MICHAEL D. TAXMAN INVESTMENT MANAGEMENT

Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 Item 1 – Cover Page Michael D. Taxman Investment Management LLC 35 South Main Street Hanover, NH 03755 Phone: (603) 643-1415 Website: www.mdtinvest.com February 3, 2026 Form ADV Part 2A Disclosure Brochure This brochure provided information about the qualifications and business practices of Michael D. Taxman Investment Management LLC. If you have any questions about the contents of this brochure, please contact us at (603) 643-1415. 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 Michael D. Taxman Investment Management LLC is also available on the SEC’s website at www.adviserinfo.sec.gov. The searchable IARD/CRD number for Michael D. Taxman Investment Management LLC is 126670. Michael D. Taxman Investment Management LLC is a Registered Investment Adviser. Registration with the United States Securities and Exchange Commission does not imply a certain level of skill or training.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 Item 2 – Material Changes Since the firm’s most recent Annual Amendment filing, dated January 23, 2025, this Disclosure Brochure has been amended as follows: • At Item 5 to incorporate disclosure of prorated fee adjustments resulting from deposits and withdrawals during a billing period.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 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 and Compensation .................................................................................................. 5 Item 6 – Performance-Based Fees and Side-By-Side Management ................................................. 6 Item 7 – Types of Clients ............................................................................................................... 6 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ............................................. 6 Item 9 – Disciplinary Information ................................................................................................ 11 Item 10 – Other Financial Industry Activities and Affiliations......................................................... 11 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ...... 12 Item 12 – Brokerage Practices ..................................................................................................... 12 Item 13 – Review of Accounts ..................................................................................................... 14 Item 14 – Client Referrals and Other Compensation .................................................................... 14 Item 15 – Custody ...................................................................................................................... 15 Item 16 – Investment Discretion .................................................................................................. 15 Item 17 – Voting Client Securities ................................................................................................ 15 Item 18 – Financial Information ................................................................................................... 16  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 Item 4 – Advisory Business A. Michael D. Taxman Investment Management LLC (“the firm”) opened for business June 6, 2003. Michael Taxman owns 100% of the equity of the firm. The firm is not publicly owned or traded. There are no indirect owners of the firm or intermediaries which have any ownership interest in the firm. B. Michael D. Taxman Investment Management LLC’s practice currently consists entirely of investment supervisory services, that is, providing continual investment advice to each client based on the individual client’s needs and personal circumstances. The advisory relationship begins with one or more consultative meetings between the firm and client, during which they discuss the client’s overall financial situation, concentrating on the client’s circumstances, objectives, and tolerance for risk, and on possible investment strategies. Relying on the information provided by the client, the firm then develops an investment strategy designed specifically for the client for review and possible further refinement. After the firm and the client agree upon an investment strategy and execute the firm’s investment advisory agreement, the firm will assist the client in obtaining and completing the required paperwork for establishing all necessary accounts and will implement the agreed upon investment strategy. The firm is a fiduciary to its clients. As such, the firm has a duty to act in the best interests of its clients, giving prudent and loyal advice. This includes meeting a professional standard of care and placing the interests of its clients first. As fiduciary, the firm avoids conflicts of interest as much as possible and discloses them when unavoidable, charges no more than reasonable compensation, and makes no misleading statements about investments and fees. When the firm provides investment advice regarding retirement plan accounts or individual retirement accounts including recommending rollovers of such accounts, the firm is a fiduciary within the meaning of Title 1 of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The firm recommends primarily passively managed mutual funds and ETFs. The firm takes this approach in the opinion that passively managed portfolios are superior to actively managed ones because of their low costs, tax-efficiency, and reliable exposure to the asset classes they target, and because of the perhaps insurmountable difficulties in identifying superior active managers. The firm communicates regularly with the client as needed to manage the client’s account or accounts and to remain in regular contact. The firm will rely on the client to convey promptly any important changes in the client’s financial situation. Note that the firm generally will not offer advice on individual stocks or corporate bonds. The firm provides (or sees to the provision of) the following reports to clients: performance reports, monthly account statements, and annual tax reports. Monthly account statements detailing account holdings and account activity come directly from the custodian, in most cases Charles Schwab & Co., Inc. The custodian also provides any IRS tax forms.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 The firm does not vote proxy statements on behalf of advisory clients. Also, the firm does not provide legal or tax advice or financial planning services; it is the client’s responsibility to consult with legal and/or tax advisors as necessary. C. The firm manages each client’s portfolio on an individualized basis. Prior to providing advisory services, an investment adviser representative will consult with the client to determine their needs. Thereafter, the firm will allocate client assets consistent with the client’s stated goals and objectives. It remains the client’s responsibility to notify the firm, in writing, of any changes or revisions to the client’s financial circumstances, goals, objectives, and risk tolerance. Until so notified, the firm will continue to rely upon the most recent information provided. The client may, at any time, impose reasonable restrictions, in writing, on the firm’s discretionary advisory services. Please see item 16 for further discussion. D. The firm does not participate in wrap fee programs. E. As of December 31, 2025, the firm managed assets on a discretionary basis in the amount of $137,461,560 in 76 accounts. Item 5 – Fees and Compensation A. The firm charges a negotiable annual advisory fee based on a percentage of the market value of the assets it manages for a client. Client annual advisory fees are the firm’s sole source of compensation. Annual Advisory Fee The firm’s advisory fee schedule is as follows: Assets Managed Annual Advisory Fee First $1,000,000 0.80% Next $1,000,000 0.65% Next $3,000,000 0.50% Above $5,000,000 0.35% B. Clients pay the annual advisory fee in quarterly installments in arrears. The firm calculates the quarterly fee based on the market value of assets under management on the last day of the quarter, prorating partial quarters. Prorated fee adjustments are applied for any deposits or withdrawals made during a billing period. The firm sends a fee invoice to the client each quarter detailing the calculation of the fee, and then, as a rule, deducts advisory fees directly from the client’s account or accounts, unless otherwise agreed. The firm has a minimum annual advisory fee of $8,000. Annual advisory fees and minimums are negotiable solely at the firm’s discretion, with the exception that at no time will advisory fees exceed 2% per year regardless of account size. The firm will not be compensated on the basis of a share of capital gains or capital appreciation of client assets. C. In addition to paying the firm’s annual advisory fee, clients will pay transactions fees and, in some cases, administrative fees to the custodian (usually Charles Schwab & Co. Inc., about which see Item 12 “Brokerage Practices”), as well as annual mutual fund and/or exchange-traded fund management  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 fees. These annual fund management fees generally range from .11% to .48%, depending primarily upon the asset class of the fund. The annual management fees of a broadly diversified portfolio of passive asset class funds will generally be .27% of the market value of the portfolio or less. D. Either party may terminate the investment advisory agreement at any time by a sending written communication. The ongoing advisory fee will cease at that point, and the firm will bill the client for that portion of the quarter already elapsed. E. Neither the firm, nor its representatives, receives or accepts compensation from the sale of securities or other investment products. Item 6 – Performance-Based Fees and Side-By-Side Management Neither the firm nor its supervised persons accept performance-based compensation or engages in side-by-side management. Item 7 – Types of Clients The types of clients the firm currently advises are individuals and trusts. The firm may also advise foundations and other charitable organizations, especially those of special interest to current clients. The minimum portfolios size for ongoing management is $1,000,000, which, at the firm’s standard fee schedule, equates to a minimum annual fee of $8,000. These minimums are negotiable solely at the firm’s discretion. Please note that, if a client is accepted with less than $1,000,000 under firm management, and that client is subject to the firm’s minimum annual fee of $8,000, the subject client will incur an annual fee that exceeds the fee rate shown in the fee schedule in Item 5 above. Due to the limited number of clients the firm intends to work with, the firm will consider prospective clients on the basis of their rapport with the principal, their openness to the investment approach of the firm, and a good fit between the prospective client’s needs and the firm’s services. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss A. The firm will recommend portfolio allocations based on client circumstances, objectives, tolerance for risk, and, within limits, client preferences. The firm will generally recommend broad diversification and will generally use no-load, low-cost, passively managed mutual funds and/or ETFs to achieve such diversification. This diversified fund allocation may also be supplemented with individual equity, individual bond, and cash or cash equivalent allocations. The firm recommends passively managed funds in the belief that securities markets are generally efficient, that few active mangers reliably exceed benchmark returns in the long run, and that it is likely impossible to know in advance the few who will provide returns greater than their benchmarks. The firm generally manages long-term investment portfolios, ideally meant to be held for ten years or more. For clients using their investment portfolios as regular sources of income over extended periods of time, the firm generally recommends withdrawing no more than 5% per year of the value of the portfolio.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 For the stock portion of portfolios, the firm generally recommends a broad range of US, international, and emerging market stocks owned through passively managed funds. The firm also generally recommends an emphasis on small company and value stocks. This emphasis is based on the firm’s adherence to what it believes is the best, most thoroughly vetted academic research on financial markets and securities pricing. This research shows persuasively, so the firm believes, that small company stocks are riskier and have higher expected returns than large company stocks and that value stocks are riskier and have higher expected returns than growth stocks. For the bond portion of portfolios, the firm generally recommends shorter term, higher quality bonds owned through passively managed funds. The firm’s view is that the primary function of the bond portion of a portfolio is to reduce the portfolio’s overall risk. By using shorter term, higher quality bonds, the firm believes it is best able to tailor the risk/return characteristics of portfolios to the needs and wishes of clients, offsetting the high risk of the stock portion of portfolios with the low risk of the bond portion. The firm may use intermediate term bond funds, but generally will keep the average duration of the bond portions of portfolios to five years or less and the average credit quality to A or above. The firm generally uses historical returns, standard deviations, and correlations of various asset classes individually and in combination to analyze the characteristics of portfolios of different composition. The firm may also use regression analyses to measure various portfolios’ exposures to risk factors. The firm may work with clients to estimate future wealth and sustainable income levels. In doing so, the firm will use what it believes are realistic expected returns for the kinds of portfolios it manages while at the same time stressing the uncertainty of future returns. In this connection, the firm may use Monte Carlo simulations as an educational tool for showing the wide range of possible future portfolio values clients need to expect given various assumptions about a portfolio’s risk/return characteristics, its initial value, contributions to and withdrawals from the portfolio, its longevity, and changes to it over time. The firm manages portfolios that combine higher risk assets – stocks – and lower risk assets – shorter term, higher quality bonds. The former must, in the judgment of the firm, have significantly higher expected returns than the latter to warrant their inclusion in a portfolio. But as higher risk assets they can sustain losses, under extraordinary circumstances, of more than 50%. Lower risk assets, on the other hand, should be expected to retain most of their value even in bad markets. The firm does not guarantee the future performance of any client account or portfolio, any specific level of performance, the success of any investment decision or strategy that the firm may use or recommend, or the success of the firm’s overall advisory services. Investing in securities involves risk of loss that clients must be willing to bear. B. The firm’s methods of analysis and investment strategies do not present any significant or unusual risks. However, every investment strategy has its own inherent risks and limitations. For example, longer-term investment strategies require a longer investment time period to allow for the strategy to potentially develop. Shorter-term investment strategies require a shorter investment time period to potentially develop but, as a result of more frequent trading, can incur higher transactional costs when compared to a longer-term investment strategy.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 In implementing its investment strategies, the firm performs market analyses. To perform an accurate market analysis, the firm must have access to current/new market information. The firm has no control over the dissemination rate of market information; therefore, unbeknownst to the firm, certain analyses may be compiled with outdated market information, severely limiting the value of the firm’s analysis. Furthermore, an accurate market analysis can only produce a forecast of the direction of market values. There can be no assurances that a forecasted change in market value will materialize into actionable and/or profitable investment opportunities. C. Use of Mutual Funds and Exchange-Traded Funds Mutual funds and exchange-traded funds are funds that are operated by an investment company that raises money from shareholders and invests it in stocks, bonds, and/or other types of securities. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. The funds charge a separate management fee for their services. The returns on mutual funds and exchange-traded funds can be reduced by the costs of managing the funds. In addition, management style drifts over time means that a fund may occasionally deviate from its stated investment mandate. While funds generally can provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market. Mutual funds and exchange- traded funds come in many varieties. Some invest aggressively for capital appreciation, while others are conservative and are designed to generate income for shareholders. Investors should carefully assess their tolerance for risk before they decide which fund is suitable for their account. In choosing specific funds for the implementation of investment strategies, the firm considers a number of things including fund management fees, the experience of the fund manager, and the efficiency with which the fund provides exposure to its targeted asset class. Although the firm generally recommends passively managed funds, it may in rare instances use actively managed funds. If it does, the firm will seek funds with experienced managers who manage broadly diversified portfolios in a consistent manner. The firm will at the same time avoid the opposite, leery of managers who hold small numbers of securities, trade frequently, emphasize security selection, and/or engage in market timing. In analyzing actively managed funds, the firm will also take into consideration management fees and past returns as they compare with fund benchmarks. Mutual Fund and Exchange-Traded Fund Risks An investment in a mutual fund or ETF involves risk, including the loss of principal. Mutual fund and ETF shareholders are necessarily subject to the risks stemming from the individual issuers of the fund’s underlying portfolio securities. Such shareholders are also liable for taxes on any fund-level capital gains, as ETFs and mutual funds are required by law to distribute capital gains in the event they sell securities for a profit that cannot be offset by a corresponding loss. As such, a mutual fund or ETF client or investor may incur substantial tax liabilities even when the fund underperforms. Shares of mutual funds are distributed and redeemed on an ongoing basis by the fund itself or a broker acting on its behalf. The trading price at which a share is transacted is equal to a fund’s stated daily per share net asset value (“NAV”), plus any shareholders fees (e.g., sales loads, purchase fees, redemption fees). The per-share NAV of a mutual fund is calculated at the end of each business day,  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 although the actual NAV fluctuates with intraday changes in the market value of the fund’s holdings. The trading prices of a mutual fund’s shares can differ significantly from the NAV during periods of market volatility, which may, among other factors, lead to the mutual fund’s shares trading at a premium or discount to NAV. Shares of ETFs are listed on securities exchanges and transacted at negotiated prices in the secondary market. Generally, ETF shares trade at or near their most recent NAV, which is generally calculated at least once daily for indexed-based ETFs and more frequently for actively managed ETFs. However, certain inefficiencies can cause the shares to trade at a premium or discount to their pro- rata NAV. There is also no guarantee that an active secondary market for such shares will develop or continue to exist. While clients and investors may be able to sell their ETF shares on an exchange, ETFs generally only redeems shares directly from shareholders when aggregated as creation units (usually 50,000 shares or more). Therefore, if a liquid secondary market ceases to exist for shares of a particular ETF, a shareholder may have no way to dispose of such shares. Use of Individual Securities In rare instances, the firm may manage the bond portion of portfolios with individual US Treasuries, FDIC-insured CDs, and/or municipal bonds (if the client already owns individual municipal bonds). If the client comes to the firm already owning individual municipal bonds, the firm will rely on ratings services (Standard & Poor’s, Moody’s, etc.) for evaluating the bonds and will generally recommend keeping only AA and AAA rated bonds, unless the bonds mature in no more than three years. The firm assumes that US Treasuries and FDIC-insured CDs (within the limits of coverage) are free of default risk and it does not evaluate them. The firm generally does not recommend or evaluate individual stocks or corporate bonds. Bond and Equity Risks Risks associated with investments in equity and fixed income securities include: 1. Interest-rate Risk: Fluctuations in interest rates may cause investment prices to fluctuate. For example, when interest rates rise, yields on existing bonds become less attractive, causing their market values to decline. 2. Market Risk: The price of a security, bond, or mutual fund may drop in reaction to tangible and intangible events and conditions. This type of risk may be caused by external factors independent of the fund’s specific investments as well as due to the fund’s specific investments. Additionally, each security’s price will fluctuate based on market movement and emotion, which may, or may not be due to the security’s operations or changes in its true value. For example, political, economic and social conditions may trigger market events which are temporarily negative, or temporarily positive. 3. Inflation Risk: When any type of inflation is present, a dollar today will not buy as much as a dollar next year, because purchasing power is eroding at the rate of inflation. 4. Reinvestment Risk: This is the risk that future proceeds from investments may have to be reinvested at a potentially lower rate of return (i.e., interest rate). This primarily relates to fixed income securities. 5. Financial Risk: Excessive borrowing to finance a business’ operations increases the risk of profitability, because the company must meet the terms of its obligations in good times and  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 bad. During periods of financial stress, the inability to meet loan obligations may result in bankruptcy and/or a declining market value. 6. Market Risk (Systematic Risk): Even a long-term investment approach cannot guarantee a profit. Economic, political, and issuer-specific events will cause the value of securities to rise or fall. Because the value of your portfolio will fluctuate, there is a risk that you will lose money. 7. Unsystematic Risk: Unsystematic risk is the company-specific or industry-specific risk in a portfolio. The combination of systematic (market risk) and unsystematic risk is defined as the portfolio risk that the investor bears. While the investor can do little to reduce systematic risk, he or she can affect unsystematic risk. Unsystematic risk may be significantly reduced through diversification. However, even a portfolio of well- diversified assets cannot escape all risk. 8. Credit Risk: Credit risk is the risk that the issuer of a security may be unable to make interest payments and/or repay principal when due. A downgrade to an issuer’s credit rating or a perceived change in an issuer’s financial strength may affect a security’s value, and thus, impact performance. Credit risk is greater for fixed income securities with ratings below investment grade (BB or below by Standard & Poor’s Rating Group or Ba or below by Moody’s Investors Service, Inc.). Fixed income securities that are below investment grade involve higher credit risk and are considered speculative. 9. Income Risk: Income risk is the risk that falling interest rates will cause the investment’s income to decline. 10. Call Risk: Call risk is the risk that during periods of falling interest rates, a bond issuer will call or repay a higher-yielding bond before its maturity date, forcing the investment to reinvest in bonds with lower interest rates than the original obligations. 11. Purchasing Power Risk: Purchasing power risk is the risk that your investment’s value will decline as the price of goods rises (inflation). The investment’s value itself does not decline, but its relative value does, which is the same thing. Inflation can happen for a variety of complex reasons, including a growing economy and a rising money supply. Rising inflation means that if you have $1,000 and inflation rises 5 percent in a year, your $1,000 has lost 5 percent of its value, as it cannot buy what it could buy a year previous. 12. Political Risks: Most investments have a global component, even domestic stocks. Political events anywhere in the world may have unforeseen consequences to markets around the world. 13. Regulatory Risk: Changes in laws and regulations from any government can change the market value of companies subject to such regulations. Certain industries are more susceptible to government regulation. Changes in zoning, tax structure or laws impact the return on these investments. 14. Risks Related to Investment Term: Securities do not follow a straight line up in value. All securities will have periods of time when the current price of the security is not what we believe it is truly worth. If you require us to liquidate your portfolio during one of these periods, you will not realize as much value as you would have had the investment had the opportunity to regain its value.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 Item 9 – Disciplinary Information Neither the firm, nor its representatives, have been subject to any of the following disciplinary events: A. A criminal or civil action in a domestic, foreign or military court of competent jurisdiction in which the firm or a management person: 1. Was convicted of, or pled guilty or nolo contendere (“no contest”) to (a) any felony; (b) a misdemeanor that involved investments or an investment-related business, fraud, false statements or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, or extortion; or (c) a conspiracy to commit any of these offenses; 2. Is the named subject of a pending criminal proceeding that involves an investment-related business, fraud, false statements or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses; 3. Was found to have been involved in a violation of an investment-related statute or regulation; or 4. Was the subject of any order, judgment, or decree permanently or temporarily enjoining, or otherwise limiting, your firm or a management person from engaging in any investment- related activity, or from violating any investment-related statute, rule, or order. B. An administrative proceeding before the SEC, any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority in which the firm or a management person: 1. Was found to have caused an investment-related business to lose its authorization to do business; or 2. Was found to have been involved in a violation of an investment-related statute or regulation and was the subject of an order by the agency or authority: i. Denying, suspending, or revoking the authorization of your firm or a management ii. person to act in an investment-related business; Barring or suspending your firm’s or a management person's association with an investment-related business; iii. Otherwise significantly limiting your firm’s or a management person's investment- iv. related activities; or Imposing a civil money penalty of more than $2,500 on your firm or a management person. C. A self-regulatory organization (SRO) proceeding in which the firm or a management person: 1. Was found to have caused an investment-related business to lose its authorization to do business; or 2. Was found to have been involved in a violation of the SRO’s rules and was: (i) barred or suspended from membership or from association with other members, or was expelled from membership; (ii) otherwise significantly limited from investment-related activities; or (iii) fined more than $2,500. Item 10 – Other Financial Industry Activities and Affiliations A. Neither the firm, nor its representatives, are registered or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 B. Neither the firm, nor its representatives, are registered or have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or a representative of the foregoing. C. Neither the firm, nor its representatives, have any relationship or arrangement with a related person that is material to the firm’s advisory business or clients. D. The firm does not receive, directly or indirectly, compensation from investment advisers that it recommends or selects for its clients. However, see Item 14 below for further discussion on the firm’s referral practices. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading A. The firm has a written Code of Ethics adopted in accordance with SEC Rule 204A-1. It focuses in the first place on the firm’s fiduciary duty to its clients, that is, on the firm’s duty to act for the benefit of its clients, to place the interests of its clients first, and to refrain from having outside interests that conflict with the interests of its clients. Further, the firm maintains and enforces a written policy on insider trading, which includes policy on personal securities transactions. The firm’s Code of Ethics together with its written policies on insider trading and personal securities transactions provide guidance for ensuring that the firm lives up to its fiduciary duty to its clients. We will provide a copy of our Code of Ethics to any client or prospective client upon request. B. Neither the firm nor its representatives recommends, buys, or sells for client accounts, securities in which the firm or its representatives have a material financial interest. C. The principal of the firm strongly believes in his chosen investment strategy and will, of necessity, own many of the same funds as the firm’s clients. Thus, Michael Taxman may buy and sell for himself mutual funds that he also recommends to clients. He believes that there are no conflicts of interest in these transactions due to the open-end structure of mutual funds and the very large size of the selected funds relative to the expected size of his and firm client transactions. Item 12 – Brokerage Practices A. In the event that the client requests that the firm recommend a broker-dealer/custodian for execution and/or custodial services (exclusive of those clients that may direct the Registrant to use a specific broker-dealer/custodian), the firm generally recommends that investment management accounts be maintained at Charles Schwab & Co. Inc. (“Schwab”). Prior to engaging the firm to provide investment management services, the client will be required to enter into a custodial/clearing agreement with the client’s chosen broker-dealer/custodian. Factors that the firm considers in recommending Schwab (or any other broker-dealer/custodian to clients) include historical relationship with the firm, financial strength, reputation, execution capabilities, pricing, research, and service. Although the commissions and/or transaction fees paid by the firm’s clients shall comply with the firm’s duty to seek best execution, a client may pay a commission that is higher than another qualified broker-dealer might charge to effect the same transaction where the firm determines, in good faith, that the commission/transaction fee is reasonable in relation to the value of the brokerage and research services received.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 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 broker-dealer services, including the value of research provided, execution capability, commission rates, and responsiveness. Accordingly, although the firm will seek competitive rates, it may not necessarily obtain the lowest possible commission rates for client account transactions. The brokerage commissions or transaction fees charged by the designated broker-dealer/custodian are exclusive of, and in addition to, the firm’s investment advisory fees. The firm’s best execution responsibility is qualified if securities that it purchases for client accounts are mutual funds that trade at net asset value as determined at the daily market close. 1. Non-Soft Dollar Research and Benefits Although not a material consideration when determining whether to recommend that a client utilize the services of a particular broker-dealer/custodian, the firm can receive from Schwab (or another broker-dealer/custodian, investment platform, unaffiliated investment manager, mutual fund sponsor, or vendor) without cost (and/or at a discount) support services and/or products, certain of which assist the firm to better monitor and service client accounts maintained at such institutions. Included within the support services that may be obtained by the firm may be investment-related research, pricing information and market data, software and other technology that provide access to client account data, compliance and/or practice management-related publications, discounted or gratis consulting services, discounted and/or gratis attendance at conferences, meetings, and other educational and/or social events, marketing support, computer hardware and/or software and/or other products used by the firm in furtherance of its investment advisory business operations. Certain of the above support services and/or products assist the firm in managing and administering client accounts. Others do not directly provide such assistance, but rather assist the Registrant to manage and further develop its business enterprise. Firm clients do not pay more for investment transactions effected and/or assets maintained at Schwab as a result of this arrangement. There is no corresponding commitment made by the firm to Schwab or any other entity to invest any specific amount or percentage of client assets in any specific mutual funds, securities or other investment products as a result of the above arrangement. Given these benefits received from Schwab, this presents a conflict of interest in recommending that Schwab serve as your custodian. 2. Brokerage Referrals The firm does not receive referrals from broker-dealers. 3. Directed Brokerage The firm does not generally accept directed brokerage arrangements (when a client requires that account transactions be effected through a specific broker-dealer). In such client directed arrangements, the client will negotiate terms and arrangements for their account with that broker-dealer, and the firm will not seek better execution services or prices from other broker-dealers or be able to “batch” the client’s transactions for execution through  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 other broker-dealers with orders for other accounts managed by the firm. As a result, client may pay higher commissions or other transaction costs or greater spreads, or receive less favorable net prices, on transactions for the account than would otherwise be the case. In the event that the client directs the firm to effect securities transactions for the client’s accounts through a specific broker-dealer, the client correspondingly acknowledges that such direction may cause the accounts to incur higher commissions or transaction costs than the accounts would otherwise incur had the client determined to effect account transactions through alternative clearing arrangements that may be available through Registrant. Higher transaction costs adversely impact account performance. Transactions for directed accounts will generally be executed following the execution of portfolio transactions for non-directed accounts. B. To the extent that the firm provides investment management services to its clients, the transactions for each client account generally will be effected independently, unless the firm decides to purchase or sell the same securities for several clients at approximately the same time. The firm may (but is not obligated to) combine or “bunch” such orders to obtain best execution, to negotiate more favorable commission rates or to allocate equitably among firm clients differences in prices and commissions or other transaction costs that might have been obtained had such orders been placed independently. Under this procedure, transactions will be averaged as to price and will be allocated among clients in proportion to the purchase and sale orders placed for each client account on any given day. The firm shall not receive any additional compensation or remuneration as a result of such aggregation. Item 13 – Review of Accounts The firm reviews client accounts at least monthly, but generally on a weekly basis. The following are triggering factors for an in-depth review: a major change in client circumstances; a large deposit to or withdrawal from an account; a dramatic move in market valuations; a change in fund management, fee structure, or fund objectives; or a prolonged negative tracking error of a passively managed fund with respect to its relevant benchmark. Clients will receive account statements directly from their custodian, usually monthly but at least quarterly, showing account holdings and account activity. The firm will provide clients with reports detailing the asset allocation, holdings, and performance of their portfolios. The account statements delivered to clients directly by their custodians are their official records. Clients should review these account statements regularly. Item 14 – Client Referrals and Other Compensation A. As referenced in Item 12 above, the firm may receive indirect economic benefits from Schwab including support services and/or products without cost (and/or at a discount). The firm’s clients do not pay more for investment transactions effected and/or assets maintained at Schwab as a result of this arrangement. There is no corresponding commitment made by the firm to Schwab or any other entity to invest any specific amount or percentage of client assets in any specific mutual funds, securities or other investment products as a result of the above arrangement.  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 B. The firm generally recommends Dimensional funds when implementing its investment strategies. Dimensional offers a “Find an Advisor” program through its website, dimensional.com. The firm participates in this program. Participation in this program can provide a material benefit to the firm in the form of prospective advisory client referrals. Receipt of this benefit presents a conflict of interest, in that that the firm could include or continue to include Dimensional funds in its strategies, in the interest of receiving additional future referrals. The firm is under no obligation to conduct a certain amount of business through, or to place a certain level of investment assets into funds issued by, Dimensional as a result of this arrangement. The firm encourages its clients and prospective clients to discuss with the firm its reasons for offering Dimensional funds within its strategies. Item 15 – Custody The firm has the ability to have its advisory fee for each client debited by the custodian. Clients are provided, at least quarterly, with written transaction confirmation notices and regular written summary account statements directly from the broker-dealer/custodian and/or program sponsor for the client accounts. The firm may also provide a written periodic report summarizing account activity and performance. To the extent that the firm provides clients with periodic account statements or reports, the client is urged to compare any statement or report provided by the firm with the account statements received from the account custodian. The account custodian does not verify the accuracy of the firm’s advisory fee calculation. In addition, certain clients have established asset transfer authorizations which permit the qualified custodian to rely upon instructions from our firm to transfer client funds or securities to third-parties. These arrangements are disclosed at Form ADV Part 1, Item 9, but in accordance with the guidance provided in the SEC’s February 21, 2017 Investment Adviser Association No-Action Letter, the affected accounts are not subject to annual surprise CPA examination. Item 16 – Investment Discretion The firm has limited trading authority over each client account, allowing the firm to enter transactions directly for client portfolios without first discussing them with the client. The client may place reasonable restrictions on the firm’s discretionary portfolio management through a written instruction to the firm. In practice, as a general rule, the firm invests with a view to a specific, agreed upon target allocation and discusses rebalancing the portfolio to the target before making necessary trades. The client authorizes investment discretion as follows: when the client opens an account with a broker-dealer/custodian, the client initials and/or signs certain parts of the new account paperwork to grant discretionary authority (“limited trading authority”) to the firm. The firm never accepts full power of attorney over a client account. Item 17 – Voting Client Securities A. The firm does not vote client 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  Michael D. Taxman Investment Management LLC Form ADV Part 2A Disclosure Brochure IARD/CRD No: 126670 February 3, 2026 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. B. Clients will receive their proxies or other solicitations directly from their custodian. Clients may contact the firm to discuss any questions they may have with a particular solicitation. Item 18 – Financial Information A. The firm does not solicit or require prepayment of fees of more than $1,200, per client, six months or more in advance. B. The firm does not have any financial condition that may impair its ability to meet its contractual commitments to clients. C. The firm has not been the subject of a bankruptcy petition at any time during the last ten (10) years.