose of generating commissions. Clients are under no
obligation, contractually or otherwise, to purchase insurance products through any person affiliated
with our firm.
Annuities can have high fees, including commissions, distribution or administrative fees, surrender
charges, mortality expenses, rider fees, expense ratios, redemption fees and contingent deferred sales
charges. In general, fees will depend on the annuity type and will be higher the more complex the
annuity and the longer the contract. Fees charged by the insurance company are detailed in the
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annuity contract and/or risk disclosure documents and we encourage clients to read these documents
before investing. For more information on insurance product sales, refer to the Other Financial Industry
Activities and Affiliations section of this brochure (Item 10).
Item 6 Performance-Based Fees & Side-By-Side Management
We do not accept performance-based fees or participate in side-by-side management. Performance-
based fees are fees that are based on a share of a capital gains or capital appreciation of a client's
account. Side-by-side management refers to the practice of managing accounts that are charged
performance-based fees while at the same time managing accounts that are not charged performance-
based fees. Our fees are calculated as described in the Fees and Compensation section above, and
are not charged on the basis of a share of capital gains upon, or capital appreciation of, the funds in
your advisory account.
Item 7 Types of Clients & Account Requirements
We have the following types of clients:
Individuals and High Net Worth Individuals;
Trusts, Estates or Charitable Organizations;
Pension and Profit Sharing Plans;
Corporations, Limited Liability Companies and/or Other Business Types
Our requirements for opening and maintaining accounts or otherwise engaging us:
Our services are recommended for accounts with balances of $250,000 or more, though we
may allow for a lower account balance at our discretion.
We generally charge a minimum fee of $1,500 for written financial plans.
Item 8 Methods of Analysis, Investment Strategies & Risk of Loss
Methods of Analysis
We use the following methods of analysis in formulating our investment advice and/or managing client
assets:
Quantitative;
Cyclical;
Fundamental;
Qualitative.
Investment Strategies We Use
We use the following strategies in managing client accounts, provided that such strategies are
appropriate to the needs of the client and consistent with the client's investment objectives, risk
tolerance, and time horizons, among other considerations:
Long Term Purchases (Securities Held At Least a Year);
Short Term Purchases (Securities Sold Within a Year);
Trading (Securities Sold Within 30 Days);
Margin Transactions;
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Option Writing, including Covered Options, Uncovered Options or Spreading Strategies;
Cash Management.
ESG Investment Model
ESG Criteria: An additional level of scrutiny is added to the Measured Wealth ESG Model which
includes Environmental, Social, and Governance ("ESG") criteria. All investments are screened using
ESG criteria through sources available: Primary - MSCI ESG ratings and Morningstar Sustainalytics
ESG ratings and Secondary – S&P Global EST scores, ISS ESG corporate ratings, and LSEG ESG
scores. The purpose is to seek an additional level of risk management and long term value by
investing in companies that provide a positive impact in the world and avoid companies that don't take
responsibility and care of all stakeholders including; shareholders, communities, environment, and the
supply chain. ESG screening has risks including that it may not encompass all environmental, social or
governance issues and that such an approach may not lead to greater portfolio performance.
ESG Investing: ESG Investing maintains a focus on Environmental, Social, and Governance issues.
ESG investing may be referred to in many different ways, such as sustainable investing, socially
responsible investing, and impact investing. ESG practices can include, but are not limited to,
strategies that select companies based on their stated commitment to one or more ESG factors; for
example, companies with policies aimed at minimizing their negative impact on the environment, social
issues, or companies that focus on governance principles and transparency. ESG practices may also
entail screening out companies in certain sectors or that, in the view of the investor, demonstrate poor
management of ESG risks and opportunities or are involved in issues that are contrary to the investor's
own principals.
Risk: "ESG Investing" is not defined in federal securities laws, may be subjective, and may be defined
in different ways by different managers, advisers or investors. There is no SEC “rating” or “score” of
ESG investments that could be applied across a broad range of companies, and while many different
private ratings based on different ESG factors exist, they often differ significantly from each other.
Different managers may weight environmental, social, and governance factors differently. Some ESG
managers may consider data from third party providers which could include “scoring” and “rating” data
compiled to help managers compare companies. Some of the data used to compile third party ESG
scores and ratings may be subjective. Other data may be objective in principle, but are not verified or
reliable. Third party scores also may consider or weight ESG criteria differently, meaning that
companies can receive widely different scores from different third party providers. A portfolio
manager’s ESG practices may significantly influence performance. Because securities may be
included or excluded based on ESG factors rather than traditional fundamental analysis or other
investment methodologies, the account's performance may differ (either higher or lower) from the
overall market or comparable accounts that do not employ similar ESG practices. Some mutual funds
or ETFs that consider ESG may have different expense ratios than other funds that do not consider
ESG factors. Paying more in expenses will reduce the value of your investment over time.
Risk of Loss
Investing in securities involves risk of loss that clients should be prepared to bear. While the stock
market may increase and your account(s) could enjoy a gain, it is also possible that the stock market
may decrease and your account(s) could suffer a loss. It is important that you understand the risks
associated with investing in the stock market, are appropriately diversified in your investments, and ask
us any questions you may have.
Other Risk Considerations
When evaluating risk, financial loss may be viewed differently by each client and may depend on many
different risks, each of which may affect the probability and magnitude of any potential losses. The
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following risks may not be all-inclusive, but should be considered carefully by a prospective client
before retaining our services.
Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high
volatility or lack of active liquid markets. You may receive a lower price or it may not be possible to sell
the investment at all.
Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and
sovereign fixed income or bonds. A bond issuing entity can experience a credit event that could impair
or erase the value of an issuer’s securities held by a client.
Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to
changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and
may reduce the purchasing power of a client’s future interest payments and principal. Inflation also
generally leads to higher interest rates which may cause the value of many types of fixed income
investments to decline.
Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an
unforeseen event, for example, the loss of your job. This may force you to sell investments that you
were expecting to hold for the long term. If you must sell at a time that the markets are down, you may
lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for
people who are retired, or are nearing retirement.
Description of Material, Significant or Unusual Risks
Cyclical analysis: Cyclical analysis is a time-based assessment which incorporates past and present
performance to determine future value. The primary risk of using cyclical analysis is that past
performance cannot guarantee future results.
Fundamental analysis: Fundamental analysis is a general assessment based upon various factors
including sale price, asset value, market structure, and history. We will analyze the financial condition,
capabilities of management, earnings, new products and services, as well as the company's markets
and position amongst its competitors in order to determine the recommendations made to clients. The
primary risk in using fundamental analysis is that while the overall health and position of a company
may be good, market conditions may negatively impact the security.
Margin Risk: Margin increases your purchasing power, but also exposes you to the potential for larger
losses. Margin transactions are securities transaction in which an investor borrows money to purchase
a security, in which case the security serves as collateral on the loan. 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. Additionally, margin loans are charged margin interest. Margin interest rates can change without
notice to you from the broker-dealer and rates are generally impacted by following factors, such as,
inflation, supply and demand, and government policies.
Derivatives Risk: The use of derivatives, such as options and futures, involves risks different from, or
possibly greater than the risks associated with investing directly in securities. Prices of derivatives can
be volatile and may move in unexpected ways, especially in unusual market conditions. Some
derivatives are particularly sensitive to changes in interest rates. In addition, there may be imperfect or
even negative correlation between the price of the derivatives contract and the price of the underlying
securities. Other risks arise from the potential inability to terminate or sell derivative positions. Further,
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derivatives could result in loss if the counterparty to the transaction does not perform as promised.
Option Writing: A securities transaction that involves selling an option. An option is a contract that
gives the buyer the right, but not the obligation, to buy or sell a particular security at a specified price
on or before the expiration date of the option. When an investor sells a call option, he or she must
deliver to the buyer a specified number of shares if the buyer exercises the option. When an investor
sells a put option, he or she must pay the strike price per share if the buyer exercises the option, and
will receive the specified number of shares. The option writer/seller receives a premium (the market
price of the option at a particular time) in exchange for writing the option. 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.
Cash Management: We manage cash balances in your account based on the yield, and the financial
soundness of the money markets and other short-term instruments. We generally invest client's cash
balances in money market funds, FDIC Insured Certificates of Deposit, high-grade commercial paper
and/or government backed debt instruments. Ultimately, we try to achieve the highest return on our
client's cash balances through relatively low-risk conservative investments. In most cases, at least a
partial cash balance will be maintained in a money market account so that our firm may debit advisory
fees for our services related to Asset Management as applicable.
Mutual Funds and Exchange Traded Funds Risk: Mutual funds and exchange traded funds ("ETF")
generally provide diversification, risks can be significantly increased if the fund is concentrated in a
particular sector of the market, primarily invests in small cap or speculative companies, uses leverage
(i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e.,
equities) rather than balancing the fund with different types of securities. ETFs differ from mutual funds
since they can be bought and sold throughout the day like stock and their price can fluctuate
throughout the day. The returns on mutual funds and ETFs can be reduced by the costs to manage the
funds. Also, while some mutual funds are "no load" and charge no fee to buy into, or sell out of, the
fund, other types of mutual funds do charge such fees which can also reduce returns.
ETFs may have tracking error risks. For example, the ETF investment adviser may not be able to
cause the ETF’s performance to match that of its underlying index or other benchmark, which may
negatively affect the ETF's performance. In addition, for leveraged and inverse ETFs that seek to track
the performance of their underlying indices or benchmarks on a daily basis, mathematical
compounding may prevent the ETF from correlating with performance of its benchmark. In addition, an
ETF may not have investment exposure to all of the securities included in its underlying index, or its
weighting of investment exposure to such securities may vary from that of the underlying index. Some
ETFs may invest in securities or financial instruments that are not included in the underlying index, but
which are expected to yield similar performance.
Item 9 Disciplinary Information
There are no legal or disciplinary events that are material to the evaluation of our advisory business or
the integrity of our management.
Item 10 Other Financial Industry Activities & Affiliations
Arrangements with Affiliated Entities
We are affiliated with Measured Wealth Risk Management, LLC through common control and
ownership. Persons providing investment advice on behalf of our firm are licensed as insurance
agents. These persons will earn commission-based compensation for selling insurance products,
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including insurance products they sell to our clients. Insurance commissions earned by these persons
are separate from our advisory fees. See the Fees and Compensation section in this brochure for more
information on the compensation received by insurance agents who are affiliated with our firm. This
affiliated firm is otherwise regulated by the professional organizations to which it belongs and must
comply with the rules of those organizations. These rules may prohibit paying or receiving referral fees
to or from investment advisers that are not members of the same organization.
Referral arrangements with an affiliated entity present a conflict of interest for us because we have a
direct or indirect financial incentive to recommend the affiliated firm’s services. While we believe that
compensation charged by an affiliated firm is competitive, such compensation may be higher than fees
charged by other firms providing the same or similar services. Our advisory clients are under no
obligation to use the services of any firm we recommend, whether affiliated or otherwise, and may
obtain comparable services and/or lower fees through other firms.
Our firm and its representatives have a fiduciary duty to only recommend securities, insurance and
other investment products when such recommendations are deemed to be in the client's best interest,
based on the client's individual needs, objectives and circumstances.
Insurance Product Sales
As mentioned above, our firm is affiliated with a licensed insurance agency, Measured Wealth Risk
Management, LLC ("Measured Risk"). Insurance products have different payment schedules
depending on the nature of the product, and the timing of the payments likely differ from that of the
advisory options offered by the Measured Wealth. This timing difference has the potential to create a
conflict of interest since some financial professionals have the incentive to recommend a product that
pays commissions now, over an advisory product that pays fees over a relatively longer period. There
could be other conflicts present as well. Measured Risk utilizes the services of Advisors Excel, a third-
party insurance field marketing organization ("FMO") that provides education to our staff on the
different insurance products that are available. The purpose of the FMO is to assist Measured Risk in
finding the insurance product that best fits the client’s situation.
Advisors Excel also provides indirect compensation by providing marketing assistance, business
development tools, technology, back office/operations support, business succession planning,
business conferences, and incentive trips. These incentive programs do not directly affect fees paid by
the client. Although some of these services can benefit a client, other services obtained by Measured
Risk such as marketing assistance, business development, and incentive trips, will not benefit an
existing client and is a conflict of interest. At times, our financial professionals receive expense
reimbursement for travel and/or marketing expenses from distributors of investment and/or insurance
products. Travel expense reimbursements are a result of attendance at due diligence and/or
investment training events hosted by product sponsors. Marketing expense reimbursements are the
result of informal expense sharing arrangements in which product sponsors will underwrite costs
incurred for marketing, such as client appreciation events, advertising, publishing, and seminar
expenses. Although receipt of these travel and marketing expense reimbursements are not predicated
upon specific sales quotas, the product sponsor reimbursements are made by those sponsors for
which sales have been made or for which it is anticipated sales will be made. This creates a conflict of
interest in that there is an incentive to recommend certain products and investments based on the
receipt of this compensation instead of what is in the best interest of clients.
We have taken a number of steps to manage these types of conflict of interests. We attempt to
mitigate these sales-related conflicts by always basing investment decisions on the individual needs of
clients. As a fiduciary, we expect and require that each investment adviser representative only
recommend insurance and annuities when in the best interest of the client. Finally, clients should be
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aware that insurance products are offered by other insurance agents and clients are under no
obligation to purchase these products from, or to implement any insurance or annuity transactions
through, affiliates of Measured Wealth.
Item 11 Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading
As an SEC-registered investment adviser, we have adopted a Code of Ethics designed to comply with
Rule 204A-1 under the Investment Advisers Act of 1940 (“Advisers Act”). The Code establishes rules
for all employees of Measured Wealth and is designed to, among other things, govern personal
securities trading activities in the accounts of employees. If an employee of Measured Wealth would
like to invest in the same securities (or related securities, e.g. warrants, options or futures) that we
recommend to clients and such employee agrees to invest according to Measured Wealth’s portfolio
models, we will aggregate clients’ trades with the employee’ trades so that all trades are executed at
the same time and at the same price. If it is not possible to aggregate the employee’s transaction with
those of our clients, the clients’ transactions will be placed ahead of the employee’s.
The Code is based upon the principal that Measured Wealth and its employees owe a fiduciary duty to
our clients to conduct their affairs, including their personal securities transactions, in such a manner as
to avoid (i) serving their own personal interests ahead of clients, (ii) taking inappropriate advantage of
their position with the firm and (iii) any actual or potential conflicts of interest or any abuse of their
position of trust and responsibility.
We will provide a copy of our Code of Ethics to clients and prospective clients upon their request.
Item 12 Brokerage Practices
While clients may direct us to execute their transactions through a brokerage firm of their choosing, we
primarily recommend Charles Schwab & Co., Inc. ("Schwab"), a registered broker-dealer for brokerage
and custody services. We participate in Schwab Advisor Services™ (the “Program”) which is Schwab’s
business that serves independent investment advisory firms like ours. Schwab offers to independent
investment advisers services which include trade execution, clearance and settlement of transactions.
We receive some benefits from Schwab through our participation in the Program, as described below.
Considerations in recommending a custodian/broker
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, the following:
Ability to maintain the confidentiality of trading intentions
Timeliness of execution
Timeliness and accuracy of trade confirmations
Liquidity of the securities traded
Willingness to commit capital
Ability to place trades in difficult market environments
Research services provided
Ability to provide investment ideas
Execution facilitation services provided
Competitiveness of price
Record keeping services provided
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Custody services provided
Frequency and correction of trading errors
Ability to access a variety of market venues
Expertise as it relates to specific securities
Financial condition
Business reputation
Economic Benefits
We receive economic benefits through our participation in the Program that are typically not available
to Schwab retail investors. These benefits include the following products and services (provided
without cost or at a discount): receipt of duplicate client statements and confirmations; research related
products and tools; consulting services; access to a trading desk serving our participants; access to
aggregated trading (which provides the ability to aggregate securities transactions for execution and
then allocate the appropriate shares to your accounts); the ability to have advisory fees deducted
directly from your accounts; access to an electronic communications network for order entry and
account information; access to mutual funds with no transaction fees and to certain institutional money
managers; and discounts on compliance, marketing, research, technology, and practice management
products or services provided to us by third party vendors. Schwab may also have paid for business
consulting and professional services received by our related persons.
Some of the products and services made available by Schwab through the Program may benefit us but
may not benefit your accounts. These products or services may assist us in managing and
administering your accounts, including accounts not maintained Schwab. Other services made
available by Schwab are intended to help us manage and further develop our business enterprise. The
benefits received by us or our personnel through participation in the Program do not depend on the
amount of brokerage transactions directed to Schwab. As part of our fiduciary duties to you, we are
required at all times to put your interests first. You should be aware, however, that the receipt of
economic benefits by us or our related persons in and of itself creates a potential conflict of interest
and may indirectly influence our recommendation of Schwab for custody and brokerage services.
Our firm examined this conflict of interest when we chose to recommend the custodial and brokerage
services of Schwab to our clients and we have determined that this relationship is in the best interest of
our firm's clients and satisfy our fiduciary obligations, including our duty to seek best execution. Our
policies require the review of brokerage execution services no less than annually.
Research and Other Soft Dollar Benefits
We do not have any formal soft dollar arrangements.
Transaction-related charges that impact clients
Schwab, or the brokerage firm through which you direct us to execute your transactions, charges
brokerage commissions and transaction fees for effecting certain securities transactions (i.e.,
transaction fees are charged for certain no-load mutual funds, commissions are charged for individual
equity and debt securities transactions). Schwab enables us to obtain many no-load mutual funds
without transaction charges and other no-load funds at nominal transaction charges. Schwab’s
commission rates are generally discounted from customary retail commission rates. We do not receive
any commissions from Schwab or any other brokerage firm for the execution of advisory client
transactions.
Schwab generally does not charge you separately for custody services but is compensated by
charging you commissions or other fees on trades that it executes or that settle into your Schwab
account. Certain trades (for example, many mutual funds and ETFs) may not incur Schwab
commissions or transaction fees. Schwab is also compensated by earning interest on the uninvested
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cash in your account in Schwab’s Cash Features Program. In addition to commissions, Schwab
charges you 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 your Schwab account. These fees are in addition to the commissions
or other compensation you pay the executing broker-dealer.
Clients may pay a commission that is higher than another qualified broker dealer might charge to effect
the same transaction where we determine in good faith that the commission is reasonable in relation to
the value of the brokerage and research services received. In seeking best execution, the
determinative factor we consider is not the lowest possible cost, but whether the transaction represents
the best qualitative execution, taking into consideration the full range of a broker-dealer's services,
including the value of research provided, execution capability, commission rates, and responsiveness.
Accordingly, although we will seek competitive rates, to the benefit of all clients, we may not
necessarily obtain the lowest possible commission rates for specific client account transactions.
Client Directed Brokerage
As noted above, clients may direct us to execute their transactions through a brokerage firm of their
choosing. Clients should understand that such direction will adversely affect our ability to obtain best
price and execution.
Order Aggregation
We may utilize block trades where possible and when advantageous to clients. The blocking of
trades permits the trading of aggregate blocks of securities composed of assets from multiple client
accounts. Block trading allows us to execute equity trades in a more-timely, more-equitable manner.
In any given situation, we attempt to allocate trade executions in the most equitable manner possible,
taking into consideration client objectives, current asset allocation and availability of funds using price
averaging, proration and consistently non-arbitrary methods of allocation.
We do not aggregate trades 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.
Trade Errors
In the event a trading error occurs in your account, our policy is to restore your account to the position
it should have been in had the trading error not occurred. Depending on the circumstances, corrective
actions may include canceling the trade, adjusting an allocation, and/or reimbursing the account. In the
event a trade error results in a gain, the total dollar amount is donated to a charity of the custodian's
choice.
Mutual Fund Share Classes
Mutual funds are sold with different share classes, which carry different cost structures. Each available
share class is described in the mutual fund's prospectus. When we purchase, or recommend the
purchase of, mutual funds for a client, we select the share class that is deemed to be in the client’s
best interest, taking into consideration the availability of advisory, institutional or retirement plan share
classes, initial and ongoing share class costs, transaction costs (if any), tax implications, cost
basis and other factors. We also review the mutual funds held in accounts that come under our
management to determine whether a more beneficial share class is available, considering cost, tax
implications, and the impact of contingent deferred or sales charges.
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Item 13 Review of Accounts or Financial Plans
Our portfolio investment models are reviewed on an ongoing basis. We review our client's investment
objectives against these models no less than annually. The nature of these reviews is to learn whether
clients' accounts are in line with their investment objectives, appropriately positioned based on market
conditions, and investment policies, if applicable. We review client investment objectives at least
annually.
We do not provide written reports to clients, unless asked to do so. Verbal reports to clients take place
on at least an annual basis when we contact clients who subscribe to our Asset Management service.
Only our financial advisors will conduct reviews.
We may review client accounts more frequently than described above. Among the factors which may
trigger an off-cycle review are major market or economic events, the client's life events, requests by
the client, etc.
Financial Planning clients do not receive reviews of their written plans unless they take action to
schedule a financial consultation with us. We do not provide ongoing services to Financial Planning
clients, but are willing to meet with such clients upon their request to discuss updates to their plans,
changes in their circumstances, etc. Financial Planning clients do not receive written or verbal updated
reports regarding their financial plans unless they separately contract with us for a post-financial plan
meeting or update to their initial written financial plan.
We review plan provider reports with Pension Consulting clients. We also provide ongoing services to
Pension Consulting clients where we meet with such clients upon their request to discuss updates to
their plans, changes in their circumstances, etc. Pension Consulting clients do not receive written or
verbal updated reports from us regarding their pension plans unless they choose to contract with us for
ongoing Pension Consulting services.
Item 14 Client Referrals & Other Compensation
We receive economic benefits from a non-client in connection with providing investment advice or
other advisory services to you. Through our participation in certain programs or use of a custodian, we
are entitled to receive economic benefits. As part of our fiduciary duty, we endeavor at all times to put
the interests of our clients first. Clients should be aware, however, that the receipt of economic benefits
by our firm from a non-client in and of themselves creates a conflict of interest and may influence our
choice in providing services to your account. This arrangement does not cause our clients to pay any
additional transaction fees beyond those that are traditionally charged by our firm and/or other service
providers.
Refer to the Brokerage Practices section above for disclosures on research and other benefits
we receive resulting from our relationship with your account custodian.
Client Referrals
We directly compensate non-employee consultants, individuals, and/or entities, also known as
solicitors or promoters, for client referrals. We have agreements with solicitors/promoters that are not
clients of our firm. In order to receive a cash referral fee from us, we and the solicitors/promoters must
comply with the requirements of Rule 206(4)-1 of the Investment Advisers Act of 1940 and the
jurisdictions in which the solicitors/promoters operate. In all instances, you will not pay additional fees
because of the referral/promoter arrangements. Please see below for additional information related to
each promoter arrangement. Additionally, we compensate employees/financial professionals for client
referrals in the form of a bonus. Compensation is based on the amount of client assets they service.
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The bonus compensation paid to our employees/financial professionals creates a conflict of interest as
they have a financial incentive to refer clients to our firm.
Schwab Advisor Network®
Our firm receives client referrals from Charles Schwab & Co., Inc. (“Schwab”) through our participation
in Schwab Advisor Network® (“the Service”). The Service is designed to help investors find an
independent investment advisor. Schwab is a broker-dealer independent of and unaffiliated with our
firm. Schwab does not supervise us and has no responsibility for our management of clients’ portfolios
or our other advice or services. We pay Schwab a portion of the advisory fees we receive from clients
referred to us through the Service. The amount we pay Schwab varies based on the amount of assets
held in the client’s account. Clients who are referred to us through the Service are not charged any
additional fees as a result of the referral.
Other Referral Arrangements
We also have a solicitor/promoter arrangement with a credit union, through which the credit union may
refer their clients to our firm for advisory services. The credit union is independent of and unaffiliated
with our firm. The credit union does not supervise us and has no responsibility for our management of
clients’ portfolios or our other advice or services. We pay the credit union a fixed percentage of the
advisory fees we receive from clients referred to us. Clients who are referred to us through the credit
union are not charged any additional fees as a result of the referral.
Item 15 Custody
The client's independent custodian will directly debit our advisory fees from the client's account(s). This
ability to deduct our advisory fees from client accounts causes our firm to exercise limited custody
over client funds or securities. We do not have physical custody of any client funds and/or securities.
Client funds and securities will be held with a qualified custodian. Clients receive account statements
from the qualified custodian(s) at least quarterly. These account statements will indicate the amount of
our advisory fees deducted from the client's account(s) each billing period. Clients should carefully
review account statements for accuracy.
Wire Transfer and/or Standing Letter of Authorization
Our firm, or persons associated with our firm, may effect wire transfers from client accounts to one or
more third parties designated, in writing, by the client without obtaining written client consent for each
separate, individual transaction, as long as the client has provided us with written authorization to do
so. Such written authorization is known as a Standing Letter of Authorization. An adviser with authority
to conduct such third-party wire transfers is considered to have access to the client's assets and
therefore has custody of the client's assets in any related accounts.
We are not required to obtain a surprise annual audit on assets subject to third-party Standing Letters
of Authorization, as would otherwise be required, as long as the following criteria are met:
1. Client provides a written, signed instruction to the qualified custodian that includes the third
party’s name and address or account number at a custodian;
2. Client authorizes us in writing to direct transfers to the third party either on a specified schedule
or from time to time;
3. Client's qualified custodian verifies client's authorization (e.g., signature review) and provides a
transfer of funds notice to client promptly after each transfer;
4. Client has the ability to terminate or change the instruction;
5. We have no authority or ability to designate or change the identity of the third party, the
address, or any other information about the third party;
6. We maintain records showing that the third party is not a related party to us nor located at the
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same address as us; and
7. Client's qualified custodian sends the client, in writing, an initial notice confirming the instruction
and an annual notice reconfirming the instruction.
Item 16 Investment Discretion
Clients have the option of providing our firm with investment discretion on their behalf, pursuant to an
executed investment advisory client agreement. By granting investment discretion, we are authorized
to execute securities transactions and to determine which securities are bought and sold, the total
amount to be bought and sold, and the costs at which the transactions will be effected. Limitations may
be imposed by the client in the form of specific constraints on any of these areas of discretion with our
firm's written acknowledgement.
If you enter into non-discretionary arrangements with our firm, we will obtain your approval prior to the
execution of any transactions for your account(s). You have an unrestricted right to decline to
implement any advice provided by our firm on a non-discretionary basis.
Item 17 Voting Client Securities
We do not and will not accept the proxy authority to vote client securities. Clients will receive proxies or
other solicitations directly from their custodian or a transfer agent. Clients may call, write or email us to
discuss questions they may have about particular proxy votes or other solicitations.
Third party money managers selected or recommended by our firm may vote proxies for clients.
Therefore, except in the event a third-party money manager votes proxies, clients maintain exclusive
responsibility for: (1) directing the manner in which proxies solicited by issuers of securities beneficially
owned by the client shall be voted, and (2) making all elections relative to any mergers, acquisitions,
tender offers, bankruptcy proceedings or other type events pertaining to the client's investment assets.
Therefore (except for proxies that may be voted by a third party money manager), our firm and/or you
shall instruct your qualified custodian to forward to you copies of all proxies and shareholder
communications relating to your investment assets.
Class Action Lawsuits
We do not determine if securities held by you are the subject of a class action lawsuit or whether you
are eligible to participate in class action settlements or litigation nor do we initiate or participate in
litigation to recover damages on your behalf for injuries as a result of actions, misconduct, or
negligence by issuers of securities held by you.
Item 18 Financial Information
We are not required to provide financial information in this Brochure because:
We do not require the prepayment of more than $1,200 in fees and six or more months in
advance.
We do not have a financial condition or commitment that impairs our ability to meet contractual
and fiduciary obligations to clients.
We have never been the subject of a bankruptcy proceeding.
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