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Item 1: Cover Page
Part 2A of Form ADV: Firm Brochure
December 9, 2025
Mezzasalma Advisors, LLC
dba
Lyceum Financial
67 Apple Street
Tinton Falls, NJ 07724
www.mezzadvisors.com
Firm Contact:
John Mezzasalma
Chief Compliance Officer
This brochure provides information about the qualifications and business practices of Mezzasalma
Advisors, LLC. If clients have any questions about the contents of this brochure, please contact us at
732-842-1120 or john@mezzcpa.com. 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 our firm is also available on the SEC’s website at
www.adviserinfo.sec.gov by searching CRD #129045.
Please note that the use of the term “registered investment adviser” and description of our firm
and/or our associates as “registered” does not imply a certain level of skill or training. Clients are
encouraged to review this Brochure and Brochure Supplements for our firm’s associates who advise
clients for more information on the qualifications of our firm and our employees.
Item 2: Material Changes
This Firm Brochure provides you with a summary of Mezzasalma Advisors' advisory services and
fees, professionals, certain business practices and policies, as well as actual or potential conflicts of
interest, among other things. This Item is used to provide our clients with a summary of new
and/or updated information; we will inform of the revision(s) based on the nature of the
information as follows.
Since the last annual amendment filed on 03/14/2024, our firm has no material changes to report:
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Item 3: Table of Contents
Item 1: Cover Page ................................................................................................................................. 1
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 .................................................... 10
Item 9: Disciplinary Information ......................................................................................................... 12
Item 10: Other Financial Industry Activities & Affiliations ................................................................. 13
Item 11: Code of Ethics, Participation or Interest in ........................................................................... 13
Item 12: Brokerage Practices .............................................................................................................. 15
Item 13: Review of Accounts or Financial Plans ................................................................................. 18
Item 14: Client Referrals & Other Compensation ................................................................................ 19
Item 15: Custody .................................................................................................................................. 19
Item 16: Investment Discretion ........................................................................................................... 20
Item 17: Voting Client Securities ......................................................................................................... 20
Item 18: Financial Information ............................................................................................................ 20
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Item 4: Advisory Business
Mezzasalma Advisors is an investment adviser with its principal place of business located in New
Jersey. Our firm began conducting business in 1996 as a sole proprietorship. As of 2017,
Mezzasalma Advisors now operates as a limited liability company formed under the laws of the
State of New Jersey. We are primarily owned by Anthony Mezzasalma, CPA, CFP® .
Mezzasalma Advisors offers the following advisory services to our clients:
Mezzasalma Advisors, LLC (“Mezzasalma Advisors” or “the Firm”) may offer services through the dba
Lyceum Financial. For clients of Lyceum Financial, be aware that Lyceum Financial may have their
own branding and logos for marketing purposes and may appear on marketing materials and/or
client statements. Mezzasalma has the arrangements with the dba Lyceum Financial listed in
Schedule D of our Form ADV 1A
INVESTMENT SUPERVISORY SERVICES (“ISS”)
Individual Portfolio Management
Our firm provides continuous advice to a client regarding the investment of client funds based on
the individual needs of the client. Through personal discussions in which goals and objectives
based on a client's particular circumstances are established, we develop a client's personal
investment policy and create and manage a portfolio based on that policy. During our data-
gathering process, we determine the client’s individual objectives, time horizons, risk tolerance,
and liquidity needs. As appropriate, we also review and discuss a client's prior investment history,
as well as family composition and background. We manage these advisory accounts on a
discretionary or non-discretionary basis. Account supervision is guided by the client's stated
objectives (i.e., maximum capital appreciation, growth, income, or growth and income), as well as
tax considerations.
Clients may impose reasonable restrictions on investing in certain securities, types of
securities, or industry sectors.
Our investment recommendations are not limited to any specific product or service offered by a
broker-dealer or insurance company and will generally include advice regarding the following
securities:
• Exchange-listed securities
• Securities traded over-the-counter
• Corporate debt securities
• Certificates of deposit
• Municipal securities
• Mutual fund shares
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Because some types of investments involve certain additional degrees of risk, they will only
be implemented/recommended when consistent with the client's stated investment objectives,
tolerance for risk, liquidity and suitability.
Financial Planning and Consulting
Our firm provides a variety of standalone financial planning and consulting services to clients for
the management of financial resources based upon an analysis of current situation, goals, and
objectives. Financial planning services will typically 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 Investment Planning, Retirement Planning, Estate
Planning, Charitable Planning, Education Planning, Corporate and Personal Tax Planning, ,
Corporate Structure, Real Estate Analysis, Mortgage/Debt Analysis, Insurance Analysis, Lines of
Credit Evaluation, and Personal Financial Planning.
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.
Implementation of the recommendations will be at the discretion of the client. Our firm provides
clients with a summary of their financial situation, and observations for financial planning
engagements. Financial consultations are not typically accompanied by a written summary of
observations and recommendations, as the process is less formal than the planning service.
Assuming all the information and documents requested from the client are provided promptly,
plans or consultations are typically completed within 6 months of the client signing a contract with
our firm.
As part of our overall financial planning and consulting services, we may assist clients with the
possibility of utilizing Internal Revenue Code Section 1031, tax deferred exchanges,
Retirement Plan Consulting
Our firm provides retirement plan consulting services to employer plan sponsors on an ongoing
basis. Generally, such consulting services consist of assisting employer plan sponsors in
establishing, monitoring and reviewing their company's participant-directed retirement plan and
pooled accounts. As the needs of the plan sponsor dictate, areas of advising may include:
investment options, asset management, plan structure and participant education.
In providing services for retirement plan consulting, our firm does not provide any advisory
services with respect to the following types of assets: employer securities, real estate (excluding
real estate funds and publicly traded REITS), participant loans, non-publicly traded securities or
assets, other illiquid investments, or brokerage window programs (collectively, “Excluded
Assets”).
All retirement plan consulting services shall be in compliance with the applicable state laws
regulating retirement consulting services. This applies to client accounts that are retirement or
other employee benefit plans (“Plan”) governed by the Employee Retirement Income Security Act
of 1974, as amended (“ERISA”). If the client accounts are part of a Plan, and our firm accepts
appointment to provide services to such accounts, our firm acknowledges its fiduciary standard
within the meaning of Section 3(21) or 3(38) of ERISA as designated by the Retirement Plan
Consulting Agreement with respect to the provision of services described therein.
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Selection of Other Advisors
We may recommend that you use the services of a third party money manager ("TPMM") to
manage all, or a portion of, your investment portfolio. After gathering information about your
financial situation and objectives, we may recommend that you engage a specific TPMM or
investment program. Factors that we take into consideration when making our
recommendation(s) include, but are not limited to, the following: the TPMM's performance,
methods of analysis, fees, your financial needs, investment goals, risk tolerance, and investment
objectives. We will monitor the TPMM(s)' performance to ensure its management and investment
style remains aligned with your investment goals and objectives.
Tailoring of Advisory Services
Our firm offers individualized investment advice to our Individual Portfolio Management clients.
General investment advice will be offered to our Financial Planning & Consulting and Retirement
Plan Consulting clients.
Participation in Wrap Fee Programs
Our firm does not offer or sponsor a wrap fee program.
ASSETS UNDER MANAGEMENT
As of December 31st, 2024, our firm is actively managing $342,169,449 of clients’ assets on a
discretionary basis in addition to $24,434 of clients’ assets on a non-discretionary basis.
Item 5: Fees & Compensation
Our annual fees for Investment Supervisory Services are based upon a percentage of assets under
management and generally range from .25% to 2.00%.
The annualized fee for Investment Supervisory Services are charged as a percentage of
assets under management, according to the following schedule:
Fee Schedule:
Assets Under Management
First $500,000
$500,001 to $1,000,000
Over $1,000,000
Annual Fee %
2.00%
1.50%
1.00%
*$250.00 minimum annual fee*
*please note our firm has the right to waive the above minimum annual fee*
Fees to be assessed will be outlined in the advisory agreement to be signed by the client.
Annualized fees are billed on a pro-rata basis monthly or quarterly in advance or arrears at the
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end of each calendar month or quarter based upon the value (market value or fair market value in
the absence of market value) of the client's account. Fees will be debited from the account in
accordance with the client authorization in the Client Services Agreement. In rare cases, our firm
will agree to directly invoice. As part of this process, clients understand the following:
a) The client’s independent custodian sends statements at least quarterly showing the market
values for each security included in the Assets and all account disbursements, including the
amount of the advisory fees paid to our firm;
b) Clients will provide authorization permitting our firm to be directly paid by these terms. Our
firm will send an invoice directly to the custodian; and
c) If our firm sends a copy of our invoice to the client, a legend urging the comparison of
information provided in our statement with those from the qualified custodian will be
included.
A minimum of $50,000 of assets under management is required for this service. This account size
may be negotiable under certain circumstances. Mezzasalma Advisors may group certain related
client accounts for the purposes of achieving the minimum account size and determining the
annualized fee. Under certain circumstances, and at the discretion of the CCO, we may waive the
minimum requirement.
Our firm charges a flat fee for financial planning and consulting services. The total estimated fee,
as well as the ultimate fee charged, is based on the scope and complexity of our engagement with
the client. Flat fees range from $500 to $10,000. Fee-paying arrangements are determined on a
case-by-case basis and will be detailed in the signed consulting agreement. Our firm will not
require a retainer exceeding $1,200 when services cannot be rendered within 6 months.
Our Retirement Plan Consulting services are billed based on the percentage of Plan assets under
management. The total estimated fee, as well as the ultimate fee charged, is based on the scope
and complexity of our engagement with the client. Fees will not exceed 1.50%. The fee-paying
arrangements for Retirement Plan Consulting service will be determined on a case-by-case basis
and will be detailed in the signed consulting agreement. Clients may be invoiced directly for the
fees, or fees may be deducted directly from client accounts.
Limited Negotiability of Advisory Fees
Although Mezzasalma Advisors has established the aforementioned fee schedule(s), we retain the
discretion to negotiate alternative fees on a client-by-client basis. Client facts, circumstances and
needs are considered in determining the fee schedule. These include the complexity of the client,
assets to be placed under management, anticipated future additional assets; related accounts;
portfolio style, account composition, reports, among other factors. The specific annual fee
schedule is identified in the contract between the adviser and each client.
We may group certain related client accounts for the purposes of achieving the minimum account
size requirements and determining the annualized fee.
Discounts, not generally available to our advisory clients, may be offered to family members and
friends of associated persons of our firm.
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Termination of the Advisory Relationship
Either party may terminate the advisory agreement signed with our firm for Individual Portfolio
Management services in writing at any time. Upon notice of termination pro-rata advisory fees for
services rendered to the point of termination will be charged. If advisory fees cannot be deducted,
our firm will send an invoice for due advisory fees to the client.
Financial Planning & Consulting clients may terminate their agreement at any time before the
delivery of a financial plan by providing written notice and receive a full refund of any fee
prepayments. Either party may terminate this Agreement at any time by providing written
notice. Termination of this Agreement shall be effective upon receipt of notice. Client will not
receive a pro-rata invoice of incurred fees based on the time and
effort expended by Mezzasalma Advisors.
Either party to a Retirement Plan Consulting Agreement may terminate at any time by providing
written notice to the other party. Full refunds will only be made in cases where cancellation
occurs within 5 business days of signing an agreement. After 5 business days from initial signing,
either party must provide the other party 30 days written notice to terminate billing. Billing will
terminate 30 days after receipt of termination notice. Clients will be charged on a pro-rata basis,
which takes into account work completed by our firm on behalf of the client. Clients will incur
charges for bona fide advisory services rendered up to the point of termination (determined as 30
days from receipt of said written notice) and such fees will be due and payable.
Mutual Fund Fees
All fees paid to Mezzasalma Advisors for investment advisory services are separate and distinct
from the fees and expenses charged by mutual funds and/or ETFs to their shareholders. These
fees and expenses are described in each fund's prospectus. These fees will generally include a
management fee, other fund expenses, and a possible distribution fee. If the fund also imposes
sales charges, a client may pay an initial or deferred sales charge. A client could invest in a mutual
fund directly, without our services. In that case, the client would not receive the services provided
by our firm which are designed, among other things, to assist the client in determining which
mutual fund or funds are most appropriate to each client's financial condition and objectives.
Accordingly, the client should review both the fees charged by the funds and our fees to fully
understand the total amount of fees to be paid by the client and to thereby evaluate the advisory
services being provided.
Additional Fees and Expenses
Clients will incur transaction fees for trades executed by their chosen custodian via individual
transaction charges. These transaction fees are separate from our firm’s advisory fees and will be
disclosed by the chosen custodian. Charles Schwab & Co. Inc. (“Schwab”) does not charge
transaction fees for U.S. listed equities and exchange traded funds.
In addition to our advisory fees, clients are also responsible for the fees and expenses charged by
custodians and imposed by broker dealers, including, but not limited to, any transaction charges
imposed by a broker dealer with which an independent investment manager effects transactions
for the client's account(s). Please refer to the "Brokerage Practices" section (Item 12) of this Form
ADV for additional information.
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Grandfathering of Minimum Account Requirements
Pre-existing advisory clients are subject to Mezzasalma Advisors' minimum account
requirements and advisory fees in effect at the time the client entered into the advisory
relationship. Therefore, our firm's minimum account requirements will differ among clients.
ERISA Accounts
Mezzasalma Advisors is deemed to be a fiduciary to advisory clients that are employee benefit
plans or individual retirement accounts (IRAs) pursuant to the Employee Retirement Income
and Securities Act ("ERISA"), and regulations under the Internal Revenue Code of 1986 (the
"Code"), respectively. As such, our firm is subject to specific duties and obligations under ERISA
and the Internal Revenue Code that include among other things, restrictions concerning certain
forms of compensation. To avoid engaging in prohibited transactions, Mezzasalma Advisors may
only charge fees for investment advice about products for which our firm and/or our related
persons do not receive any commissions or 12b-1 fees, or conversely, investment advice about
products for which our firm and/or our related persons receive commissions or 12b-1 fees,
however, only when such fees are used to offset Mezzasalma Advisors' advisory fees.
Advisory Fees in General
Clients should note that similar advisory services may (or may not) be available from other
registered (or unregistered) investment advisers for similar or lower fees.
Limited Prepayment of Fees
Under no circumstances do we require or solicit payment of fees in excess of $1,200 more than
six months in advance of services rendered.
Commissionable Securities Sales
Our firm and its representatives do not sell securities for a commission in advisory accounts.
Selection of Other Advisors
We may recommend that you use the services of a third party money manager ("TPMM") to
manage all, or a portion of, your investment portfolio. After gathering information about your
financial situation and objectives, we may recommend that you engage a specific TPMM or
investment program. Factors that we take into consideration when making our
recommendation(s) include, but are not limited to, the following: the TPMM's performance,
methods of analysis, fees, your financial needs, investment goals, risk tolerance, and investment
objectives. We will monitor the TPMM(s)' performance to ensure its management and investment
style remains aligned with your investment goals and objectives.
Client Referrals:
We have entered into contractual arrangements with an employee of our firmunder which the
individual receives compensation from us for the establishment of new client relationships.
Employees who refer clients to us must comply with the requirements of the jurisdictions where they
operate. The compensation is a percentage of the advisory fee you pay us for as long as you are our
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client, or until such time as our agreement with the employee of our firm expires. You will not be
charged additional fees based on this compensation arrangement. Incentive based compensation is
contingent upon you entering into an advisory agreement with us. Therefore, the individual has a
financial incentive to recommend us to you for advisory services. This creates a conflict of interest;
however, you are not obligated to retain us for advisory services. Comparable services and/or lower
fees may be available through other firms.
Item 6: Performance-Based Fees & Side-By-Side Management
Our firm does not charge performance-based fees.
Item 7: Types of Clients & Account Requirements
Our firm has the following types of clients:
Individuals (other than high net worth individuals)
•
• High Net Worth Individuals
• Pension and Profit-Sharing Plans
Our firm generally requires a minimum account balance of $50,000 for clients to engage us for our
Individual Portfolio Management service. However, our firm may reduce or waive the minimum
account balance requirement at our sole discretion.
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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:
• Charting: In this type of technical analysis, our firm reviews charts of market and security
activity in an attempt to identify when the market is moving up or down and to predict when
how long the trend may last and when that trend might reverse.
• Cyclical Analysis: Statistical analysis of specific events occurring at a sufficient number of
relatively predictable intervals that they can be forecasted into the future. Cyclical analysis
asserts that cyclical forces drive price movements in the financial markets. Risks include that
cycles may invert or disappear and there is no expectation that this type of analysis will
pinpoint turning points, instead be used in conjunction with other methods of analysis.
• Fundamental Analysis: The analysis of a business's financial statements (usually to analyze
the business's assets, liabilities, and earnings), health, and its competitors and markets. When
analyzing a stock, futures contract, or currency using fundamental analysis there are two
basic approaches one can use: bottom up analysis and top down analysis. The terms are used
to distinguish such analysis from other types of investment analysis, such as quantitative and
technical. Fundamental analysis is performed on historical and present data, but with the goal
of making financial forecasts. There are several possible objectives: (a) to conduct a company
stock valuation and predict its probable price evolution; (b) to make a projection on its
business performance; (c) to evaluate its management and make internal business decisions;
(d) and/or to calculate its credit risk.; and (e) to find out the intrinsic value of the share.
• Technical Analysis: A security analysis methodology for forecasting the direction of prices
through the study of past market data, primarily price and volume. A fundamental principle
of technical analysis is that a market's price reflects all relevant information, so their analysis
looks at the history of a security's trading pattern rather than external drivers such as
economic, fundamental and news events. Therefore, price action tends to repeat itself due to
investors collectively tending toward patterned behavior – hence technical analysis focuses
on identifiable trends and conditions. Technical analysts also widely use market indicators of
many sorts, some of which are mathematical transformations of price, often including up and
down volume, advance/decline data and other inputs. These indicators are used to help
assess whether an asset is trending, and if it is, the probability of its direction and of
continuation. Technicians also look for relationships between price/volume indices and
market indicators. Technical analysis employs models and trading rules based on price and
volume transformations, such as the relative strength index, moving averages, regressions,
inter-market and intra-market price correlations, business cycles, stock market cycles or,
classically, through recognition of chart patterns. Technical analysis is widely used among
traders and financial professionals and is very often used by active day traders, market
makers and pit traders. The risk associated with this type of analysis is that analysts use
subjective judgment to decide which pattern(s) a particular instrument reflects at a given
time and what the interpretation of that pattern should be.
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Risks for All Forms of Analysis: Our securities analysis methods rely on the assumption that the
companies whose securities we purchase and sell, the rating agencies that review these securities,
and other publicly available sources of information about these securities, are providing accurate
and unbiased data. While we are alert to indications that data may be incorrect, there is always a
risk that our analysis may be compromised by inaccurate or misleading information.
Liquidity risk- Investment properties sold or exchanged in an Internal Revenue Code Section 1031
exchange (“1031 exchange”) in which one property is swapped for a like-kind property in order to
defer capital gains taxes. This is a tax strategy which often combines the 1031 swap with a
Delaware Statutory Trust in which the property is held for several years, per the United States
Internal Revenue Service. Due to this strategy’s required “holding” period, this private investment
poses a liquidity risk
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: We purchase securities with the idea of holding them in the client's
account for a year or longer. Typically, we employ this strategy when we believe the securities
to be currently undervalued, and/or we want exposure to a particular asset class over time,
regardless of the current projection for this class.
A risk in a long-term purchase strategy is that by holding the security for this length of time, we
may not take advantage of short-term gains that could be profitable to a client. Moreover, if our
predictions are incorrect, a security may decline sharply in value before we make the decision to
sell. Clients should understand that investing in any securities, including mutual funds, involves a
risk of loss of both income and principal.
Margin Transactions: Our firm may purchase securities for your portfolio with money borrowed
from your brokerage account. This allows you to purchase more stock than you would be able to with
your available cash and allows us to purchase securities without selling other holdings. Margin
accounts and transactions are risky and not necessarily appropriate for every client.
The potential risks associated with these transactions are (1) You can lose more funds than are
deposited into the margin account; (2) the forced sale of securities or other assets in your account;
(3) the sale of securities or other assets without contacting you; (4) you may not be entitled to choose
which securities or other assets in your account(s) are liquidated or sold to meet a margin call; and
(5) custodians charge interest on margin balances which will reduce your returns over time.
Asset Classes
Equity Securities: Equity securities represent an ownership position in a company. Equity
securities typically consist of common stocks. The prices of equity securities fluctuate based on,
among other things, events specific to their issuers and market, economic and other conditions. For
example, prices of these securities can be affected by financial contracts held by the issuer or third
parties (such as derivatives) relating to the security or other assets or indices. There may be little
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trading in the secondary market for particular equity securities, which may adversely affect Our
firm 's ability to value accurately or dispose of such equity securities. Adverse publicity and
investor perceptions, whether or not based on fundamental analysis, may decrease the value
and/or liquidity of equity securities. Investing in smaller companies may pose additional risks as it
is often more difficult to value or dispose of small company stocks, more difficult to obtain
information about smaller companies, and the prices of their stocks may be more volatile than
stocks of larger, more established companies. Clients should have a long-term perspective and, for
example, be able to tolerate potentially sharp declines in value.
Exchange Traded Funds (“ETFs”): An ETF is a type of Investment Company (usually, an open-end
fund or unit investment trust) whose primary objective is to achieve the same return as a particular
market index. The vast majority of ETFs are designed to track an index, so their performance is
close to that of an index mutual fund, but they are not exact duplicates. A tracking error, or the
difference between the returns of a fund and the returns of the index, can arise due to differences in
composition, management fees, expenses, and handling of dividends. ETFs benefit from continuous
pricing; they can be bought and sold on a stock exchange throughout the trading day. Because ETFs
trade like stocks, you can place orders just like with individual stocks - such as limit orders, good-
until-canceled orders, stop loss orders etc. They can also be sold short. Traditional mutual funds are
bought and redeemed based on their net asset values (“NAV”) at the end of the day. ETFs are
bought and sold at the market prices on the exchanges, which resemble the underlying NAV but are
independent of it. However, arbitrageurs will ensure that ETF prices are kept very close to the NAV
of the underlying securities. Although an investor can buy as few as one share of an ETF, most buy
in board lots. Anything bought in less than a board lot will increase the cost to the investor. Anyone
can buy any ETF no matter where in the world it trades. This provides a benefit over mutual funds,
which generally can only be bought in the country in which they are registered.
One of the main features of ETFs are their low annual fees, especially when compared to traditional
mutual funds. The passive nature of index investing, reduced marketing, and distribution and
accounting expenses all contribute to the lower fees. However, individual investors must pay a
brokerage commission to purchase and sell ETF shares; for those investors who trade frequently,
this can significantly increase the cost of investing in ETFs. That said, with the advent of low-cost
brokerage fees, small or frequent purchases of ETFs are becoming more cost efficient.
Fixed Income: Fixed income is a type of investing or budgeting style for which real return rates or
periodic income is received at regular intervals and at reasonably predictable levels. Fixed-income
investors are typically retired individuals who rely on their investments to provide a regular, stable
income stream. This demographic tends to invest heavily in fixed-income investments because of
the reliable returns they offer. Fixed-income investors who live on set amounts of periodically paid
income face the risk of inflation eroding their spending power.
Some examples of fixed-income investments include treasuries, money market instruments,
corporate bonds, asset-backed securities, municipal bonds and international bonds. The primary
risk associated with fixed-income investments is the borrower defaulting on his payment. Other
considerations include exchange rate risk for international bonds and interest rate risk for longer-
dated securities. The most common type of fixed-income security is a bond. Bonds are issued by
federal governments, local municipalities and major corporations. Fixed-income securities are
recommended for investors seeking a diverse portfolio; however, the percentage of the portfolio
dedicated to fixed income depends on your own personal investment style. There is also an
opportunity to diversify the fixed-income component of a portfolio. Riskier fixed-income products,
such as junk bonds and longer-dated products, should comprise a lower percentage of your overall
portfolio.
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The interest payment on fixed-income securities is considered regular income and is determined
based on the creditworthiness of the borrower and current market rates. In general, bonds and
fixed-income securities with longer-dated maturities pay a higher rate, also referred to as the
coupon rate, because they are considered riskier. The longer the security is on the market, the more
time it has to lose its value and/or default. At the end of the bond term, or at bond maturity, the
borrower returns the amount borrowed, also referred to as the principal or par value.
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
Management personnel of our firm are also partners in the accounting firm of Mezzasalma,
CPAs, where they are individually licensed and practicing Certified Public Accountants
providing accounting services for separate compensation.
Mezzasalma, CPAs typically recommends Mezzasalma Advisors to accounting clients in need of
advisory services. Conversely, Mezzasalma Advisors typically recommends Mezzasalma, CPAs to
advisory clients in need of accounting services. Accounting services provided by Mezzasalma,
CPAs are separate and distinct from our advisory services, and are provided for separate and
typical compensation. There are no referral fee arrangements between our firms for these
recommendations. No Mezzasalma Advisors client is obligated to use Mezzasalma, CPAs for any
accounting services and conversely, no accounting client is obligated to use the advisory
services provided by us. Mezzasalma, CPAs, accounting services do not include the authority to
sign checks or otherwise disburse funds on any of our advisory client's behalf.
Additionally, some employees of Mezzasalma Advisors are licensed insurance agents and may
offer insurance products and receive customary fees as a result of insurance sales. A conflict of
interest may arise as these insurance sales may create an incentive to recommend products
based on the compensation earned. To mitigate these potential conflicts, employees will act in
the client’s best interest.
We have entered into contractual arrangements with an employee of our firm, under which the
individual receives compensation from us for the establishment of new client relationships.
Employees who refer clients to us must comply with the requirements of the jurisdictions where they
operate. The compensation is a percentage of the advisory fee you pay us for as long as you are our
client, or until such time as our agreement with the employee of our firm expires. You will not be
charged additional fees based on this compensation arrangement. Incentive based compensation is
contingent upon you entering into an advisory agreement with us. Therefore, the individual has a
financial incentive to recommend us to you for advisory services. This creates a conflict of interest;
however, you are not obligated to retain us for advisory services. Comparable services and/or lower
fees may be available through other firms.
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Mezzasalma Advisors, LLC
Item 11: Code of Ethics, Participation or Interest in
Client Transactions & Personal Trading
Our firm has adopted a Code of Ethics which sets forth high ethical standards of business
conduct that we require of our employees, including compliance with applicable federal
securities laws.
Mezzasalma Advisors and our personnel owe a duty of loyalty, fairness and good faith towards
our clients, and have an obligation to adhere not only to the specific provisions of the Code of
Ethics but to the general principles that guide the Code.
Our Code of Ethics includes policies and procedures for the review of quarterly securities
transactions reports as well as initial and annual securities holdings reports that must be
submitted by the firm’s access persons. Among other things, our Code of Ethics also requires the
prior approval of any acquisition of securities in a limited offering (e.g., private placement) or
an initial public offering. Our code also provides for oversight, enforcement and recordkeeping
provisions.
Mezzasalma Advisors' Code of Ethics further includes the firm's policy prohibiting the use of
material non-public information. While we do not believe that we have any particular access to
non-public information, all employees are reminded that such information may not be used in a
personal or professional capacity.
A copy of our Code of Ethics is available to our advisory clients and prospective clients. You may
request a copy by email sent to john@mezzcpa.com, or by calling us at 732-842-1120.
Mezzasalma Advisors and individuals associated with our firm are prohibited from engaging in
principal transactions.
Mezzasalma Advisors and individuals associated with our firm are prohibited from engaging in
agency cross transactions.
Our Code of Ethics is designed to assure that the personal securities transactions, activities and
interests of our employees will not interfere with (i) making decisions in the best interest of
advisory clients and (ii) implementing such decisions while, at the same time, allowing
employees to invest for their own accounts.
Our firm and/or individuals associated with our firm may buy or sell for their personal accounts
securities identical to or different from those recommended to our clients. In addition, any
related person(s) may have an interest or position in a certain security(ies) which may also be
recommended to a client.
It is the expressed policy of our firm that no person employed by us may purchase or sell any
security prior to a transaction(s) being implemented for an advisory account, thereby
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Mezzasalma Advisors, LLC
preventing such employee(s) from benefiting from transactions placed on behalf of advisory
accounts.
We may aggregate our employee trades with client transactions where possible and when
compliant with our duty to seek best execution for our clients. In these instances, participating
clients will receive an average share price and transaction costs will be shared equally and on a
pro-rata basis. In the instances where there is a partial fill of a particular batched order, we will
allocate all purchases pro-rata, with each account paying the average price. Our employee
accounts will be included in the pro-rata allocation.
As these situations represent actual or potential conflicts of interest to our clients, we have
established the following policies and procedures for implementing our firm’s Code of Ethics, to
ensure our firm complies with its regulatory obligations and provides our clients and potential
clients with full and fair disclosure of such conflicts of interest:
1. No principal or employee of our firm may put his or her own interest above the
interest of an advisory client.
2. No principal or employee of our firm may buy or sell securities for their personal
portfolio(s) where their decision is a result of information received as a result of his
or her employment unless the information is also available to the investing public.
3. It is the expressed policy of our firm that no person employed by us may purchase
or sell any security prior to a transaction(s) being implemented for an advisory
account. This prevents such employees from benefiting from transactions placed on
behalf of advisory accounts.
4. Our firm requires prior approval for any IPO or private placement investments by
related persons of the firm.
5. We maintain a list of all reportable securities holdings for our firm and anyone
associated with this advisory practice that has access to advisory recommendations
("access person"). These holdings are reviewed on a regular basis by our firm's Chief
Compliance Officer or his/her designee.
6. We have established procedures for the maintenance of all required books and
records.
7. All of our principals and employees must act in accordance with all applicable
Federal and
State regulations governing registered investment advisory practices.
8. We require delivery and acknowledgement of the Code of Ethics by each
supervised person of our firm.
9. We have established policies requiring the reporting of Code of Ethics violations to
our senior management.
10. Any individual who violates any of the above restrictions may be subject to
termination.
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Mezzasalma Advisors, LLC
Item 12: Brokerage Practices
As our firm does not have the discretionary authority to determine the broker-dealer to be used
or the commission rates to be paid, clients must direct Mezzasalma Advisors as to the broker -
dealer to be used.
Custodian & Brokers Used
Our firm does not maintain custody of client assets (although our firm may be deemed to have
custody of client assets if give the authority to withdraw assets from client accounts. See Item 15
Custody, below). Client assets must be maintained in an account at a “qualified custodian,” generally
a broker-dealer or bank. Our firm recommends that clients use the Schwab Advisor Services division
of Charles Schwab & Co. Inc. (“Schwab”), a FINRA-registered broker-dealer, member SIPC, as the
qualified custodian. Our firm is independently owned and operated, and not affiliated with Schwab.
Schwab will hold client assets in a brokerage account and buy and sell securities when instructed.
While our firm recommends that clients use Schwab as custodian/broker, clients will decide whether
to do so and open an account with Schwab by entering into an account agreement directly with them.
Our firm does not open the account. Even though the account is maintained at Schwab, our firm can
still use other brokers to execute trades, as described in the next paragraph.
How Brokers/Custodians Are Selected
Our firm seeks 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. A wide range of factors are considered, including, but not limited to:
•
•
•
combination of transaction execution services along with asset custody services (generally
without a separate fee for custody)
capability to execute, clear and settle trades (buy and sell securities for client accounts)
capabilities to facilitate transfers and payments to and from accounts (wire transfers, check
requests, bill payment, etc.)
• breadth of investment products made available (stocks, bonds, mutual funds, exchange
traded funds (ETFs), etc.)
• availability of investment research and tools that assist in making investment decisions
•
quality of services
competitiveness of the price of those services (commission rates, margin interest rates, other
fees, etc.) and willingness to negotiate them
reputation, financial strength and stability of the provider
•
• prior service to our firm and our other clients
• availability of other products and services that benefit our firm, as discussed below (see
“Products & Services Available from Schwab”)
Custody & Brokerage Costs
Schwab generally does not charge a separate for custody services, but may be compensated by
charging commissions or other fees to clients on trades that are executed or that settle into the
Schwab account. In addition to possible commissions, Schwab charges a flat dollar amount as a
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Mezzasalma Advisors, LLC
“prime broker” or “trade away” fee for each trade that our firm has executed by a different broker-
dealer but where the securities bought or the funds from the securities sold are deposited (settled)
into a Schwab account. These fees are in addition to the commissions or other compensation paid to
the executing broker-dealer. Because of this, in order to minimize client trading costs, our firm has
Schwab execute most trades for the accounts.
Products & Services Available from Schwab
Schwab Advisor Services is Schwab’s business serving independent investment advisory firms like
our firm. They provide our firm and clients with access to its institutional brokerage – trading,
custody, reporting and related services – many of which are not typically available to Schwab retail
customers. Schwab also makes available various support services. Some of those services help
manage or administer our client accounts while others help manage and grow our business. Schwab’s
support services are generally available on an unsolicited basis (our firm does not have to request
them) and at no charge to our firm. The availability of Schwab’s products and services is not based
on the provision of particular investment advice, such as purchasing particular securities for clients.
Here is a more detailed description of Schwab’s support services:
Services that Benefit Clients
Schwab’s institutional brokerage services include access to a broad range of investment products,
execution of securities transactions, and custody of client assets. The investment products available
through Schwab include some to which our firm might not otherwise have access or that would
require a significantly higher minimum initial investment by firm clients. Schwab’s services
described in this paragraph generally benefit clients and their accounts.
Services that May Not Directly Benefit Clients
Schwab also makes available other products and services that benefit our firm but may not directly
benefit clients or their accounts. These products and services assist in managing and administering
our client accounts. They include investment research, both Schwab’s and that of third parties. This
research may be used to service all or some substantial number of client accounts, including accounts
not maintained at Schwab. In addition to investment research, Schwab also makes available software
and other technology that:
• provides access to client account data (such as duplicate trade confirmations and account
statements);
facilitates trade execution and allocate aggregated trade orders for multiple client accounts;
facilitates payment of our fees from our clients’ accounts; and
•
• provides pricing and other market data;
•
• assists with back-office functions, recordkeeping and client reporting.
Services that Generally Benefit Only Our Firm
Schwab also offers other services intended to help manage and further develop our business
enterprise. These services include:
technology, compliance, legal, and business consulting;
• educational conferences and events
•
• publications and conferences on practice management and business succession; and
• access to employee benefits providers, human capital consultants and insurance providers.
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Mezzasalma Advisors, LLC
Schwab may provide some of these services itself. In other cases, Schwab will arrange for third-party
vendors to provide the services to our firm. Schwab may also discount or waive fees for some of these
services or pay all or a part of a third party’s fees. Schwab may also provide our firm with other
benefits, such as occasional business entertainment for our personnel.
Irrespective of direct or indirect benefits to our client through Schwab, our firm strives to enhance
the client experience, help clients reach their goals and put client interests before that of our firm or
associated persons.
Our Interest in Schwab’s Services.
The availability of these services from Schwab benefits our firm because our firm does not have to
produce or purchase them. Our firm does not have to pay for these services, and they are not
contingent upon committing any specific amount of business to Schwab in trading commissions or
assets in custody.
In light of our arrangements with Schwab, a conflict of interest exists as our firm may have incentive
to require that clients maintain their accounts with Schwab based on our interest in receiving
Schwab’s services that benefit our firm rather than based on client interest in receiving the best value
in custody services and the most favorable execution of transactions. As part of our fiduciary duty to
our clients, our firm will 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 or our related persons creates
a potential conflict of interest and may indirectly influence our firm’s choice of Schwab as a custodial
recommendation. Our firm examined this potential conflict of interest when our firm chose to
recommend Schwab and have determined that the recommendation is in the best interest of our firm’s
clients and satisfies our fiduciary obligations, including our duty to seek best execution.
In seeking best execution, the determinative factor 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. Although our firm will seek competitive rates, to the benefit of all clients,
our firm may not necessarily obtain the lowest possible commission rates for specific client account
transactions. Our firm believes that the selection of Schwab as a custodian and broker is the best
interest of our clients. It is primarily supported by the scope, quality and price of Schwab’s services,
and not Schwab’s services that only benefit our firm.
Affiliations and Client Referrals
We directly compensate non-employee (outside) consultants, individuals, and/or entities (Solicitors)
for client referrals. In order to receive a cash referral fee from our firm, Solicitors must comply with
the requirements of the jurisdictions in which they operate. If you were referred to our firm by a
Solicitor, you should have received a copy of this brochure along with the Solicitor's disclosure
statement at the time of the referral.
If a referred client enters into an investment advisory agreement with Advisor, a cash referral fee is
paid to the referring party that is based upon a percentage of client advisory fees generated. This
referral relationship will not result in clients being charged any fees over and above the normal
advisory fees charged for the advisory services provided.
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Mezzasalma Advisors, LLC
If you become a client, the Solicitor that referred you to our firm will receive a percentage of the
advisory fee you pay our firm for as long as you are a client with our firm, or until such time as our
agreement with the Solicitor expires. You will not pay additional fees because of this referral
arrangement. Referral fees paid to a Solicitor are contingent upon your entering into an advisory
agreement with our firm. Therefore, a Solicitor has a financial incentive to recommend our firm to
you for advisory services. This creates a conflict of interest; however, you are not obligated to retain
our firm for advisory services. Comparable services and/or lower fees may be available through
other firms.
Solicitors that refer business to more than one investment adviser may have a financial incentive to
recommend advisers with more favorable compensation arrangements. We request that our
Solicitors disclose to you whether multiple referral relationships exist and that comparable services
may be available from other advisers for lower fees and/or where the Solicitor's compensation is less
favorable.
We have entered into contractual arrangements with an employee of our firm, under which the
individual receives compensation from our firm for the establishment of new client relationships.
Employees who refer clients to our firm must comply with the requirements of the jurisdictions
where they operate. The compensation is a percentage of the advisory fee you pay our firm for as
long as you are a client with our firm, or until such time as our agreement with the Solicitor expires.
You will not be charged additional fees based on this compensation arrangement. Incentive based
compensation is contingent upon you entering into an advisory agreement with our firm. Therefore,
the individual has a financial incentive to recommend our firm to you for advisory services. This
creates a conflict of interest; however, you are not obligated to retain our firm for advisory services.
Comparable services and/or lower fees may be available through other firms.
Item 13: Review of Accounts or Financial Plans
Reviews: While the underlying securities within Individual Portfolio Management Services
accounts are continually monitored, these accounts are reviewed at least annually. Accounts
are reviewed in the context of each client's stated investment objectives and guidelines. More
frequent reviews may be triggered by material changes in variables such as the client's
individual circumstances, or the market, political or economic environment. These accounts are
reviewed by the principal of our firm, John Mezzasalma.
Reports: In addition to the monthly statements and confirmations of transactions that clients
receive from their broker-dealer, we will provide quarterly reports summarizing account
performance, balances and holdings upon request.
Financial Planning clients do not receive reviews of their written plans unless they take action
to schedule a financial consultation with us. Our firm does 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
engage our firm for a post-financial plan meeting or update to their initial written financial plan.
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Mezzasalma Advisors, LLC
Retirement Plan Consulting clients receive reviews of their retirement plans for the duration of
the service. Our firm also provides ongoing services where clients are met with upon their
request to discuss updates to their plans, changes in their circumstances, etc. Retirement Plan
Consulting clients do not receive written or verbal updated reports regarding their plans unless
they choose to engage our firm for ongoing services.
Item 14: Client Referrals & Other Compensation
Our firm receives economic benefit from Schwab in the form of the support products and services
made available to our firm and other independent investment advisors that have their clients
maintain accounts at Schwab. These products and services, how they benefit our firm, and the related
conflicts of interest are described above (see Item 12 – Brokerage Practices). The availability of
Schwab’s products and services is not based on our firm giving particular investment advice, such as
buying particular securities for our clients.
Client Referrals:
We have entered into contractual arrangements with an employee of our firm, under which the
individual receives compensation from us for the establishment of new client relationships.
Employees who refer clients to us must comply with the requirements of the jurisdictions where they
operate. The compensation is a percentage of the advisory fee you pay us for as long as you are our
client, or until such time as our agreement with the employee of our firm expires. You will not be
charged additional fees based on this compensation arrangement. Incentive based compensation is
contingent upon you entering into an advisory agreement with us. Therefore, the individual has a
financial incentive to recommend us to you for advisory services. This creates a conflict of interest;
however, you are not obligated to retain us for advisory services. Comparable services and/or lower
fees may be available through other firms.
Item 15: Custody
Deduction of Advisory Fees:
While our firm does not maintain physical custody of client assets (which are maintained by a
qualified custodian, as discussed above), we are deemed to have custody of certain client assets if
given the authority to withdraw assets from client accounts, as further described below under “Third
Party Money Movement.” All our clients receive account statements directly from their qualified
custodian(s) at least quarterly upon opening of an account. We urge our clients to carefully review
these statements. Additionally, if our firm decides to send its own account statements to clients, such
statements will include a legend that recommends the client compare the account statements
received from the qualified custodian with those received from our firm. Clients are encouraged to
raise any questions with us about the custody, safety or security of their assets and our custodial
recommendations.
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Mezzasalma Advisors, LLC
Third-Party Money Movement:
On February 21, 2017, the SEC issued a no‐action letter (“Letter”) with respect to Rule 206(4)‐2
(“Custody Rule”) under the Investment Advisers Act of 1940 (“Advisers Act”). The letter provided
guidance on the Custody Rule as well as clarified that an adviser who has the power to disburse client
funds to a third party under a standing letter of instruction (“SLOA”) is deemed to have custody. As
such, our firm has adopted the following safeguards in conjunction with Schwab:
• The client provides an instruction to the qualified custodian, in writing, that includes the
client’s signature, the third party’s name, and either the third party’s address or the third
party’s account number at a custodian to which the transfer should be directed.
• The client authorizes the investment adviser, in writing, either on the qualified custodian’s
form or separately, to direct transfers to the third party either on a specified schedule or from
time to time.
• The client’s qualified custodian performs appropriate verification of the instruction, such as
a signature review or other method to verify the client’s authorization and provides a transfer
of funds notice to the client promptly after each transfer.
• The client has the ability to terminate or change the instruction to the client’s qualified
custodian.
• The investment adviser has no authority or ability to designate or change the identity of the
third party, the address, or any other information about the third party contained in the
client’s instruction.
• The investment adviser maintains records showing that the third party is not a related party
of the investment adviser or located at the same address as the investment adviser.
• The 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 may hire us to provide discretionary asset management services, in which case we place
trades in a client's account without contacting the client prior to each trade to obtain the client's
permission. Our discretionary authority includes the ability to determine the security, and the
amount of the security, to buy or sell without contacting the client.
Clients give us discretionary authority when they sign a discretionary agreement with our firm
and may limit this authority by giving us written instructions. Clients may also change/amend
such limitations by once again providing us with written instructions.
Item 17: Voting Client Securities
As a matter of firm policy, we do not vote proxies on behalf of clients. Therefore, although our
firm may provide investment advisory services relative to client investment assets, 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
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Mezzasalma Advisors, LLC
events pertaining to the client’s investment assets. Clients are responsible for instructing each
custodian of the assets, to forward to the client copies of all proxies and shareholder
communications relating to the client’s investment assets. We may provide clients with
consulting assistance regarding proxy issues if they contact us with questions at our principal
place of business.
Security Claims Class Action Litigation
Our firm has engaged a third‐party service provider, Chicago Clearing Corporation (CCC), to monitor
and file securities claims class action litigation paperwork with claims administrators on behalf of
the Firm’s clients. When a claim is settled and payments are awarded to our clients, it may be
necessary to share client information, such as name and account number, with CCC in connection
with this service.
Our firm does not receive any fees or remuneration in connection with this service nor does it receive
any fees from the third‐party provider(s). CCC earns a fee based on a flat percentage of all claims it
collects on behalf of our firm’s clients. This fee is collected and retained by CCC out of the claims paid
by the claim administrator. Clients may opt out of this service at any time. If a client opts out, our
firm does not have an obligation to advise or take any action on behalf of a client with regard to class
action litigation involving investments held in or formerly held in a clients account.
Item 18: Financial Information
Our firm is not required to provide financial information in this Brochure because:
• Our firm does not require the prepayment of more than $1,200 in fees when services cannot
be rendered within 6 months.
• Our firm does not take custody of client funds or securities.
• Our firm does not have a financial condition or commitment that impairs our ability to meet
contractual and fiduciary obligations to clients.
• Our firm has never been the subject of a bankruptcy proceeding.
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Mezzasalma Advisors, LLC