Oxenfree Financial

OxenFree Capital LLC dba OxenFree Financial CRD# 327105 1900 S. Harbor City Blvd., Ste. 111 Melbourne, FL 32901 Telephone: 321-722-7882 Facsimile: 321-622-2224 June 22, 2026 FORM ADV PART 2A BROCHURE This brochure provides information about the qualifications and business practices of OxenFree Capital LLC. If you have any questions about the contents of this brochure, contact us at 321-722-7882 or James@oxenfreefinancial.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 OxenFree Capital LLC is available on the SEC's website at www.adviserinfo.sec.gov. OxenFree Capital LLC is a registered investment adviser. Registration with the United States Securities and Exchange Commission or any state securities authority does not imply a certain level of skill or training. 1  Item 2 Summary of Material Changes Form ADV Part 2 requires registered investment advisers to amend their brochure when information becomes materially inaccurate. If there are any material changes to an adviser's disclosure brochure, the adviser is required to notify you and provide you with a description of the material changes. Since the date of our last amendment filing, dated February 17, 2026, we have made the following material changes to our brochure: • Items 4, 5, 10, and 14 have been updated to disclose MyMOO, a free online educational program available at www.mymooplan.com and operated by OxenFree Technology LLC, an affiliated entity under common ownership, including related services, compensation, affiliations, and conflicts of interest. • Items 4, 5, 8, 10, 14, 15, and 16 have been updated to disclose that the Firm may make Flourish Cash, a third-party cash management and deposit sweep program offered by Flourish Financial LLC, available to clients and prospective clients, and to describe related services, compensation, conflicts of interest, risks, custody limitations, and discretionary authority limitations. • Items 4, 5, 8, 10, 13, 14, and 16 have been updated to disclose that the Firm may refer or introduce certain clients and prospective clients to Advisors Capital Management, LLC (“ACM”) for its PathFinder program, including certain workplace retirement plan self-directed brokerage account options, and to describe related compensation, conflicts of interest, risks, account review limitations, and discretionary authority limitations. • Items 4, 5, 8, 12, 13, and 16 have been updated to disclose that the Firm may use limited listed options strategies, currently limited to covered calls and cash-secured puts on ETFs, for certain eligible clients and accounts, and to describe related fees, risks, brokerage practices, account review procedures, and discretionary authority. 2  Item 3 Table of Contents Item 2 Summary of Material Changes ...............................................................................................2 Item 3 Table of Contents ...................................................................................................................3 Item 4 Advisory Business ..................................................................................................................4 Item 5 Fees and Compensation .........................................................................................................7 Item 6 Performance-Based Fees and Side-By-Side Management ....................................................9 Item 7 Types of Clients .....................................................................................................................9 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss .............................................. 10 Item 9 Disciplinary Information ........................................................................................................ 14 Item 10 Other Financial Industry Activities and Affiliations ............................................................... 14 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ........ 15 Item 12 Brokerage Practices ........................................................................................................... 16 Item 13 Review of Accounts ............................................................................................................ 17 Item 14 Client Referrals and Other Compensation ........................................................................... 18 Item 15 Custody .............................................................................................................................. 19 Item 16 Investment Discretion ......................................................................................................... 19 Item 17 Voting Client Securities ...................................................................................................... 20 Item 18 Financial Information .......................................................................................................... 20 3  Item 4 Advisory Business Description of Firm OxenFree Capital LLC dba OxenFree Financial is a registered investment adviser based in Melbourne, FL. We are organized as a limited liability company ("LLC") under the laws of the State of Florida. We began conducting business in 2023 following the approval of our investment adviser registration by the Securities & Exchange Commission ("SEC"). We are owned by James Phillips. The following paragraphs describe our services and fees. Refer to the description of each investment advisory service listed below for information on how we tailor our advisory services to your individual needs. As used in this brochure, the words "we," "our," and "us" refer to OxenFree Financial and the words "you," "your," and "client" refer to you as either a client or prospective client of our firm. Portfolio Management Services We offer discretionary portfolio management services. Our investment advice is tailored to meet our clients' needs and investment objectives. If you participate in our discretionary portfolio management services, we require you to grant our firm discretionary authority to manage your account. Discretionary authorization will allow us to determine the specific securities, and the amount of securities, to be purchased or sold for your account without your approval prior to each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and the appropriate trading authorization forms. You may limit our discretionary authority (for example, limiting the types of securities that can be purchased or sold for your account) by providing our firm with your restrictions and guidelines in writing. As part of our portfolio management services, in addition to other types of investments (see disclosures below in this section), we may invest your assets according to one or more model portfolios developed by an unaffiliated investment manager. These models are designed for investors with varying degrees of risk tolerance ranging from a more aggressive investment strategy to a more conservative investment approach. Clients whose assets are invested in model portfolios may not set restrictions on the specific holdings or allocations within the model, nor the types of securities that can be purchased in the model. Nonetheless, clients may impose restrictions on investing in certain securities or types of securities in their account. In such cases, this may prevent a client from investing in certain models that are managed by our firm. Asset Allocation Services We offer asset allocation services that are tailored to meet our clients' needs and investment objectives. Once you have retained our firm for asset allocation services, we will gather information about your financial situation and objectives, and assist you in determining your investment goals, objectives, risk tolerance, and retirement plan time horizon. We will initially provide you with recommendations as to how to allocate your investments among categories of assets. We will then review your account on a periodic basis. Where appropriate, we may provide you with recommendations to change your asset allocation in an effort to remain consistent with your stated financial objectives. You are free at all times to accept or reject any of our investment recommendations. You are solely responsible for implementing our recommendations. Unless you separately retain our services, we will not execute any transactions or changes in asset allocation on your behalf. Financial Consulting Services We offer financial consulting services that primarily involve advising clients on specific financial-related topics. The topics we address may include, but are not limited to, risk assessment/management, investment planning, financial organization, or financial decision making/negotiation. Cash Management Facilitation Services As an optional service, we make Flourish Cash, a third-party cash management/deposit sweep program offered by Flourish Financial LLC, available to clients and prospective clients. Flourish Cash provides access to competitive interest rates and expanded FDIC insurance through participating Program Banks, subject to applicable limits and rules. Our role is limited to making Flourish Cash available, providing access or introductions, and helping clients evaluate whether it fits their cash management needs. We do 4  not custody, manage, trade, withdraw, transfer, or otherwise direct funds held through Flourish Cash. Flourish Cash accounts are separate from OxenFree-managed advisory accounts, and clients and prospective clients are not required to use Flourish Cash or any other provider we make available. Financial Planning Services We offer financial planning services based on each client’s financial circumstances, objectives, and needs. Services may include broad-based financial planning or more limited, single-topic planning. If you retain us for financial planning, we will gather information about your financial situation and goals and may use financial planning software to evaluate your current position and help define long-term and shorter-term objectives. After reviewing the information you provide, we will deliver a written financial plan or recommendations designed to help address your stated goals. Financial plans are based on your financial circumstances and the information available at the time the plan is prepared. You should promptly notify us of any material changes to your financial situation, goals, objectives, or needs. You are not obligated to act on our recommendations or to implement them through our firm. You may implement any recommendations through another investment adviser, broker-dealer, or other financial institution of your choice. Third-Party Retirement Plan Self-Directed Brokerage Account Referral Services For certain clients and prospective clients, we may recommend or introduce Advisors Capital Management, LLC (“ACM”), an unaffiliated registered investment adviser, and its PathFinder program. PathFinder may be available through certain workplace retirement plan self-directed brokerage account arrangements, such as Schwab PCRA or Fidelity BrokerageLink, when permitted by the applicable plan. Clients who use PathFinder enter into ACM’s advisory agreement and related account documentation directly with ACM. ACM, not OxenFree Financial, provides discretionary investment management for PathFinder accounts. Our role is limited to recommending or introducing ACM where appropriate and assisting with general coordination and paperwork. We do not have trading authority over PathFinder accounts, are not listed as the investment adviser at the custodian, and do not deduct fees from these accounts. Clients are not required to use ACM or PathFinder and may use their plan’s core investment menu, another available adviser or manager, or manage the account themselves. Financial Coaching Services We offer financial coaching services. This program is designed to help participants escape debt, build an emergency fund, and have the foundation to invest for their future. Educational Seminar/Workshops We offer educational seminars/workshops to clients upon request. Online Educational Resources We make available MyMOO, which stands for “My Money Order Outline,” a free online educational program available at www.mymooplan.com. MyMOO is operated by OxenFree Technology LLC, an affiliated entity under common ownership with our firm. MyMOO provides budgeting tools, calculators, and general financial education resources. Users may create a login to access these tools. MyMOO does not, by itself, create an advisory relationship or constitute individualized investment, legal, tax, or insurance advice. The site may include links to schedule a meeting with an OxenFree advisor or access insurance-related resources. Users are not required to become clients, purchase insurance, or use any affiliated service provider. Types of Investments We primarily offer advice on ETFs and Mutual Funds. We may, for certain eligible clients and accounts, use limited listed options strategies involving ETFs. At this time, these strategies are limited to covered calls and cash-secured puts, subject to client objectives, risk tolerance, account type, liquidity needs, written client authorization, firm approval, and custodian approval. We do not use options strategies for all clients or accounts. Refer to the Methods of Analysis, Investment Strategies and Risk of Loss below for additional disclosures on this topic. Additionally, we may advise you on various types of investments 5  based on your stated goals and objectives. We may also provide advice on any type of investment held in your portfolio at the inception of our advisory relationship. Since our investment strategies and advice are based on each client's specific financial situation, the investment advice we provide to you may be different or conflicting with the advice we give to other clients regarding the same security or investment. Estate Planning Facilitation Services As an optional, fee-based service, we assist clients in facilitating the preparation of estate planning documents (such as revocable living trusts, wills, and financial or healthcare powers of attorney) through a third-party document provider, Estate Guru. Our role is limited to helping clients understand the available options within the platform and assisting with the completion of required forms. We do not provide legal or tax advice, and neither OxenFree Financial nor its representatives draft, interpret, or review legal documents for legal sufficiency. Estate Guru prepares all legal documents, and an attorney assigned through Estate Guru reviews them. Clients are encouraged to consult with an independent attorney before signing any estate planning documents. Advanced Tax Strategy Facilitation Services As an optional service, we may assist clients by facilitating introductions to third-party firms that provide specialized tax strategy or consulting services, including Equity Advisors, LLC (a separate investment adviser entity) and Tax Strategies Marketing, LLC. These strategies are typically complex, may involve minimum asset, income, or participation thresholds, and generally require engagement with specialized external professionals beyond the scope of services we provide. Our role is limited to making introductions and assisting with coordination of initial communications. We do not provide tax or legal advice in connection with these specific strategies or services, do not evaluate or recommend particular strategies offered by these firms, and do not prepare, interpret, or review related documents. Clients engage these providers directly and are responsible for determining whether their services are appropriate for their circumstances. IRA Rollover Recommendations Effective December 20, 2021 (or such later date as the US Department of Labor ("DOL") Field Assistance Bulletin 2018-02 ceases to be in effect), for purposes of complying with the DOL's Prohibited Transaction Exemption 2020-02 ("PTE 2020-02") where applicable, we are providing the following acknowledgment to you. When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule's provisions, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest. Assets Under Management As of December 31, 2025, we provide continuous management services for $202,497,092 in client assets on a discretionary basis, and $47,281,583 in client assets on a non-discretionary basis. 6  Item 5 Fees and Compensation Portfolio Management Services Our fee for portfolio management services is based on a percentage of the assets in your account and is set forth in the following annual fee schedule: Annual Fee Schedule Annual Fee 1.40% 1.15% 0.90% Assets Under Management up to $500,000 $500,001 to $1,000,000 1,000,001 and above Our annual portfolio management fee is billed and payable, monthly in arrears, based on the average daily balance. If the portfolio management agreement is executed at any time other than the first day of the month, our fees will apply on a pro rata basis, which means that the advisory fee is payable in proportion to the number of days in the month for which you are a client. Our advisory fee is negotiable, depending on individual client circumstances. At our discretion, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts. Combining account values may increase the asset total, which may result in your paying a reduced advisory fee based on the available breakpoints in our fee schedule stated above. We will deduct our fee directly from your account through the qualified custodian holding your funds and securities. We will deduct our advisory fee only when you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all disbursements from your account. You should review all statements for accuracy. You may terminate the portfolio management agreement upon 30 days written notice. You will incur a pro rata charge for services rendered prior to the termination of the portfolio management agreement, which means you will incur advisory fees only in proportion to the number of days in the month for which you are a client. Asset Allocation Services For stand-alone asset allocation engagements, separate from our ongoing asset-based advisory services, we may charge an hourly fee of up to $1,000. This represents the maximum disclosed hourly rate; the actual rate charged is negotiable based on the scope and complexity of services rendered. Most clients engage us through asset-based advisory services and do not incur hourly asset allocation fees. Fees are billed in arrears. You may terminate the agreement by providing 30 days written notice. If fees are payable in arrears, you will be responsible only for a prorated amount based on services performed prior to termination of the agreement. Financial Planning Services For stand-alone financial planning engagements, separate from our ongoing asset-based advisory services, we may charge an hourly fee of up to $1,000. This represents the maximum disclosed hourly rate; the actual rate charged is negotiable and depends on the scope and complexity of the engagement, your situation, and your financial objectives. Most clients engage us through asset-based advisory services and do not incur hourly planning fees. An estimate of expected time and total cost will be provided at the start of the engagement. Fees are payable upon completion of the work outlined in the agreement. At our discretion, we may offset financial planning fees to the extent you implement recommendations through our Portfolio Management Service. You may terminate the agreement by providing 30 days written notice. If fees are payable in arrears, you will be responsible only for a prorated amount based on services performed prior to termination. 7  Financial Consulting Services For stand-alone financial consulting engagements, separate from our asset-based advisory services, we may charge an hourly fee of up to $1,000. This represents the maximum disclosed hourly rate; the actual rate charged is negotiable based on the scope and complexity of services rendered. Most advisory clients do not utilize hourly consulting services. An estimate of expected time and cost will be provided prior to work beginning. Fees are payable upon completion of agreed consulting services. You may terminate the consulting agreement by providing 30 days written notice. If fees are payable in arrears, you will be responsible only for a prorated amount based on services performed prior to termination. Financial Coaching Services We charge different rates depending on the package selected by the client for stand-alone financial coaching services. The first option is "Guided Growth," which costs $99 per month plus a $200 onboarding fee, or $1,000 per year with no onboarding fee. The second option is the "Momentum Path," which costs $175 per month plus a $200 onboarding fee, or $1,650 per year with no onboarding fee. Our coaching fee is payable in advance of the agreed upon coaching services. You may terminate the financial coaching agreement by providing written notice to our firm. Estate Planning Facilitation Services We offer optional estate planning facilitation services for an additional fee. We engage a third-party document provider (Estate Guru) to prepare the requested estate planning documents, to whom we pay directly for these services and charge the client a fee that includes both the cost of the document preparation and a markup for our time, assistance, and facilitation. Total fees vary based on the type and complexity of the documents requested. The fee is disclosed to the client in advance and billed directly by OxenFree Financial. Clients are not required to use this service and may obtain similar documents through an attorney or other provider of choice. Educational Seminar/Workshops Educational seminars/workshops are offered to the client at no charge. MyMOO is also offered at no charge. Additional Fees and Expenses As part of our investment advisory services to you, we may invest, or recommend that you invest, in mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or exchange traded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You will also incur transaction charges and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. We do not share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange traded funds, our firm, and others. For information on our brokerage practices, refer to the Brokerage Practices section of this brochure. We do not charge an additional fee to set up or terminate your services with us. Clients may incur options contract fees, exercise or assignment fees, regulatory fees, and other transaction-related charges imposed by the custodian or broker-dealer in connection with options transactions. We do not share in these fees. The firm does not currently charge a separate advisory fee for options strategies; when used, these strategies are included as part of the firm’s standard portfolio management services. Compensation for the Sale of Insurance Products Persons providing investment advice on behalf of our firm are licensed as independent insurance agents. These persons will earn commission-based compensation for selling insurance products, including insurance products they sell to you. Insurance commissions earned by these persons are separate and in addition to our advisory fees. This practice presents a conflict of interest because persons providing investment advice on behalf of our firm who are insurance agents have an incentive to recommend insurance products to you for the purpose of generating commissions rather than solely based on your needs. You are under no obligation, contractually or otherwise, to purchase insurance products through any person affiliated with our firm. MyMOO may include links to insurance-related 8  resources. If a user purchases insurance through a licensed insurance agent associated with our firm, the agent may receive insurance commissions. Compensation for Referrals Related to Advanced Tax Strategy Facilitation We receive compensation for certain client introductions made to third-party firms described in Item 4 of this document for Advanced Tax Strategy Facilitation. Compensation may be structured as either a fixed fee per introduction or a share of fees received by the third-party provider, depending on the arrangement. This compensation is paid by the third party and does not increase the advisory fees you pay to our firm; however, it creates a financial incentive for us to make referrals and therefore presents a conflict of interest. We address this conflict through disclosure and by maintaining policies designed to ensure referrals are made in the client’s best interest. Compensation from Advisors Capital Management If a client establishes and maintains an ACM PathFinder account after our introduction, ACM pays OxenFree Financial an ongoing promoter/referral fee, currently 0.80% annually of the average daily value of invested assets in PathFinder, paid monthly from ACM’s resources. The client does not pay this fee directly to OxenFree Financial. This creates a conflict of interest because we have a financial incentive to recommend ACM PathFinder instead of other available options, including the client’s plan investment menu or another adviser or manager. We address this conflict through disclosure, client- specific review, required ACM and OxenFree disclosure documents, and supervisory review. Compensation Related to Flourish Cash If a client or prospective client opens and maintains a funded Flourish Cash account through OxenFree Financial, we receive compensation from Flourish Financial LLC, currently 0.15% annually of the Flourish Cash balance, calculated daily and paid monthly. The rate/APY displayed to the client is net of this compensation. A portion is paid to the associated Investment Adviser Representative. This creates a conflict of interest because we and our representatives have a financial incentive to make Flourish Cash available instead of non-compensating alternatives. You are not required to use Flourish Cash. Other Compensation We have a fiduciary duty to act in our client's best interest including the duty to seek best execution. Therefore, our mutual fund selection and recommendation process takes into consideration several factors in order to meet this requirement. See the Brokerage Practices section for additional information on our mutual fund share class selection process. Item 6 Performance-Based Fees and Side-By-Side Management We do not accept performance-based fees or participate in side-by-side management. Performance- based fees are fees that are based on a share of capital gains or capital appreciation of a client's account. Side-by-side management refers to the practice of managing accounts that are charged performance-based fees while at the same time managing accounts that are not charged performance- based fees. Our fees are calculated as described in the Fees and Compensation section above and are not charged on the basis of a share of capital gains upon, or capital appreciation of, the funds in your advisory account. Item 7 Types of Clients We offer investment advisory services to individuals, including high net worth individuals, charities, and businesses. In general, we do not require a minimum dollar amount to open and maintain an advisory account; however, we have the right to terminate your account if it falls below a minimum size which, in our sole opinion, is too small to manage effectively. We may also combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts to meet the stated minimum. 9  Item 8 Methods of Analysis, Investment Strategies and Risk of Loss Our Methods of Analysis and Investment Strategies We use one or more of the following methods of analysis or investment strategies when providing investment advice to you: Charting Analysis - involves the gathering and processing of price and volume pattern information for a particular security, sector, broad index or commodity. This price and volume pattern information is analyzed. The resulting pattern and correlation data is used to detect departures from expected performance and diversification and predict future price movements and trends. Risk: Charting analysis may fail to identify market anomalies or accurately predict future price movements. Security prices can change unpredictably, and past price patterns may not repeat or provide a reliable basis for investment decisions. Technical Analysis - involves studying past price patterns, trends and interrelationships in the financial markets to assess risk-adjusted performance and predict the direction of both the overall market and specific securities. Risk: The risk of market timing based on technical analysis is that our analysis may not accurately detect anomalies or predict future price movements. Current prices of securities may reflect all information known about the security and day-to-day changes in market prices of securities may follow random patterns and may not be predictable with any reliable degree of accuracy. Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a company's financial statements, details regarding the company's product line, the experience and expertise of the company's management, and the outlook for the company and its industry. The resulting data is used to measure the true value of the company's stock compared to the current market value. Risk: The risk of fundamental analysis is that information obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the basis for a stock's value. If securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in favorable performance. Cyclical Analysis - a type of technical analysis that involves evaluating recurring price patterns and trends. Economic/business cycles may not be predictable and may have many fluctuations between long-term expansions and contractions. Risk: The lengths of economic cycles may be difficult to predict with accuracy and therefore the risk of cyclical analysis is the difficulty in predicting economic trends and consequently the changing value of securities that would be affected by these changing trends. Long-Term Purchases - securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Risk: Using a long-term purchase strategy generally assumes the financial markets will go up in the long-term which may not be the case. There is also the risk that the segment of the market that you are invested in or perhaps just your particular investment will go down over time even if the overall financial markets advance. Purchasing investments long-term may create an opportunity cost - "locking-up" assets that may be better utilized in the short-term in other investments. 10  Our investment strategies and advice may vary depending upon each client's specific financial situation. As such, we determine investments and allocations based upon your predefined objectives, risk tolerance, time horizon, financial information, liquidity needs and other various suitability factors. Your restrictions and guidelines may affect the composition of your portfolio. It is important that you notify us immediately with respect to any material changes to your financial circumstances, including for example, a change in your current or expected income level, tax circumstances, or employment status. Limited Options Strategies For certain eligible clients and accounts, we may use limited listed options strategies involving ETFs, currently limited to covered calls and cash-secured puts. These strategies may be used for income generation, position management, or disciplined entry/exit planning when consistent with the client’s investment objective, risk tolerance, liquidity needs, time horizon, account type, and written restrictions. Options involve risk and are not suitable for all clients. Covered calls may limit upside appreciation, provide only limited downside protection, and may result in the sale of ETF shares if assigned. Cash- secured puts may require the client to purchase ETF shares at the strike price even if the ETF’s market value has declined substantially, and reserved cash may reduce account liquidity or limit other investment opportunities. Options also involve assignment, expiration, liquidity, volatility, operational, tax-related, and strategy risk, and may result in losses. Third-Party Retirement Plan Self-Directed Brokerage Account Risks When we recommend ACM PathFinder, a client may move assets from a workplace retirement plan’s core investment menu to a self-directed brokerage account. This may provide broader investment options but involves risks, including investment risk, manager risk, asset allocation risk, fund expenses, plan restrictions, administrative complexity, and the possible loss of access to lower-cost or plan-specific investment options. ACM PathFinder may underperform the plan’s core options, benchmarks, or other available alternatives. Past performance or research information does not guarantee future results. Cash Management We help clients evaluate cash management alternatives, including bank deposits, brokerage sweep programs, money market funds, CDs, Treasury securities, and Flourish Cash. Cash management options involve risks and limitations, including variable rates, inflation risk, liquidity risk, operational/platform risk, transfer delays, and the risk that better rates or terms may be available elsewhere. Flourish Cash is offered by Flourish Financial LLC and uses participating Program Banks. FDIC insurance is subject to applicable rules, limits, ownership categories, and aggregation with other deposits the client may hold at the same banks. Clients are responsible for monitoring deposits held outside Flourish Cash. Our compensation from Flourish Cash creates a conflict of interest because we and our representatives have a financial incentive to make Flourish Cash available instead of alternatives that do not compensate us. Tax Considerations Our strategies and investments may have unique and significant tax implications. Unless specifically agreed otherwise in writing, tax efficiency is not the primary consideration in managing your assets. Regardless of account size or other factors, we strongly recommend consulting a qualified tax professional regarding investment-related tax matters. Custodians are required to report cost basis information for covered securities held in client accounts. The cost basis accounting method applied to your account is determined by the custodian and may vary depending on account configuration or available custodial tools. In certain circumstances, we may request updates to cost basis settings or tax-lot treatment methodologies at the custodian level as part of account administration; however, we do not provide tax advice regarding the selection of accounting methods. You are responsible for consulting your tax advisor to determine whether your account’s cost basis treatment is appropriate for your situation. If your tax advisor recommends a different approach, you must notify us in writing and we will coordinate with the custodian to implement the requested change where operationally feasible. 11  Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is in no way an indication of future performance. Other Risk Considerations When evaluating risk, financial loss may be viewed differently by each client and may depend on many different risks, each of which may affect the probability and magnitude of any potential losses. The following risks may not be all-inclusive but should be considered carefully by a prospective client before retaining our services. Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high volatility or lack of active liquid markets. You may receive a lower price, or it may not be possible to sell the investment at all. Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and sovereign fixed income or bonds. A bond issuing entity can experience a credit event that could impair or erase the value of an issuer's securities held by a client. Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of a client's future interest payments and principal. Inflation also generally leads to higher interest rates which may cause the value of many types of fixed income investments to decline. Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an unforeseen event, for example, the loss of your job. This may force you to sell investments that you were expecting to hold for the long term. If you must sell at a time that the markets are down, you may lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for people who are retired or are nearing retirement. Recommendation of Particular Types of Securities We primarily recommend ETFs and Mutual Funds. However, we may advise on other types of investments as appropriate for you since each client has different needs and different tolerance for risk. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all of the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with the investment. Money Market Funds: A money market fund is technically a security. The fund managers attempt to keep the share price constant at $1/share. However, there is no guarantee that the share price will stay at $1/share. If the share price goes down, you can lose some or all of your principal. The U.S. Securities and Exchange Commission ("SEC") notes that "While investor losses in money market funds have been rare, they are possible." In return for this risk, you should earn a greater return on your cash than you would expect from a Federal Deposit Insurance Corporation ("FDIC") insured savings account (money market funds are not FDIC insured). Next, money market fund rates are variable. In other words, you do not know how much you will earn on your investment next month. The rate could go up or go down. If it goes up, that may result in a positive outcome. However, if it goes down and you earn less than you expected to earn, you may end up needing more cash. A final risk you are taking with money market funds has to do with inflation. Because money market funds are considered to be safer than other investments like stocks, long-term average returns on money market funds tend to be less than long term average returns on riskier investments. 12  Over long periods of time, inflation can eat away at your returns. Certificates of Deposit: Certificates of deposit ("CD") are generally a safe type of investment since they are insured by the Federal Deposit Insurance Company ("FDIC") up to a certain amount. However, because the returns are generally low, there is risk that inflation outpaces the return of the CD. Certain CDs are traded in the market place and not purchased directly from a banking institution. In addition to trading risk, when CDs are purchased at a premium, the premium is not covered by the FDIC. Bonds: Corporate debt securities (or "bonds") are typically safer investments than equity securities, but their risk can also vary widely based on: the financial health of the issuer; the risk that the issuer might default; when the bond is set to mature; and, whether or not the bond can be "called" prior to maturity. When a bond is called, it may not be possible to replace it with a bond of equal character paying the same rate of return. Stocks: There are numerous ways of measuring the risk of equity securities (also known simply as "equities" or "stock"). In very broad terms, the value of a stock depends on the financial health of the company issuing it. However, stock prices can be affected by many other factors including, but not limited to the class of stock (for example, preferred or common); the health of the market sector of the issuing company; and the overall health of the economy. In general, larger, better established companies ("large cap") tend to be safer than smaller start-up companies ("small cap") are but the mere size of an issuer is not, by itself, an indicator of the safety of the investment. Mutual Funds and Exchange Traded Funds: Mutual funds and exchange traded funds ("ETF") are professionally managed collective investment systems that pool money from many investors and invest in stocks, bonds, short-term money market instruments, other mutual funds, other securities, or any combination thereof. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. While mutual funds and ETFs generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e., equities) rather than balancing the fund with different types of securities. ETFs differ from mutual funds since they can be bought and sold throughout the day like stock and their price can fluctuate throughout the day. The returns on mutual funds and ETFs can be reduced by the costs to manage the funds. Also, while some mutual funds are "no load" and charge no fee to buy into, or sell out of, the fund, other types of mutual funds do charge such fees which can also reduce returns. Mutual funds can also be "closed end" or "open end". So-called "open end" mutual funds continue to allow in new investors indefinitely whereas "closed end" funds have a fixed number of shares to sell which can limit their availability to new investors. ETFs may have tracking error risks. For example, the ETF investment adviser may not be able to cause the ETF's performance to match that of its Underlying Index or other benchmark, which may negatively affect the ETF's performance. In addition, for leveraged and inverse ETFs that seek to track the performance of their Underlying Indices or benchmarks on a daily basis, mathematical compounding may prevent the ETF from correlating with performance of its benchmark. In addition, an ETF may not have investment exposure to all of the securities included in its Underlying Index, or its weighting of investment exposure to such securities may vary from that of the Underlying Index. Some ETFs may invest in securities or financial instruments that are not included in the Underlying Index, but which are expected to yield similar performance. Variable Annuities: A variable annuity is a form of insurance where the seller or issuer (typically an insurance company) makes a series of future payments to a buyer (annuitant) in exchange for the immediate payment of a lump sum (single-payment annuity) or a series of regular payments (regular- payment annuity). The payment stream from the issuer to the annuitant has an unknown duration based principally upon the date of death of the annuitant. At this point, the contract will terminate and the remainder of the funds accumulated forfeited unless there are other annuitants or beneficiaries in the contract. Annuities can be purchased to provide an income during retirement. Unlike fixed annuities that 13  make payments in fixed amounts or in amounts that increase by a fixed percentage, variable annuities, pay amounts that vary according to the performance of a specified set of investments, typically bond and equity mutual funds. Many variable annuities typically impose asset-based sales charges or surrender charges for withdrawals within a specified period. Variable annuities may impose a variety of fees and expenses, in addition to sales and surrender charges, such as mortality and expense risk charges; administrative fees; underlying fund expenses; and charges for special features, all of which can reduce the return. Earnings in a variable annuity do not provide all the tax advantages of 401(k)s and other before-tax retirement plans. Once the investor starts withdrawing money from their variable annuity, earnings are taxed at the ordinary income rate, rather than at the lower capital gains rates applied to other non-tax-deferred vehicles which are held for more than one year. Proceeds of most variable annuities do not receive a "step-up" in cost basis when the owner dies like stocks, bonds and mutual funds do. Some variable annuities offer "bonus credits." These are usually not free. In order to fund them, insurance companies typically impose mortality and expense charges and surrender charge periods. In an exchange of an existing annuity for a new annuity (so-called 1035 exchanges), the new variable annuity may have a lower contract value and a smaller death benefit; may impose new surrender charges or increase the period of time for which the surrender charge applies; may have higher annual fees; and provide another commission for the broker. Item 9 Disciplinary Information Our firm has no legal or disciplinary matter relevant to investments, advice or securities to report that occurred within 10 years and that is material to any client or prospect making their decision to work with our firm or advisor representatives. Item 10 Other Financial Industry Activities and Affiliations Compensation for the Sale of Insurance Products Persons providing investment advice on behalf of our firm are licensed as independent insurance agents. See the Fees and Compensation section in this brochure for more information on the compensation received by registered representatives who are affiliated with our firm, and related conflicts of interest. Except as otherwise disclosed in this Item 10 and elsewhere in this brochure, we do not have any relationship or arrangement that is material to our advisory business or to our clients with any of the types of entities listed below: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. broker-dealer, municipal securities dealer, or government securities dealer or broker; investment company or other pooled investment vehicle (including a mutual fund, closed-end investment company, unit investment trust, private investment company or "hedge fund," and offshore fund); other investment adviser or financial planner; futures commission merchant, commodity pool operator, or commodity trading adviser; banking or thrift institution; lawyer or law firm; insurance company or agency; pension consultant; real estate broker or dealer; and/or sponsor or syndicator of limited partnerships. OxenFree Tax LLC OxenFree Tax LLC is affiliated with our firm through common ownership by James Phillips. It provides tax preparation and related accounting services separate from our investment advisory services. This affiliation creates a conflict of interest when we recommend or refer clients to OxenFree Tax because our firm or its owners may benefit financially from those services. Clients are not required to use this affiliate 14  and may select any qualified tax or accounting professional. We address this conflict through disclosure, policies requiring recommendations to be in the client’s best interest, and separation of advisory services from affiliated tax and accounting services. OxenFree Technology LLC / MyMOO OxenFree Technology LLC is an affiliated entity under common ownership with our firm and operates, manages, and develops MyMOO, a free online educational program available at www.mymooplan.com. MyMOO may introduce users to OxenFree advisors, insurance-related resources, or affiliated service providers. This creates a conflict of interest because the website may encourage users to engage our firm, our representatives, or affiliated service providers. Users are not required to become advisory clients, purchase insurance, or use any affiliated service provider. Referral Relationships with Financial Industry Participants We maintain referral and facilitation relationships with certain financial industry participants, including Advisors Capital Management, LLC (“ACM”), Equity Advisors, LLC, and Tax Strategies Marketing, LLC. ACM is an unaffiliated registered investment adviser that offers the PathFinder program, which may be available through certain workplace retirement plan self-directed brokerage account arrangements. These relationships involve introducing prospective clients for services provided by the unaffiliated third-party firms. We do not control these entities and are not under common ownership. Clients who engage their services do so directly under separate agreements. We receive compensation for certain introductions, including ongoing compensation from ACM for clients who remain invested in the ACM PathFinder program. This creates a conflict of interest because we have a financial incentive to recommend or continue these third-party relationships. Additional details regarding these arrangements are described in Items 4, 5, and 14 of this brochure. Relationship with Flourish Financial LLC We maintain a relationship with Flourish Financial LLC, a registered broker-dealer and FINRA member, which offers the Flourish Cash program. Flourish is not affiliated with OxenFree Financial. We receive compensation when clients or prospective clients use Flourish Cash through OxenFree Financial, as described in Items 5 and 14. This creates a conflict of interest because we and our representatives have a financial incentive to make Flourish Cash available. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Description of Our Code of Ethics We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code of Ethics includes guidelines for professional standards of conduct for persons associated with our firm. Our goal is to protect your interests at all times and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with you. All persons associated with our firm are expected to adhere strictly to these guidelines. Persons associated with our firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, nonpublic information about you or your account holdings by persons associated with our firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this brochure. Participation or Interest in Client Transactions Neither our firm nor any persons associated with our firm has any material financial interest in client transactions beyond the provision of investment advisory services as disclosed in this brochure. Personal Trading Practices Our firm or persons associated with our firm may buy or sell the same securities that we recommend to you or securities in which you are already invested. A conflict of interest exists in such cases because we have the ability to trade ahead of you and potentially receive more favorable prices than you will 15  receive. To mitigate this conflict of interest, it is our policy that neither our firm nor persons associated with our firm shall have priority over your account in the purchase or sale of securities. Aggregated Trading Our firm or persons associated with our firm may buy or sell securities for you at the same time we or persons associated with our firm buy or sell such securities for our own account. We may also combine our orders to purchase securities with your orders to purchase securities ("aggregated trading"). Refer to the Brokerage Practices section in this brochure for information on our aggregated trading practices. A conflict of interest exists in such cases because we have the ability to trade ahead of you and potentially receive more favorable prices than you will receive. To eliminate this conflict of interest, it is our policy that neither our firm nor persons associated with our firm shall have priority over your account in the purchase or sale of securities. Item 12 Brokerage Practices We recommend the brokerage and custodial services of Charles Schwab & Co., Inc., Altruist Corp., and Apex Clearing Corporation (whether one or more "Custodian"). Your assets must be maintained in an account at a "qualified custodian," generally a broker-dealer or bank. In recognition of the value of the services the Custodian provides, you may pay higher commissions and/or trading costs than those that may be available elsewhere. Our selection of custodian is based on many factors, including the level and scope of services provided, the custodian’s financial stability, and the cost of services provided to our clients, including cash sweep yields, commissions, custody fees, and other fees or expenses. We seek to recommend a custodian/broker that will hold your assets and execute transactions on terms that are, overall, the most favorable compared to other available providers and their services. We consider various factors, including: • Capability to buy and sell securities for your account itself or to facilitate such services. • The likelihood that your trades will be executed. • Availability of investment research and tools. • Overall quality of services. • Competitiveness of price. • Reputation, financial strength, and stability. • Existing relationship with our firm and our other clients. Research and Other Soft Dollar Benefits We do not have any soft dollar arrangements. Economic Benefits As a registered investment adviser, we have access to the institutional platform of your account custodian. As such, we will also have access to research products and services from your account custodian and/or other brokerage firm. These products may include financial publications, information about particular companies and industries, research software, and other products or services that provide lawful and appropriate assistance to our firm in the performance of our investment decision-making responsibilities. Such research products and services are provided to all investment advisers that utilize the institutional services platforms of these firms and are not considered to be paid for with soft dollars. However, you should be aware that the commissions charged by a particular broker for a particular transaction or set of transactions may be greater than the amounts another broker who did not provide research services or products might charge. Brokerage for Client Referrals We do not receive client referrals from broker-dealers in exchange for cash or other compensation, such as brokerage services or research. Directed Brokerage We routinely require that you direct our firm to execute transactions through Charles Schwab & Co., Inc., 16  Altruist Corp., and Apex Clearing Corporation. As such, we may be unable to achieve the most favorable execution of your transactions and you may pay higher brokerage commissions than you might otherwise pay through another broker-dealer that offers the same types of services. Not all advisers require their clients to direct brokerage. Aggregated Trades We combine multiple orders for shares of the same securities purchased for discretionary advisory accounts we manage (this practice is commonly referred to as "aggregated trading"). We will then distribute a portion of the shares to participating accounts in a fair and equitable manner. Generally, participating accounts will pay a fixed transaction cost regardless of the number of shares transacted. In certain cases, each participating account pays an average price per share for all transactions and pays a proportionate share of all transaction costs on any given day. In the event an order is only partially filled, the shares will be allocated to participating accounts in a fair and equitable manner, typically in proportion to the size of each client's order. Accounts owned by our firm or persons associated with our firm may participate in aggregated trading with your accounts; however, they will not be given preferential treatment. Options Trading Options trading, where used, is expected to be conducted through Charles Schwab & Co., Inc. and is subject to Schwab’s options approval process, account-level permissions, trading rules, contract fees, and operational requirements. Although Schwab may approve options authority at the master-account level, our firm limits options trading to approved clients, approved accounts, approved strategies, approved ETFs, and approved advisory personnel under our internal policies. Item 13 Review of Accounts Our Investment Advisor Representatives will monitor your accounts on an ongoing basis and will conduct account reviews at least quarterly, to ensure the advisory services provided to you are consistent with your investment needs and objectives. Additional reviews may be conducted based on various circumstances, including, but not limited to: • contributions and withdrawals; • year-end tax planning; • market moving events; • security specific events; and/or • changes in your risk/return objectives. The individuals conducting reviews may vary from time to time, as personnel join or leave our firm. We will not provide you with regular written reports. You will receive trade confirmations and monthly or quarterly statements from your account custodian(s). Our Investment Advisor Representatives will review financial plans as needed. These reviews are provided as part of the contracted services. We do not assess additional fees for financial plan reviews. Generally, we will contact you periodically to determine whether any updates may be needed based on changes in your circumstances. Changed circumstances may include, but are not limited to marriage, divorce, birth, death, inheritance, lawsuit, retirement, job loss and/or disability, among others. We recommend meeting with you at least annually to review and update your plan if needed. Additional reviews will be conducted upon your request. Written updates to the financial plan may be provided in conjunction with the review. Updates to your financial plan may be subject to our then current hourly rate, which you must approve in writing and in advance of the update. If you implement financial planning advice, you will receive trade confirmations and monthly or quarterly statements from relevant custodians. Accounts approved for options trading are subject to additional review, including review of open options positions, expiration dates, assignment risk, covered-call coverage, cash-secured put coverage, ETF concentration, account value, and compliance with firm limits. 17  For clients who use ACM PathFinder after our introduction, ACM is responsible for managing and monitoring the PathFinder account under ACM’s advisory agreement and disclosures. We may periodically review whether continued use of PathFinder appears appropriate as part of our broader relationship with the client, but we do not trade, monitor individual holdings for trading purposes, or exercise discretion over PathFinder accounts. Item 14 Client Referrals and Other Compensation We utilize an advertising and referral program for investment professionals offered through the Ramsey Solutions' SmartVestor program, (hereinafter, "SmartVestor") for client referrals within a specific geographic region. SmartVestor is offered by Dave Ramsey, a media personality. Referred prospects are not required nor obligated in any way to work with OxenFree Financial. Our financial professionals that choose to participate in SmartVestor, pay a monthly membership and advertising fee for leads made available through the SmartVestor website. The monthly fee is not contingent on a referral becoming a client or on the number of referrals that are received. SmartVestor provides prospective clients with three to five potential investment professionals (Pros) located in the individual's general geographic area. If more than five Pros are located within the specific market assigned to the client's zip code, SmartVestor issues a random selection of five Pros to the prospective client. Unless the prospective client opts out of having their contact information shared, each SmartVestor Pro will generally contact a referred client within one business day of receiving the contact information. If the prospective client opts out of sharing their contact information, the prospective client determines whether to contact our firm from the investment professionals listed on the website. SmartVestor's role is limited to facilitating an initial introduction between the prospective clients and our firm. The SmartVestor program does not provide prospective clients with an assessment of the merits or shortcomings of any particular investment professional or their investment strategies. SmartVestor is a lead generation service and does not provide investment advice. You will not pay additional fees because of this referral arrangement. The selection of an investment adviser is important and should not be based solely on advertising or referrals, including referrals from entities affiliated with well-known personalities. Individuals that are referred to the firm through Dave Ramsey's Ramsey Solutions are free to work with any investment adviser or financial professional of their choosing. Generally, promoters receive payment if a referral becomes a client but in the case of SmartVestor, the monthly membership and advertising fee are paid regardless of the number of referrals the financial professional receives and it is not based on whether or not the referred prospect becomes a client. You do not pay additional fees because of our financial professional's participation in the SmartVestor program. Refer to the Brokerage Practices section above for disclosures on research and other benefits we may receive resulting from our relationship with your account custodian. We receive compensation from third-party service providers when we introduce clients for certain advanced or specialized tax-related services. These providers currently include Equity Advisors, LLC and Tax Strategies Marketing, LLC. Compensation may be structured as either a fixed fee per introduction or a portion of fees earned by the provider, depending on the arrangement. This compensation is paid by the third party and does not increase the advisory fees you pay to us. However, it creates a financial incentive for us to make introductions and therefore presents a conflict of interest. We address this conflict by disclosing the arrangement, maintaining policies designed to ensure recommendations are made in the client’s best interest, and clarifying that clients are under no obligation to engage any referred provider. MyMOO may include advisor-specific links that allow users to schedule meetings with an OxenFree advisor or access insurance-related resources. We do not charge users for MyMOO; however, our firm or representatives may benefit if a user later becomes an advisory client, purchases insurance through a licensed insurance agent associated with our firm, or uses an affiliated service provider. This creates a conflict of interest because we and our representatives may have an incentive to encourage use of MyMOO or related links. 18  We receive compensation from Flourish Financial LLC when clients or prospective clients open and maintain funded Flourish Cash accounts through OxenFree Financial. This compensation is currently 0.15% annually of the Flourish Cash balance, calculated daily and paid monthly, and the displayed rate/APY is net of this compensation. A portion is paid to the associated Investment Adviser Representative, creating a conflict because we and our representatives have a financial incentive to make Flourish Cash available instead of non-compensating alternatives. You are not required to use Flourish Cash. If a client establishes and maintains an ACM PathFinder account after our introduction, ACM pays OxenFree Financial an ongoing promoter/referral fee, currently 0.8% annually of the average daily value of invested assets in PathFinder, paid monthly from ACM’s resources. The client does not pay this fee directly to OxenFree Financial. This creates a conflict of interest because we have a financial incentive to recommend ACM PathFinder instead of other available options, including the client’s plan investment menu or another adviser or manager. Clients are not required to use ACM or PathFinder. Item 15 Custody Your independent custodian will directly debit your account(s) for the payment of our advisory fees. This ability to deduct fees causes our firm to exercise limited custody over your funds or securities. We do not have physical custody of your funds or securities. Your assets will be held with a bank, broker-dealer, or other qualified custodian, which will send you account statements at least quarterly showing any advisory fees deducted. You should carefully review account statements for accuracy. Our introduction of clients or prospective clients to Flourish Cash does not give us authority to withdraw, transfer, or direct funds held through Flourish Cash accounts. Standing Letter of Authorization Our firm, or persons associated with our firm, may effect withdrawals from client accounts to one or more third parties designated, in writing, by the client without obtaining written client consent for each separate, individual transaction, as long as the client has provided us with written authorization to do so. Such written authorization is known as a Standing Letter of Authorization. An adviser with authority to conduct such third party withdrawals on a client's behalf has access to the client's assets, and therefore has custody of the client's assets in any related accounts. However, we do not have to obtain an annual surprise examination by an independent public accountant, as we otherwise would be required to by reason of having custody, as long as we meet the following criteria: 1. You provide a written, signed instruction to the qualified custodian that includes the third party's name and address or account number at a custodian; 2. You authorize us in writing to direct transfers to the third party either on a specified schedule or from time to time; 3. Your qualified custodian verifies your authorization (e.g., signature review) and provides a transfer of funds notice to you promptly after each transfer; 4. You can terminate or change the instruction; 5. We have no authority or ability to designate or change the identity of the third party, the address, or any other information about the third party; 6. We maintain records showing that the third party is not a related party to us nor located at the same address as us; and 7. Your qualified custodian sends you, in writing, an initial notice confirming the instruction and an annual notice reconfirming the instruction. We hereby confirm that we meet the above criteria. Item 16 Investment Discretion Before we can buy or sell securities on your behalf, you must sign our discretionary management agreement and applicable trading authorization forms. You may grant us discretion over the securities 19  and amounts purchased or sold for your account without your prior approval for each transaction, subject to any written objectives, guidelines, restrictions, or other account parameters you provide. For accounts with discretionary authority and separate options authorization, our discretion may include opening, closing, rolling, expiration management, and assignment-related management of approved covered calls and cash-secured puts, subject to client authorization, custodian approval, account restrictions, and firm policy. Our discretionary authority does not extend to Flourish Cash accounts or ACM PathFinder accounts, for which ACM, not OxenFree Financial, has discretionary authority to the extent authorized by the client and applicable program documents. Item 17 Voting Client Securities We will not vote proxies on behalf of your advisory accounts. At your request, we may offer you advice regarding corporate actions and the exercise of your proxy voting rights. If you own shares of applicable securities, you are responsible for exercising your right to vote as a shareholder. In most cases, you will receive proxy materials directly from the account custodian. However, in the event we were to receive any written or electronic proxy materials, we would forward them directly to you by mail, unless you have authorized our firm to contact you by electronic mail, in which case, we would forward any electronic solicitations to vote proxies. Item 18 Financial Information Our firm does not have any financial condition or impairment that would prevent us from meeting our contractual commitments to you. We do not take physical custody of client funds or securities or serve as trustee or signatory for client accounts, and we do not require the prepayment of more than $1,200 in fees six or more months in advance. Therefore, we are not required to include a financial statement with this brochure. We have not filed a bankruptcy petition within the past ten years and have never filed for bankruptcy. 20