PARKWOODS WEALTH PARTNERS, LLC

Item 1 – Cover Page Parkwoods Wealth Partners, LLC 222 South Central Avenue Suite 550 Clayton, MO 63105 (877) 278-2716 www.parkwoodswealth.com August 1, 2025 This Brochure provides information about the qualifications and business practices of Parkwoods Wealth Partners, LLC (“PWP”). If you have any questions about the contents of this Brochure, please contact us at (315) 757-1100. 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. PWP is a registered investment adviser. Registration of an Investment Adviser does not imply any level of skill or training. The oral and written communications of an Adviser provide you with information about which you determine to hire or retain an Adviser. Additional information about PWP also is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by a unique identifying number, known as a CRD number. The CRD number for PWP is 331565. i  Item 2 – Material Changes This Item of the Brochure will discuss only specific material changes that are made to the Brochure since the last annual update and provide clients with a summary of such changes. We made the following material changes to our current Brochure: ➢ We updated the disclosure of our ownership in Item 4; ➢ We added disclosure of our affiliated accounting firm and an individual’s insurance activities in Item 10; and ➢ We updated Item 15 to disclose circumstances where PWP has custody of client assets. We will further provide you with a new Brochure as necessary based on changes or new information, at any time, without charge. Currently, our Brochure may be requested by contacting Chris Gardner, Chief Compliance Officer, at (315) 757-1100. Additional information about PWP is also available via the SEC’s web site www.adviserinfo.sec.gov. (Brochure Date: August 1, 2025) (Date of Most Recent Annual Updating Amendment: March 27, 2025) ii  Item 3 – Table of Contents Item 1 – Cover Page ................................................................................................................................................. i Item 2 – Material Changes ................................................................................................................................................ ii Item 3 – Table of Contents ............................................................................................................................................... iii Item 4 – Advisory Business ............................................................................................................................................... 1 Item 5 – Fees and Compensation ................................................................................................................................... 4 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 ................................................................. 7 Item 9 – Disciplinary Information .................................................................................................................................... 9 Item 10 – Other Financial Industry Activities and Affiliations ................................................................................... 9 Item 11 – Code of Ethics ................................................................................................................................................. 10 Item 12 – Brokerage Practices ....................................................................................................................................... 10 Item 13 – Review of Accounts ........................................................................................................................................ 12 Item 14 – Client Referrals and Other Compensation ............................................................................................... 13 Item 15 – Custody ............................................................................................................................................................. 14 Item 16 – Investment Discretion ................................................................................................................................... 14 Item 17 – Voting Client Securities ................................................................................................................................. 14 Item 18 – Financial Information ..................................................................................................................................... 15 Brochure Supplements (Provided to Clients & Prospects) iii  Item 4 – Advisory Business PWP is owned by 1 individual members and 4 domestic entities (see www.adviserinfo.sec.gov for PWP’s Form ADV Part 1, Schedule A for a list of all names) and has been providing advisory services since 2024. As of December 31, 2024, PWP managed $408,231,455 on a discretionary basis and $363,532 on a non- discretionary basis. Investment Management Services PWP manages investment portfolios for individuals (including high net worth individuals), qualified retirement plans, not-for-profit organizations, foundations, and corporations. PWP works with clients to determine the client's specific investment objectives which may be set forth in a written Investment Policy Statement that describes an asset allocation model that conforms to a client’s risk tolerance level. Investment and portfolio allocation software may be used to evaluate alternative portfolio designs. PWP evaluates the client's existing investments with respect to the client's investment policy statement. PWP works with new clients to develop a plan to transition from the client's existing portfolio to the desired portfolio. PWP will then continuously monitor the client's portfolio holdings and the overall asset allocation strategy and hold regular progress meetings with the client regarding their account and other wealth management issues, as necessary. PWP will typically create a portfolio of no-load mutual funds and exchange-traded funds, and may use model portfolios if the models match the client's investment policy. PWP will allocate the client's assets among various investments taking into consideration the overall management style selected by the client. Client portfolios may also include some individual equity securities in situations where disposition of these securities would present an overriding tax implication or the client specifically requests they be retained for a personal reason. These situations will be specifically identified in the client’s Investment Policy Statement (IPS). PWP manages mutual fund and equity portfolios on a discretionary or nondiscretionary basis. A client may impose any reasonable restrictions on PWP’s discretionary authority, including restrictions on the types of securities in which PWP may invest client’s assets and on specific securities, which the client may believe to be appropriate. 1  PWP may engage a sub-advisor to manage client’s assets on a discretionary basis. PWP will deliver to each client at or prior to account opening a copy of the sub-advisor’s disclosure brochure and privacy notice. PWP will be responsible for determining the suitability of the sub-advisor, advising the sub- advisor of any changes in the client’s investment profile and suitability information, and monitoring the investments managed. The sub-advisor shall be responsible for all trading and portfolio management functions under this arrangement, including monitoring the securities for changes in credit ratings, security call provisions, and tax loss harvesting opportunities (to the extent that cost basis information is provided). The sub-advisor may request authority to directly debit fees from the client’s account(s). Such fees are separate, distinct, and in addition to PWP’s advisory fees. We will engage and terminate sub-advisors and/or reallocate client assets among sub-advisors when we believe such termination(s) and/or reallocation(s) are in your best interests. PWP may also recommend to advisory clients fixed income portfolios, which consist of laddered individual bond portfolios. PWP will request discretionary authority from advisory clients to manage fixed income portfolios. PWP will prepare a separate Fixed Income Investment Policy Statement for any client qualifying for separate fixed income portfolio services. On an ongoing basis, PWP will answer clients' inquiries regarding their accounts and review periodically with clients the performance of their accounts. PWP will periodically review each client's investment policy, risk profile, and discuss the re-balancing of each client's accounts to the extent appropriate. In addition to managing the client’s investment portfolio, PWP may consult with clients on various financial areas including income and estate tax planning, business sale structures, college financial planning, retirement planning, insurance analysis, personal cash flow analysis, establishment and design of retirement plans and trust designs, among other things. Retirement Plan Consulting Services PWP provides investment advice to qualified retirement plans (“Plans”) that are generally defined contribution Plans such as 401(k), profit sharing, money purchase, 403(b) or 457 Plans, in which participants may choose from among a lineup of investment alternatives. PWP’s investment advice is primarily on a discretionary basis but may also act on a non-discretionary basis. In both cases, PWP provides plan sponsors services which may include: • Development of a Plan Investment Policy Statement (IPS), • Conducting vendor searches, • Assistance with reviewing 408(b)(2) disclosures, • Benchmarking of service fees, 2  • Committee Education and Support, • Providing an online fiduciary document file, • Development of a participant education program, • Development of risk-based asset allocation strategies, and • Monitoring Plan investments on a quarterly basis. PWP’s services to plan participants include: • Review of Plan benefits, • Assistance with retirement planning and goal setting, • Review of investment principles, and • Discussion of an appropriate investment strategy. PWP does not take direct discretion of participant accounts. Plan participants provide direction to the record-keeper (“RK”) regarding their investment choices relative to their personal investment objectives. The RK then places trade orders with the Plan’s custodian. PWP does not place any trades for participant accounts and does not have authority to do so for Plan Sponsors. PWP meets with Plan Sponsors to review the quality of the service provided and to review investment objectives of the Plan. Discretionary Investment Advice PWP provides discretionary (ERISA 3(38)) investment advisory services to qualified retirement plans and plan sponsors. PWP is an ERISA fiduciary to the Plan and as a fiduciary, PWP supervises and directs the selection, removal and replacement of the Designated Investment Alternatives (“DIAs”) and Qualified Default Investment Alternative (“QDIA”). PWP is charged with providing investments that are consistent with the authorized investment objectives stated in a formal, written Investment Policy Statement (“IPS”). The services include development of risk-based asset allocation strategies and periodic monitoring of the Plan investments. Non-Discretionary Investment Advice PWP may also provide non-discretionary (ERISA 3(21)) investment advisory service to Plans and Plan Sponsors. When PWP investment advisory services are non-discretionary, the Plan Sponsor makes the final decision as to which investments are offered to participants in the Plan (i.e., DIAs and QDIA). Each participant decides on their investment allocation: stay with defaulted QDIA, selection of pre-built and managed risk-based model, or selecting from among the available core lineup of investments, and how much of each, is held in his/her account 3  Distinct Non-Discretionary Investment Advice services PWP provides to these Plan Sponsors include: • Searches for investment managers and other service providers, • Recommendation of investment managers, • Periodic investment performance reports to assist the Plan Sponsor in their decision. Item 5 – Fees and Compensation In certain circumstances, all fees, account minimums and their applications to family circumstances may be negotiable. Additionally, clients and accounts may be grandfathered in under previously agreed to fee schedules. The specific manner in which fees are charged by PWP is established in a client’s written agreement with PWP. Generally, Investment Management and Employee Benefit Plan clients will be invoiced in advance at the beginning of each calendar quarter based upon the value (market value based on independent third party sources or fair market value in the absence of market value; client account balances on which PWP calculates fees may vary from account custodial statements based on independent valuations and other accounting variances, including mechanisms for including accrued interest in account statements) of the client’s account at the end of the previous quarter. New accounts are charged a prorated fee for the remainder of the quarter in which the account is incepted or will not be billed until the next quarter. PWP will request authority from the client to receive quarterly payments directly from the client's account held by an independent custodian. Clients may provide written limited authorization to PWP to withdraw fees from the account. Clients will receive custodial statements showing the advisory fees debited from their account(s). Certain third-party administrators will calculate and debit PWP’s fee and remit such fee to PWP. A client agreement may be canceled at any time, by either party, for any reason upon receipt of 30 days’ written notice. Upon termination of any account at any time after the required 30-day notice, any prepaid, unearned fees will be promptly refunded. PWP’s fees are exclusive of brokerage commissions, transaction fees, and other related costs and expenses which shall be incurred by the client. Clients may incur certain charges imposed by custodians, brokers, third party investment and other third parties such as fees charged by managers, custodial fees, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Mutual funds and exchange traded funds also charge internal management fees, which are disclosed in a fund’s prospectus. Mutual funds and 4  exchange traded funds (ETFs) also charge internal management fees, which are disclosed in a fund’s prospectus. These fees will generally include a management fee and other fund expenses. All fees paid to PWP for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds and ETFs to their shareholders. The services provided by PWP which are designed, among other things, to assist the client in determining which mutual fund, ETF or funds are most appropriate to each client's financial condition and objectives. Accordingly, the client should review both the fees charged by the funds and the fees charged by PWP to fully understand the total amount of fees to be paid by the client and to thereby evaluate the advisory services being provided. Such charges, fees and commissions are exclusive of and in addition to PWP’s fee, and PWP shall not receive any portion of these commissions, fees, and costs. Advisory Fees Investment Management Services: The annual fee for investment supervisory services will be charged as a percentage of assets under management, according to the schedule below: Assets Under Management On the first $1,000,000 On the next $2,000,000 On the next $2,000,000 On the next $5,000,000 On all amounts thereafter Annual Fee 1.00% 0.80% 0.60% 0.50% 0.30% **Client accounts where the total balance of all accounts is less than $500,000 will be accepted only on a case by case basis. Individual accounts for members of the same family, defined as spouses and dependent children are charged fees based upon the total account balance of all family accounts. Accounts for business entities and accounts related thereto, including those of the business owner are charged fees based upon the total account balances of all such related accounts. As mentioned above in Item 4, sub-advisors may charge a separate and distinct fee. This fee will be agreed to in advance, and will be directly debited from the client’s account by the sub-advisor. 5  Investment Management Services for Not-for-Profits: The annual fee for investment supervisory services for not-for-profit clients will be charged as a percentage of assets under management, according to the schedule below: Assets Under Management On the first $1,000,000 On the next $2,000,000 On the next $2,000,000 On the next $5,000,000 On all amounts thereafter Annual Fee 0.50% 0.40% 0.30% 0.20% 0.10% **Client accounts where the total balance of all accounts is less than $500,000 will be accepted only on a case by case basis. Retirement Plan Consulting Services: Fees for retirement plan services may be charged on a flat fee, asset-based fee, or a combination of both. The minimum fee for services is $5,000, though all fees are negotiable. The firm continues to evaluate fees on an ongoing basis given the services that are provided to each specific client. Fee reasonableness is always important to the firm and addressed clients. All fee arrangements are detailed in the client’s advisory agreement. Though all arrangements may vary and depend on the service providers selected by the client, typically asset-based fees are calculated based on the last day of the prior fee period which may be either a monthly or a quarterly fee (as identified in the client’s specific agreement). Fees are generally billed in advance but are refunded in the event the client terminates their agreement before the end of any fee period. Clients are not charged an early termination fee for ending their services with the firm. The firm may also be engaged on a project basis. Projects are typically billed on a flat fee basis and are typically billed at the conclusion of the project, though in some instances a deposit may be collected in advance (though we do not collect a deposit if we believe the project will last more than six months). Item 6 – Performance-Based Fees and Side-By-Side Management PWP does not charge any performance-based fees (fees based on a share of capital gains on or capital appreciation of the assets of a client). All fees are calculated as described above and are not charged on 6  the basis of income or capital gains or capital appreciation of the funds or any portion of the funds of an advisory client. Item 7 – Types of Clients PWP provides services to individuals (including high net worth individuals), qualified retirement plans, not-for-profit organizations, foundations, and corporations. Generally, PWP will generally require a minimum client relationship of $500,000. These minimum account sizes are negotiable under certain circumstances. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis and Investment Strategy PWP's services are based on long-term investment strategies incorporating the principles of Modern Portfolio Theory. PWP’s investment approach is firmly rooted in the belief that markets are "efficient" over periods of time and that investors' long-term returns are determined principally by asset allocation decisions, rather than market timing or stock picking. PWP recommends diversified portfolios, principally using mutual funds, ETFs, or conservative fixed income securities to implement this investment strategy. Although all investments involve risk, PWP’s investment advice seeks to limit risk through broad diversification among asset classes and, as appropriate for clients, the investment directly in conservative fixed income securities to represent the fixed income class. PWP’s investment philosophy is designed for investors who desire a buy and hold strategy. Frequent trading of securities increases brokerage and other transaction costs that PWP’s strategy seeks to minimize. Clients may hold or retain other types of assets as well, and PWP may offer advice regarding those various assets as part of its services. Advice regarding such assets will generally not involve asset management services but may help to more generally assist the client. PWP’s strategies do not utilize securities that we believe would be classified as having any unusual risks, and we do not recommend frequent trading, which can increase brokerage and other costs and taxes. PWP receives supporting research from consultants, including economists affiliated with Dimensional Fund Advisors (“DFA”). PWP utilizes DFA mutual funds in client portfolios. DFA’s investment approach is grounded in economic theory and backed by decades of empirical data. DFA mutual funds follow a 7  science based, systematic approach with low holdings turnover. DFA provides historical market analysis, risk/return analysis, and continuing education to PWP. Analysis of a Client’s Financial Situation In the development of investment plans for clients, including the recommendation of an appropriate asset allocation, PWP relies on an analysis of the client’s financial objectives, current and estimated future resources, and tolerance for risk. To derive a recommended asset allocation, PWP may use a Monte Carlo simulation, a standard statistical approach for dealing with uncertainty. As with any other methods used to make projections into the future, there are several risks associated with this method, which may result in the client not being able to achieve their financial goals. They include: • The risk that expected future cash flows will not match those used in the analysis; • The risk that future rates of return will fall short of the estimates used in the simulation; • The risk that inflation will exceed the estimates used in the simulation; and • For taxable clients, the risk that tax rates will be higher than was assumed in the analysis. Risk of Loss Investing in securities involves risk of loss that clients should be prepared to bear. All investments present the risk of loss of principal – the risk that the value of securities (mutual funds, ETFs and individual bonds), when sold or otherwise disposed of, may be less than the price paid for the securities. Even when the value of the securities when sold is greater than the price paid, there is the risk that the appreciation will be less than inflation. In other words, the purchasing power of the proceeds may be less than the purchasing power of the original investment. The mutual funds and ETFs utilized by PWP may include funds invested in domestic and international equities, including real estate investment trusts (REITs), corporate and government fixed income securities. Equity securities may include large capitalization, medium capitalization and small capitalization stocks. Mutual funds and ETF shares invested in fixed income securities are subject to the same interest rate, inflation and credit risks associated with the underlying bond holdings. Among the riskiest mutual funds used in PWP’s investment strategies funds are the U.S. and International small capitalization and small capitalization value funds, and emerging markets funds. Conservative fixed income securities have lower risk of loss of principal, but most bonds (with the exception of Treasury Inflation Protected Securities, or TIPS) present the risk of loss of purchasing power through lower expected return. This risk is greatest for longer-term bonds. 8  Certain funds utilized by PWP may contain international securities. Investing outside the United States involves additional risks, such as currency fluctuations, periods of illiquidity and price volatility. These risks may be greater with investments in developing countries. More information about the risks of any particular market sector can be reviewed in representative mutual fund prospectuses managing assets within each applicable sector. Item 9 – Disciplinary Information Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of PWP or the integrity of PWP’s management. PWP has no information applicable to this Item. Item 10 – Other Financial Industry Activities and Affiliations Shore & Company, P.C. Shore & Company, P.C. (“S&C”) is an affiliated licensed accounting firm which offers tax and accounting services. There are no referral arrangements between S&C and PWP. PWP will disclose any material conflicts of interest related to PWP, our representatives, or any associates which could be reasonably expected to affect the decision-making of our clients. S&C may recommend PWP to its clients in need of advisory services. PWP may recommend S&C to advisory clients in need of the services provided by S&C. S&C’s services are separate and distinct from the advisory services of PWP and are provided for separate and typical compensation. No PWP client is obligated to use S&C for any services, and no S&C client is obligated to use PWP for advisory services. All services provided by S&C are provided subject to a separate agreement, outlining the offering and pricing agreed to in advance. Individual Licensed Insurance Agent Mr. Mark Lux, in his individual capacity, is licensed to sell life, accident, health, and property and casualty insurance products. Mr. Lux does not sell insurance products to individuals who are clients of PWP. 9  Item 11 – Code of Ethics PWP has adopted a Code of Ethics expressing the firm's commitment to ethical conduct. PWP's Code of Ethics describes the firm's fiduciary duties and responsibilities to clients and sets forth PWP's practice of supervising the personal securities transactions of employees with access to client information. Individuals associated with PWP may buy or sell securities for their personal accounts identical or different than those recommended to clients. It is the expressed policy of PWP that no person employed by the firm shall prefer his or her own interest to that of an advisory client or make personal investment decisions based on investment decisions of advisory clients. To supervise compliance with its Code of Ethics, PWP requires that anyone associated with this advisory practice with access to advisory recommendations provide annual securities holding reports and quarterly transaction reports to the firm's Chief Compliance Officer or his or her designee. PWP also requires such access persons to receive approval from the Chief Compliance Officer prior to investing in any IPO's or private placements. PWP's Code of Ethics further includes the firm's policy prohibiting the use of material non-public information and protecting the confidentiality of client information. PWP requires that all individuals must act in accordance with all applicable Federal and State regulations governing registered investment advisory practices. Any individual not in observance of the above may be subject to discipline. PWP’s clients or prospective clients may request a copy of the firm's Code of Ethics by contacting PWP. It is PWP’s policy that the firm will not affect any principal or agency cross-securities transactions for client accounts. PWP will also not cross trades between client accounts. Principal transactions are generally defined as transactions where an adviser, acting as principal for its own account or the account of an affiliated broker-dealer, buys from or sells any security to any advisory client. A principal transaction may also be deemed to have occurred if a security is crossed between an affiliated private fund and another client account. An agency cross transaction is defined as a transaction where a person acts as an investment adviser in relation to a transaction in which the investment adviser, or any person controlled by or under common control with the investment adviser, acts as broker for both the advisory client and for another person on the other side of the transaction. Agency cross transactions may arise where an adviser is dually registered as a broker-dealer or has an affiliated broker-dealer. Item 12 – Brokerage Practices 10  PWP arranges for the execution of securities transactions. PWP participates in the Schwab Advisor Services (SAS) program offered to independent investment advisers by Charles Schwab & Company, Inc. Schwab is an unaffiliated SEC-registered broker dealer and FINRA member broker dealer. Schwab offers to independent investment advisers, services, which include custody of securities, trade execution, clearance and settlement of transactions. PWP also participates in the TIAA-CREF Financial Advisor Program offering access to retirement plans, individual retirement accounts, and after-tax annuities. PWP participates in the RetireOne platform offering access to low-cost, no-load, fee-based variable annuities from Nationwide Advisory Services, Transamerica and Ameritas. PWP participates in the my529 platform offering 529 accounts by the State of Utah. The Schwab brokerage program will generally be recommended to advisory clients for the execution of mutual fund and equity securities transactions. PWP regularly reviews this program to ensure that its recommendations are consistent with its fiduciary duty. The Schwab trading platform is essential to PWP's service arrangements and capabilities, and PWP may not accept clients who direct the use of other brokers. As part of this program, PWP receives benefits that it would not receive if it did not offer investment advice (See the disclosure under Item 14). As PWP will not request the discretionary authority to determine the broker dealer to be used or the commission rates to be paid for mutual fund and equity securities transactions, clients must direct PWP as to the broker dealer to be used. In directing the use of a particular broker or dealer, PWP will not have authority to negotiate commissions among various brokers or obtain volume discounts, and best execution may not be achieved. Not all investment advisers require clients to direct the use of specific brokers. Schwab generally does not charge clients a custody fee and is compensated by account holders through commissions or other transaction-related fees for securities trades that are executed through the brokers or that settle into the clients' accounts at the brokers. Trading client accounts through other brokers may result in fees (including mark-ups and mark-downs) being charged by the custodial broker and an additional broker. While PWP will not arrange transactions through other brokers, the authority of the fixed income portfolio manager includes the ability to trade client fixed income assets through other brokers. PWP also does not have any arrangements to compensate any broker dealer for client referrals. PWP does not maintain any client trade error gains. PWP makes client whole with respect to any trade error losses incurred by client caused by PWP. 11  PWP generally does not aggregate any client transactions in mutual fund or other securities. Client accounts are individually reviewed and managed, and transaction costs are not saved by aggregating orders in almost all circumstances in which PWP arranges transactions. Retirement Plan Consulting Services: PWP does not arrange for the execution of securities transactions for participant directed plans utilizing Employee Benefit Retirement Plan Services. Transactions are executed directly through employee plan participation. Item 13 – Review of Accounts Reviews: Investment Management Services: Account assets are supervised continuously and formally reviewed periodically. Advisory personnel are assigned to each account. The review process contains each of the following elements: a. assessing client goals and objectives; b. evaluating the employed strategy(ies); c. monitoring the portfolio(s); and d. addressing the need to rebalance. Additional account reviews may be triggered by any of the following events: a. a specific client request; b. a change in client goals and objectives; c. an imbalance in a portfolio asset allocation; d. market/economic conditions; and e. realizing tax losses in an account. Retirement Plan Consulting Services: Plan assets are reviewed as necessary and according to the situations described above for investment supervisory service accounts. Reports: 12  All clients, other than those utilizing Employee Benefit Retirement Plan Services, will receive quarterly performance reports. These quarterly reports summarize the client's account, asset allocation, portfolio performance, current positions, and current market value. Clients will also receive statements from account custodians. Clients utilizing Employee Benefit Retirement Plan Services will receive reporting services through their respective RPSPs. Item 14 – Client Referrals and Other Compensation Other Compensation As indicated under the disclosure for Item 12, Schwab provides PWP with access to institutional trading and custody services, which are typically not available to retail investors. These services generally are available to independent investment advisors on an unsolicited basis at no charge to them. These services benefit PWP but may not benefit its clients' accounts. Many of the products and services assist PWP in managing and administering clients' accounts. These include software and other technology that provide access to client account data (such as trade confirmations and account statements), facilitate trade execution (and allocation of aggregated trade orders for multiple client accounts), provide research, pricing information and other market data, facilitate payment of PWP's fees from its clients' accounts, and assist with back-office functions, recordkeeping and client reporting. Many of these services generally may be used to service all or a substantial number of PWP's accounts. Recommended broker also makes available to PWP other services intended to help PWP manage and further develop its business enterprise. These services may include consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance, and marketing. PWP does not, however, enter into any commitments with the broker for transaction levels in exchange for any services or products from brokers. While as a fiduciary, PWP endeavors to act in its clients' best interests, PWP's requirement that clients maintain their assets in accounts at Schwab may be based in part on the benefit to PWP of the availability of some of the foregoing products and services and not solely on the nature, cost or quality of custody and brokerage services provided by the broker, which may create a potential conflict of interest. PWP also receives software from DFA, which PWP utilizes in forming asset allocation strategies and producing performance reports. DFA also provides continuing education for PWP personnel. These services are designed to assist PWP plan and design its services for business growth. 13  Item 15 – Custody PWP has the ability to deduct its advisory fees from clients’ custodial accounts. Clients should receive at least quarterly statements from the broker dealer, bank or other qualified custodian that holds and maintains client’s investment assets. PWP urges you to carefully review such statements and compare such official custodial records to the account statements that we may provide to you. Please note the account custodian does not verify the accuracy of PWP’s advisory fee calculation. Our statements may vary from custodial statements based on accounting procedures, reporting dates, or valuation methodologies of certain securities. Additionally, certain clients have established asset transfer authorizations that permit the qualified custodian to rely upon instructions from PWP to transfer client funds or securities to third parties. These arrangements are disclosed in our Form ADV Part 1, Item 9. However, 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 an annual surprise CPA examination. PWP is also deemed to have custody because a Supervised Person of the firm is co-trustee for a trust of an advisory client. In accordance with the Custody Rule, PWP undergoes an annual surprise examination by an independent CPA firm. Item 16 – Investment Discretion PWP usually receives discretionary authority from the client at the outset of an advisory relationship to select the identity and amount of securities to be bought or sold. In all cases, however, such discretion is to be exercised in a manner consistent with the stated investment objectives for the particular client account. For fixed income securities, this authority will include the discretion to retain a third-party money manager for fixed income accounts. Any limitations on this discretionary authority shall be provided in writing. Clients may change/amend these limitations as required. Such amendments shall be submitted in writing. When selecting securities and determining amounts, PWP observes the investment policies, limitations and restrictions of the clients for which it advises. Investment guidelines and restrictions must be provided to PWP in writing. Item 17 – Voting Client Securities Proxy Voting: PWP shall have no obligation or authority to take any action or render any advice with respect to the voting of proxies solicited by or with respect to issuers of securities held by a client. Client 14  (or the plan fiduciary in the case of an Account subject to the provisions of the Employee Retirement Income Security Act of 1974 ["ERISA"]), expressly retains the authority and responsibility for, and PWP is expressly precluded from rendering any advice or taking any action with respect to, the voting of any such proxies. Class Actions, Bankruptcies and Other Legal Proceedings: Clients should note that PWP will neither advise nor act on behalf of the client in legal proceedings involving companies whose securities are held or previously were held in the client’s account(s), including, but not limited to, the filing of “Proofs of Claim” in class action settlements. If desired, clients may direct PWP to transmit copies of class action notices to the client or a third party. Upon such direction, PWP will make commercially reasonable efforts to forward such notices in a timely manner. Item 18 – Financial Information Registered investment advisers are required in this Item to provide you with certain financial information or disclosures about PWP’s financial condition. PWP has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients, and has not been the subject of a bankruptcy proceeding. 15