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Item 1 – Cover Page
Petros Family Wealth, LLC
8500 Normandale Lake Blvd, Suite 850
Bloomington, MN 55437
Form ADV Part 2A Brochure
February 27, 2026
This Brochure provides information about the qualifications and business practices of Petros Family
Wealth, LLC. You should review this brochure to understand your relationship with our firm and help you
determine to hire or retain us as your investment adviser. If you have any questions about the contents of
this brochure, please contact us at (612) 643-9995. The information in this Brochure has not been
approved or verified by the United States of America Securities and Exchange Commission (“SEC”) or by
any state securities authority.
Additional information about Petros Family Wealth, LLC also is available on the SEC’s website at
www.adviserinfo.sec.gov. You can search this site by our firm name or by using a unique identifying
number, known as a CRD number. The CRD number for Petros Family Wealth, LLC is 324059.
Petros Family Wealth, LLC is a registered investment adviser. Registration of an investment adviser does
not imply any level of skill or training.
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Item 2 – Material Changes
This section of the brochure discusses specific material changes that have been made to the Brochure
since the firm’s last annual update.
In this update, we:
• Added language in Item 12 to disclose the use of Charles Schwab for client accounts.
Increased disclosure in Item 8 to disclose the risks associated with the use of structured notes;
•
Additionally, we have updated the Assets Under Management information in Item 4 in accordance with
the filing of our Annual Updating Amendment on February 27, 2026.
We will provide you with a Summary of Material Changes made to this brochure annually at no cost. You
can receive an updated copy of this brochure at any time by contacting us at (612) 643-9995.
(Brochure Date: 02/27/2026)
(Date of Most Recent Annual Updating Amendment: 02/27/2026)
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Item 3 – Table of Contents
Item 1 – Cover Page ............................................................................................................................................ 1
Item 2 – Material Changes ................................................................................................................................... 2
Item 3 – Table of Contents................................................................................................................................... 3
Item 4 – Advisory Business .................................................................................................................................. 4
Item 5 – Fees and Compensation ........................................................................................................................ 8
Item 6 – Performance-Based Fees and Side-By-Side Management ..................................................................... 11
Item 7 – Types of Clients ................................................................................................................................... 11
Item 8 – Methods of Analysis, Investment Strategies .......................................................................................... 12
Item 9 – Disciplinary Information ....................................................................................................................... 16
Item 10 – Other Financial Industry Activities and Affiliations ............................................................................... 16
Item 11 – Code of Ethics, Participation in Client Transactions and Personal Trading ............................................ 16
Item 12 – Brokerage Practices ........................................................................................................................... 17
Item 13 – Review of Accounts ............................................................................................................................ 19
Item 14 – Client Referrals and Other Compensation ........................................................................................... 20
Item 15 – Custody ............................................................................................................................................. 21
Item 16 – Investment Discretion ........................................................................................................................ 21
Item 17 – Voting Client Securities ...................................................................................................................... 22
Item 18 – Financial Information ......................................................................................................................... 22
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Item 4 – Advisory Business
About Our Firm
Petros Family Wealth, LLC (“Petros”) is a registered investment adviser that provides investment
management and financial advisory services to individuals, foundations and corporations to help them
achieve their financial needs and goals. Petros has been a registered investment adviser since
November 2022. The sole shareholder of the firm is Carl R. Lymangood. As of December 31, 2025, Petros
managed $305,720,893 in discretionary assets and $35,875,572 in non-discretionary assets for a total of
$341,596,465 in total regulatory assets under management.
Our firm takes pride in providing personalized service to our clients and acknowledges that it is held to a
fiduciary standard of care.
Types of Advisory Services We Offer
Petros offers a variety of investment advisory services to individuals, high net worth individuals, family
entities, non-profit organizations, foundations, and businesses/corporations. These services include:
Investment and wealth management
•
• Financial planning and consulting
We work with our clients to determine their investment objectives and risk profile and develop and
execute a customized investment plan based on their individual needs and goals. Petros will utilize the
financial information provided by the client to analyze and develop strategies and solutions to assist the
client in meeting their financial goals. Prior to Petros rendering any of the foregoing services, clients are
required to enter into one or more written advisory agreements with Petros setting forth the relevant
terms and conditions of the advisory relationship.
Petros may recommend other professionals to implement our recommendations or for other types of
services, such as accounting firms, law firms, business consultants and/or bankers. These additional
services offered by another professional are provided at an additional cost to you and are separate and
distinct from Petros’ advisory services. In some cases, this creates a conflict of interest because we can
have an incentive to recommend additional services based on the prospect of cross-referrals of clients
from the other professional or his or her firm.
Investment and Portfolio Management Services
Petros manages our clients’ portfolios on a discretionary and non-discretionary basis. Our investment
and portfolio management services are tailored to the needs of our clients and are based on a
comprehensive understanding of each client’s current situation, past experiences, and future goals.
With this acquired knowledge we create, analyze, strategize, and implement goal-oriented investment
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solutions. These solutions become our clients’ investment policy. This policy and our matched
strategies are designed to be risk appropriate, cost effective and tax efficient.
Our investment and wealth management services generally include a broad range of comprehensive
financial planning and/or consulting services, as well as discretionary and non-discretionary
management of investment portfolios.
Client assets are primarily allocated among individual equity and debt securities, exchange-traded
funds ("ETFs") and mutual funds in accordance with the client's stated investment objective and
risk/volatility parameters. Where appropriate, Petros can also provide advice about many types of
legacy positions or other investments held in client portfolios.
Clients may also engage Petros to manage and/or advise on certain investment products that are not
maintained at their primary custodian, such as variable life insurance and annuity contracts and assets
held in employer sponsored retirement plans and qualified tuition plans (i.e., 529 plans). In these
situations, Petros will typically direct or make recommendations for the allocation of client assets
among the various investment options available with the product. These assets are generally maintained
at the underwriting insurance company or custodian for the plan trustee or administrator and clients
retain responsibility for effecting trades in these accounts.
Petros consults with clients on an initial and ongoing basis to assess their specific risk tolerance, time
horizon, liquidity constraints and other related factors relevant to the management of their portfolios.
You should promptly notify us if there are changes in your financial situation or if you wish to place any
limitations on the management of your account. You can impose reasonable restrictions or mandates
on the management of your account if Petros determines, in our sole discretion, the conditions would
not materially impact the performance of a management strategy or prove overly burdensome to the
firm's management efforts.
To the extent a client’s assets are invested in a particular fund, those funds will have their own
investment practices, which are described in each fund’s prospectus.
Selection of Independent Managers
Petros may select certain Independent Managers to actively manage all or a portion of its clients' assets.
Pursuant to the terms of the investment advisory agreement, Petros shall have the discretion to appoint
and terminate these third-party advisers. The specific terms and conditions under which a client
engages an Independent Manager may also be set forth in a separate written agreement with the
designated Independent Manager. Certain Independent Managers require a separate investment
advisory agreement with the Independent Manager, while others do not. In addition to this brochure,
clients will also receive the written disclosure documents of the respective Independent Managers
engaged to manage their assets.
Petros evaluates a variety of information about Independent Managers, which can include the
Independent Managers' public disclosure documents, materials supplied by the Independent Managers
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themselves and other third-party analyses it believes are reputable. To the extent possible, Petros seeks
to assess the Independent Managers' investment strategies, past performance, and risk results in
relation to its clients' individual portfolio allocations and risk exposure. Petros also takes into
consideration each Independent Manager's management style, returns, reputation, financial strength,
reporting, pricing, and research capabilities, among other factors.
Independent Managers utilized by Petros include:
• Unified managed account managers, separate account managers and a mutual fund advisory
program available through Wells Fargo & Company (“Wells Fargo”).
Petros continues to provide services relative to the discretionary or non-discretionary selection of the
Independent Managers. On an ongoing basis, Petros monitors the performance of those accounts being
managed by Independent Managers. Petros seeks to ensure the Independent Managers' strategies and
target allocations remain aligned with clients' investment objectives and overall best interests.
Programs Offered Through Wells Fargo
When utilizing Wells Fargo as the Independent Manager, or managers available through a program
offered by Wells Fargo, investment management services are provided through the Personalized Unified
Managed Account Program, Private Advisor Network Program (a separately managed account program)
or FundSource® Program (a mutual fund advisory program). The Wells Fargo programs require clients to
sign an investment advisory agreement for access to their programs in addition to our investment
management agreement.
Financial Planning and Consulting Services
Petros offers different levels of financial planning and consulting services to help our clients identify,
prioritize and work towards their goals and objectives. Our consulting services give our clients the ability
to receive a broad range of financial advice and services, including specific security recommendations,
for the duration of the advisory agreement.
Our process starts with an extensive review of a client's family situation, which includes assets and
liabilities as well as estate, tax, and insurance needs. We then employ a risk tolerance and risk capacity-
focused simulation to get a detailed cash flow analysis and proposed asset allocation. Together, this
information is analyzed to develop a proposed financial plan, which is designed to be dynamic in nature,
ever-evolving due to life changes, along with changes in cash flow needs, risk tolerance, time horizon, or
investment objectives.
Petros’ financial planning and consulting services may include any of the following topics:
• Charitable Giving
• Cash Flow Analysis and Forecasting
• Education Planning
• Risk Management
• Business Planning
• Trust & Estate Planning
• Retirement Planning
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• Liability Management
• Tax Planning
Investment Consulting
Insurance Review
•
•
• Distribution Planning
• Next Generation Family
While each of these services is available on a stand-alone basis, certain services may also be rendered
in conjunction with investment portfolio management services as part of a comprehensive portfolio
management engagement. In performing these services, Petros is not required to verify any information
received from the client or from the client's other professionals (e.g., attorneys, accountants, etc.), and
is expressly authorized to rely on such information. Petros may recommend clients engage the firm for
additional related services, such as investment management services. These additional services are
provided at an additional cost to you, which is based on the nature, extent complexity, and other
characteristics of the services. This creates a conflict of interest because we will have an incentive to
recommend additional advisory services based on the compensation received, rather than solely based
on your needs.
Implementation of financial planning recommendations is entirely at your discretion. You have complete
freedom in selecting a financial adviser to assist you with implementing the recommendations made in
your financial plan and are under no obligation to act on the advice of Petros. Financial planning
recommendations are of a generic nature and are not limited to any specific product or service offered
by a broker dealer or insurance company. Should you choose to implement the recommendations
contained in the plan, Petros suggests you work closely with your attorney, accountant and/or insurance
agent.
Petros will act solely in our capacity as a registered investment adviser and does not provide any legal,
accounting or tax advice. You should seek the counsel of a qualified accountant and/or attorney when
necessary. As part of our advisory services, we may assist clients with gathering tax information, tax loss
harvesting and will work with the client’s tax specialist to answer any questions related to the client’s
portfolio. Any incidental tax discussions on topics, such as required minimum distributions, retirement
plan contributions, etc. should be verified with your tax advisor.
Portfolio Management Services for Wrap Fee Program
Petros offers portfolio management services through a wrap fee program. A bundled or “wrap fee”
program is an advisory fee program under which you pay one bundled fee to compensate Petros for
portfolio management, transaction costs and custodial services.
The benefits under a wrap fee program depend, in part, upon the size of the account, the costs
associated with managing the account, and the frequency or type of securities transactions executed in
the account. For example, a wrap fee program may not be suitable for all accounts, including but not
limited to accounts holding primarily, and for any substantial period of time, cash or cash equivalent
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investments, fixed income securities or no-transaction-fee mutual funds, or any other type of security
that can be traded without commissions or other transaction fees.
In order to evaluate whether our wrap fee arrangement is appropriate for you, you should compare the
fees with the amounts that would be charged by other advisers, broker-dealers, and custodians, for
advisory fees, brokerage and execution costs, and custodial services.
Item 5 – Fees and Compensation
How We Are Compensated for Our Advisory Services
Our fees vary among the different types of advisory services we offer and may be negotiated at our sole
discretion. The specific fees and manner in which fees are charged and calculated are described in your
investment advisory agreement. You should carefully review the investment advisory agreement prior to
signing it.
Fees for our advisory services may be higher than fees charged by other advisers who offer similar
services. You can be charged different fees than similarly situated clients for the same services. You
should carefully review this brochure to understand the fees and other sources of compensation that
exist among our services prior to entering into an investment advisory contract with our firm.
Investment and Portfolio Management Services
Fees for investment and wealth management services are generally billed in advance each calendar
quarter based on the market value of the assets under management/advisement on the last day of the
previous calendar quarter. Our fee schedule is as follows:
Assets Under Management
$0 - $250,000
$250,000 - $1,000,000
$1,000,000 - $3,000,000
$3,000,000 - $5,000,000
$5,000,000 - $10,000,000
Greater than $10,000,000
Maximum Annual Advisory
Fee
1.50%
1.40%
1.25%
1.00%
0.75%
0.50%
Fees may be based on cumulative household assets under management. However, certain ERISA rules
prevent householding corporate plans with personal assets for fee reductions. You should refer to your
advisory agreement for your specific fee rate(s).
For investment and portfolio management services Petros provides to certain clients or for specific client
holdings (e.g., held-away assets, 529 plans, etc.), we may negotiate a fee rate that differs from our
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standard fee. Fees for such accounts may be deducted from another account that is managed by Petros
at the client’s request.
Selection of Other Independent Managers
Fees for other Independent Managers used to manage all or a portion of a client’s account are set forth
by the Independent Manager and can be included or in addition to Petros’ fees. You should refer to the
Independent Manager’s Form ADV Part 2A Brochure for information on their fees and compensation.
Programs Offered Through Wells Fargo
Fees for advisory programs offered through Wells Fargo are inclusive of Petros’ and Wells Fargo’s
advisory fees and are as follows:
Program
Program Type
Separately Managed Account
Unified Managed Account
Maximum Annual Advisory
Fee
2.00%
1.75%
Private Advisor Network
Personalized Unified Managed
Account
FundSource®
Mutual Fund Advisory Program
1.50%
Existing clients will be grandfathered and charged according to their existing fee rate. You should refer to
your advisory agreement for your specific fee rate(s).
Advisory fees for the third-party manager utilized through the Private Advisor Network Program are not
included in the above program fee. You pay for the services of the third-party manager separately. You
should refer to your advisory agreement for your specific fee rate(s).
Wells Fargo will calculate and directly debit advisory fees from the clients’ accounts for assets within
their programs. The value of assets held in any Wells Fargo program is excluded from the amount of total
household assets used to determine Petros’ advisory fees for other assets of a client that are managed
by Petros.
Financial Planning and Consulting Services
Fees for financial planning and consulting services are billed on a fixed rate basis ranging from $500-
$10,000 depending on the complexity of the work provided. Fees for financial planning and consulting
services are due and payable as incurred. A retainer to begin services will be required. While financial
planning and consulting services are available on a stand-alone basis, certain services may also be
rendered in conjunction with investment portfolio management services at no additional cost as part of a
comprehensive portfolio management engagement.
Factors we consider when determining our financial planning and consulting fees include, but are not
limited to:
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• The amount of time we expect to spend completing the financial planning or consulting services
and providing related advice;
• The complexity of your goals, issues and/or needs;
• The extensiveness and complexity of the data needed regarding your personal financial
information;
• Your net worth or the value of your investment accounts and/or other assets that are the subject
of the financial planning or consulting services; and/or
• Special circumstances related to life changes, marital status, health or special income needs, or
growth or decline of a personal business.
Petros may request a retainer to initiate financial planning and consulting services; however, we will not
request the prepayment of fees more than $1,200 in advisory fees more than six months in advance.
You can engage Petros for additional investment management services to assist with implementing one
or more financial planning recommendations. You will incur additional fees if you retain our firm for such
services. You have complete freedom in selecting an investment adviser to assist you in implementing
any recommendations by Petros and are under no obligation to act upon the advice we provide.
For consulting services, the investment advisory agreement between Petros and the client will continue
in effect until terminated by either party. For stand-alone financial planning services, the agreement
between Petros and the client will terminate upon delivery of the plan or completion of the service.
Payment of Fees
Clients authorize Petros to instruct the account custodian to directly debit fees from the client’s
account. Accounts initiated or terminated during a calendar quarter will be charged a prorated fee.
Fees for our advisory services generally require you to pay investment advisory fees in arrears, however
certain Independent Managers will charge in advance of receiving services. Any pre-paid, unearned fees
will be promptly refunded. For individual additions or withdrawals of more than $100,000 in the account
throughout the quarter, advisory fees will be prorated based on the number of days in the quarter
services were received or the assets were under Petros’ management.
• For investment and portfolio management services, refunds are calculated by taking the total
advisory fee billed for the calendar quarter, dividing that amount by the number of days in the
calendar quarter and multiplying that amount by the number of days services were not provided
during the calendar quarter.
• For financial planning and consulting services, refunds are calculated based on the value of the
services that were completed prior to termination of the advisory agreement.
Other Types of Fees and Expenses You May Incur
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Clients may incur certain charges imposed by custodians, brokers, third-party investments and other
third parties, such as custodial fees, odd-lot differentials, transfer taxes, wire transfer and electronic
fund fees, and other fees and taxes on brokerage accounts and securities transactions. Decisions to
reallocate your account assets can result in you incurring a redemption fee imposed by one or more
mutual funds held in your account. Mutual funds and exchange traded funds also charge internal
management fees, which are disclosed in a fund’s prospectus. Such charges, fees and commissions are
exclusive of and in addition to Petros’ fee. Petros shall not receive any portion of these commissions,
fees, and costs, including any distribution or “12b-1” fees paid by the mutual funds in which your
account assets are invested.
Other Types of Compensation We Receive
Petros has contracted with Trade-PMR, Inc. (“Trade-PMR”) for brokerage services, including trade
processing, collection of management fees, marketing assistance and research. Item 12 – Brokerage
Practices further describes the factors that Petros considers in selecting or recommending broker-
dealers for client transactions and determining the reasonableness of their compensation (e.g.,
commissions).
Conflict of Interest
When your account is managed under our wrap fee program, you pay one combined fee that covers our
advisory services along with custodial, trading, and other account-related costs. After those costs are
paid, the remaining portion of the wrap fee is what we receive for managing your account.
Because our compensation increases when overall costs go down, this creates a conflict of interest. We
have a financial incentive to keep trading and custodial expenses as low as possible within your
account(s). Even so, our commitment is always to act in your best interest and provide advice that
supports your financial goals.
Item 6 – Performance-Based Fees and Side-By-Side Management
Petros does not charge any performance-based fees or participate in side-by-side management.
Item 7 – Types of Clients
Petros provides portfolio management services to individuals, high net worth individuals, family entities,
non-profit organizations, foundations, and businesses/corporations.
For new clients, Petros generally does not requires a minimum initial investment for investment
management services. The firm, in its sole discretion, will accept clients based upon each client’s
particular circumstances.
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For an asset-based fee, Petros may contract directly with third-party broker-dealers and insurance
carriers to maintain current client financial profiles and to provide ongoing account suitability and best
interest analysis for client accounts held at those third-parties.
Item 8 – Methods of Analysis, Investment Strategies
Methods of Analysis and Investment Strategies
Petros carefully constructs a risk-adjusted, tax-efficient, and cost-effective asset allocation strategy
based on a client’s unique cash flow needs, stated return and risk profile. Security selection is based on
qualitative, quantitative, technical, and relative strength metrics. Portfolio holdings are continuously
monitored and adjusted as market conditions and our clients’ circumstances dictate. Clients may hold
or retain other types of assets as well and Petros may offer advice regarding those various assets as part
of our services. Advice regarding such assets generally will not involve asset management services.
Petros predominantly utilizes a combination of active and passive strategies to allocate client assets
primarily among publicly traded securities, such as stocks, bonds, ETFs and mutual funds. Nevertheless,
individual client circumstances may dictate the use of other types of securities. Depending upon the
client’s financial needs, strategies implemented might include long term purchases (securities held at
least a year), short term purchases (securities sold within a year) and other securities transactions.
Risk of Loss
Investing in securities involves risk of loss that you should be prepared to bear. All investments present
the risk of loss of principal – the risk that the value of securities (e.g., stocks, mutual funds, ETFs, bonds,
etc.), 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. There is no guarantee that investment recommendations
made by Petros will be successful. We cannot assure that your account will increase, preserve capital,
or generate income, nor can we assure that your investment objectives will be realized. Although all
investments involve risk, our investment advice seeks to limit risk through diversification among various
asset classes.
We may recommend a variety of security types for your account in an effort to achieve your individual
needs and goals. This may include, but is not limited to, stocks, bonds, ETFs, open-end and closed-end
mutual funds, structured products, hedge funds, private equity funds, or other private alternative or
other investment funds. An investment in such other funds or managers may present risks specific to the
particular investment vehicle, such as long-term illiquidity, redemption notice periods or other
restrictions on redemptions, capital calls, or periodic taxable income distribution.
Described below are the material risks associated with investing in the types of securities we generally
use in client accounts:
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Equity Securities
In general, prices of equity securities (common, convertible preferred stocks and other securities whose
values are tied to the price of stocks, such as rights, warrants and convertible debt securities) are more
volatile than those of fixed-income securities. The prices of equity securities could decline in value if the
issuer’s financial condition declines or in response to overall market and economic conditions.
Investments in smaller companies and mid-size companies may involve greater risk and price volatility
than investments in larger, more mature companies.
Fixed-Income Securities
The return and principal value of bonds fluctuate with changes in market conditions. Fixed-income
securities are subject to interest rate risk and credit quality risk. The market value of fixed-income
securities generally declines when interest rates rise, and an issuer of fixed-income securities could
default on its payment obligations. Changes in interest rates generally have a greater effect on bonds
with longer maturities than on those with shorter maturities. If bonds are not held to maturity, they may
be worth more or less than their original value. Credit risk refers to the possibility that the issuer of a
bond will not be able to make principal and/or interest payments. High yield bonds, also known as “junk
bonds,” carry higher risk of loss of principal and income than higher rated investment grade bonds.
Exchange-Traded Funds (ETFs)
ETFs are typically investment companies that are legally classified as open-end mutual funds or unit
investment trusts. ETFs differ from traditional mutual funds in that ETF shares are listed on a securities
exchange. Shares can be bought and sold throughout the trading day like shares of other publicly traded
companies. ETF shares may trade at a discount or premium to their net asset value. This difference
between the bid price and ask price is often referred to as the “spread.” The spread varies over time
based on the ETF’s trading volume and market liquidity. It is generally lower if the ETF has high trading
volume and market liquidity and higher if the ETF has low trading volume and market liquidity. Liquidity
risks are higher for ETFs with a large spread. ETFs may be closed and liquidated at the discretion of the
issuing company.
Mutual Funds
Mutual funds may invest in different types of securities, such as value or growth stocks, real estate
investment trusts, corporate bonds, or U.S. government bonds. There are risks associated with each
asset class.
An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other governmental agency. Although money market funds seek to preserve the value
of your investment at $1.00 per share, it is possible to lose money by investing in the fund. Redemption is
at the current net asset value, which may be more or less than the original cost. Aggressive growth funds
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are most suitable for investors willing to accept price per share volatility since many companies that
demonstrate high growth potential can also be high risk. Income from tax-free mutual funds may be
subject to local, state and/or the alternative minimum tax.
Because each mutual fund owns different types of investments, performance will be affected by a variety
of factors. The value of your investment in a mutual fund will vary from day to day as the values of the
underlying investments in a fund vary. Such variations generally reflect changes in interest rates, market
conditions and other company and economic news. These risks may become magnified depending on
how much a fund invests or uses certain strategies. A fund’s principal market segment(s), such as large-
cap, mid-cap or small-cap stocks, or growth or value stocks may underperform other market segments
or the equity markets as a whole. You can find additional information regarding these risks in the fund’s
prospectus.
International Investing
The risks of investing in foreign securities include loss of value as a result of political or economic
instability; nationalization, expropriation or confiscatory taxation; changes in foreign exchange rates and
foreign exchange restrictions; settlement delays; and limited government regulation (including less
stringent reporting, accounting, and disclosure standards than are required of U.S. companies). These
risks may be greater with investments in emerging markets. Certain investments utilized by Petros may
also contain international securities.
Risks Associated with Structured Notes
Where appropriate, Petros may recommend structured notes for specific clients. Structured notes are
complex financial instruments. Clients should understand the reference asset(s) or index(es) and
determine how the note's payoff structure incorporates such reference asset(s) or index(es) in
calculating the note's performance. This payoff calculation may include leverage multiplied on the
performance of the reference asset or index protection from losses should the reference asset or index
produce negative returns and fees. Structured notes may have complicated payoff structures that can
make it difficult for clients to accurately assess their value, risk, and potential for growth through the
term of the structured note. Determining the performance of each note can be complex, and this
calculation can vary significantly from note to note, depending on the structure. Notes can be structured
in a wide variety of ways. Payoff structures can be leveraged, inverse, or inverse-leveraged, which may
result in larger returns or losses. Clients should carefully read the prospectus for a structured note to
fully understand how the payoff on a note will be calculated and discuss these issues with us.
Some structured notes provide for the repayment of principal at maturity, which is often referred to as
"principal protection." This principal protection is subject to the credit risk of the issuing financial
institution. Many structured notes do not offer this feature. For structured notes that do not offer
principal protection, the performance of the linked asset or index may cause clients to lose some, or all,
of their principal. Depending on the nature of the linked asset or index, the market risk of the structured
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note may include changes in equity or commodity prices, changes in interest rates or foreign exchange
rates, or market volatility.
The price of a structured note at issuance will likely be higher than the fair value of the structured note on
the date of issuance. Issuers now disclose an estimated value of the structured note on the cover page
of the offering prospectus, allowing investors to gauge the difference between the issuer's estimated
value of the note and the issuance price. The estimated value of the notes is likely lower than the
issuance price of the note to investors because issuers include the costs for selling, structuring, or
hedging the exposure on the note in the initial price of their notes. After issuance, structured notes may
not be re-sold on a daily basis and thus may be difficult to value given their complexity.
The ability to trade or sell structured notes in a secondary market is often very limited as structured notes
(other than exchange-traded notes) are not listed for trading on security exchanges. As a result, the only
potential buyer for a structured note may be the issuing financial institution's broker-dealer affiliate or
the broker-dealer distributor of the structured note. In addition, issuers often specifically disclaim their
intention to repurchase or make markets in the notes they issue. Clients should, therefore, be prepared
to hold a structured note to its maturity date or risk selling the note at a discount to its value at the time
of sale.
Structured notes are unsecured debt obligations of the issuer, meaning that the issuer is obligated to
make payments on the notes as promised. These promises, including any principal protection, are only
as good as the financial health of the structured note issuer. If the structured note issuer defaults on
these obligations, investors may lose some, or all, of the principal amount they invested in the structured
notes as well as any other payments that may be due on the structured notes.
Some structured notes have "call provisions" that allow the issuer, at its sole discretion, to redeem the
note before it matures at a price that may be above, below, or equal to the face value of the structured
note. If the issuer "calls" the structured note, clients may not be able to reinvest their money at the same
rate of return provided by the structured note that the issuer redeemed.
The tax treatment of structured notes is complicated and, in some cases, uncertain. Before purchasing
any structured note, clients should consult with a tax advisor. Clients also should read the applicable tax
risk disclosures in the prospectuses and other offering documents of any structured note they are
considering purchasing.
Cash and Cash Equivalents
A portion of your assets may be invested in cash or cash equivalents to achieve your investment
objective, provide ongoing distributions, and/or take a defensive position. Cash holdings may result in a
loss of market exposure.
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Item 9 – Disciplinary Information
As a registered investment adviser, Petros is required to disclose all material facts regarding any legal or
disciplinary events that would be material to your evaluation of our firm or the integrity of our
management. Petros has no disciplinary information to report.
Item 10 – Other Financial Industry Activities and Affiliations
Petros Family Tax
Petros Family Tax is affiliated through common ownership and control with Petros Family Wealth.
Certain Supervised Persons of Petros Family Wealth are also employees of Petros Family Tax. Petros
Family Tax may recommend Petros Family Wealth to accounting clients in need of advisory services.
Petros Family Wealth may recommend Petros Family Tax to advisory clients in need of accounting
services. Accounting services provided by Petros Family Tax are separate and distinct from the advisory
services of Petros Family Wealth, and are provided for separate and typical compensation. No client of
Petros Family Wealth is obligated to use Petros Family Tax for any accounting services.
Petros has relationships with third-party insurance networking agencies that provide insurance and
annuity education, comparisons, and solutions. These third-party insurance networking agencies have
relationships with third party broker-dealers who provide clients access to and support for annuities,
insurance, mutual fund, and 529 education products.
Petros may receive asset-based advisory fees from third party broker-dealers and insurance carriers to
provide advisory consulting services to clients. The services provided by Petros under these third-party
relationships are limited to a) serving as the client relationship manager and maintaining a complete
financial profile for each client, b) providing ongoing account suitability and best interest analysis based
on current client financial profiles, c) providing investment analysis and required minimum distributions
(RMDs) based on disclosed client assets. Petros does not receive nor share in commissions or
transaction-based compensation in these relationships.
Item 11 – Code of Ethics, Participation in Client Transactions and Personal Trading
Our Code of Ethics
Petros is committed to providing investment advice with the utmost professionalism and integrity. Our
firm strives to identify manage and/or mitigate conflicts of interest and has adopted policies,
procedures, and oversight mechanisms to address conflicts of interest. We have adopted a Code of
Ethics that emphasizes our fiduciary obligation to put client interests first and is designed to ensure
personal securities transactions, activities, and interests of employees will not interfere with the
responsibilities to make decisions in the best interest of clients. All supervised persons of our firm must
acknowledge and comply with our Code of Ethics. We will provide a copy of our Code of Ethics to any
client or prospective client upon request.
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Participation in Client Transactions
Petros does not affect principal or agency cross securities transactions for client accounts. Petros also
does 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 a security to an advisory client. 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.
Employee Personal Trading
Supervised persons of Petros may purchase or sell the same security that we recommend for investment
in client accounts. This creates a conflict of interest as there is a possibility that employees of our firm
might benefit from market activity by a client in a security held by the employee. Our Code of Ethics is
designed to assure that the personal securities transactions, activities and interests of the employees of
Petros will not interfere with making decisions in the best interest of advisory clients and implementing
such decisions while, at the same time, allowing employees to invest for their own accounts. Under the
Code of Ethics, certain classes of securities have been designated as exempt transactions, based upon
a determination that these would not materially interfere with the best interest of Petros’ clients. Our
Code of Ethics also places restrictions on our employees’ personal trading activities. These restrictions
include, but are not limited to, a prohibition on trading based on non-public information and pre-
clearance requirements for certain types of transactions. Employee trading is continually monitored
under the Code of Ethics in an effort to prevent conflicts of interest between Petros and our clients.
Certain affiliated accounts may trade in the same securities with client accounts on an aggregated basis
when consistent with Petros’ obligation of best execution. In such circumstances, the affiliated and
client accounts will share commission costs equally and receive securities at a total average price.
Petros will retain records of the trade order (specifying each participating account) and its allocation,
which will be completed prior to the entry of the aggregated order. Completed orders will be allocated as
specified in the initial trade order. Partially filled orders will be allocated on a pro rata basis. Any
exceptions will be explained on the order.
Item 12 – Brokerage Practices
Selection and Recommendation of Broker-Dealers
Though Petros recommends brokers with which we have negotiated pricing on behalf of our clients, we
do not have discretionary authority to select brokers. We endeavor to recommend broker-dealers that
will provide the best services at the lowest commission rates possible. The reasonableness of
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commissions is based on the broker's ability to provide professional services, competitive commission
rates, research and other services that will help our firm provide investment management services to
clients. Petros may recommend brokers who provide useful research and securities transaction services
even though a lower commission may be charged by a broker who offers no research services and
minimal securities transaction assistance.
We have negotiated competitive pricing and services with Trade-PMR, Inc. (“Trade-PMR) for brokerage
back-office and trade execution services. Trade-PMR clears trades and custodies assets at First Clearing
Corp. (“FCC”). First Clearing Corp. is a trade name used by Wells Fargo Clearing Services, LLC., a non-
bank affiliate of Wells Fargo & Company. Trade-PMR and FCC are members of SIPC and are unaffiliated
registered broker-dealers and FINRA members. The brokerage commissions and/or transaction fees
charged by the broker-dealer are included in Petros’ advisory fee. Petros regularly reviews the
reasonableness of the compensation received by the broker-dealers used for executing client
transactions in an effort to ensure that our clients receive favorable execution consistent with our
fiduciary duty. Factors which Petros considers in recommending broker-dealers to clients include, but is
not limited to, their respective financial strength, reputation, execution, pricing, research, and service.
The commissions and/or transaction fees charged by these brokers may be higher or lower than those
charged by other broker-dealers.
We also offer our Wrap Fee Program through Charles Schwab & Company, Inc (“Schwab”), member
FINRA/SIPC. Schwab is an unaffiliated, SEC-registered broker-dealer and a FINRA member broker-
dealer.
The commissions paid by Petros’ clients are intended to be consistent with our duty to obtain “best
execution.” However, a client may pay a commission that is higher than what another qualified broker-
dealer might charge to affect the same transaction when Petros determines, in good faith, that the
commission is reasonable in relation to the value of the brokerage and research services received. In
seeking best execution, the determinative factor is not the lowest possible cost, but whether the
transaction represents the best qualitative execution, taking into consideration the full range of a broker-
dealer’s services, including among others, execution capability, commission rates, and responsiveness.
Consistent with the foregoing, while Petros will seek competitive rates, it may not necessarily obtain the
lowest possible commission rates for client transactions.
Products & Services Available to Us from Broker-Dealers
The broker-dealers and custodians we recommend to clients provide Petros with access to institutional
trading and custody services, which are typically not available to retail investors. These brokerage and
custodial services include the execution of securities transactions, custody, research, and access to
mutual funds and other investments that are otherwise generally available only to institutional investors
or would require a significantly higher minimum initial investment. Other benefits we may receive include
receipt of duplicate client confirmations and bundled duplicate statements; access to a trading desk
that exclusively services its participants; access to block trading, which provides the ability to aggregate
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securities transactions and then allocate the appropriate shares to client accounts; and access to an
electronic communication network for client order entry and account information.
Research and Other Soft Dollar Benefits
Petros does not participate in soft-dollar relationships.
Brokerage for Client Referrals
When recommending broker-dealers for the execution of client securities transactions, Petros does not
consider whether we will receive any client referrals from the broker-dealer or any other third-party.
Directed Brokerage
As Petros will not request the discretionary authority to determine the broker-dealer to be used or the
commission rates to be paid, clients must direct Petros as to the broker-dealer to be used. The
commissions and transaction fees charged by these broker-dealers could be higher or lower than those
charged by other custodians and broker-dealers. When directing the use of a particular broker-dealer, it
should be understood that Petros will not have authority to negotiate commissions among various
broker-dealers or obtain volume discounts. As such, best execution may not be achieved. Not all
investment advisers require clients to direct the use of specific broker-dealers.
Aggregation of Orders
Petros will attempt to block trades where possible and when advantageous to clients. Certain trades will
be effected independently when aggregating the transaction with other client transactions is not possible
or advantageous to clients. The blocking of trades permits the trading of aggregate blocks of securities
composed of assets from multiple client accounts where transaction costs are shared equally and on a
pro-rated basis between all accounts included in the block. Block trading allows us to execute equity or
fixed income trades in a timely, equitable manner and to reduce overall commission charges to clients.
Clients who do not provide Petros with discretion will not participate in block trades, and their trades in
similar securities will be placed with brokers after trades for discretionary accounts. Accounts owned by
supervised persons of our firm may participate in block trading with your accounts; however, these
individuals will not be given preferential treatment of any kind.
Item 13 – Review of Accounts
Accounts at Petros are reviewed on a periodic basis. This informal review includes assessing client goals
and objectives, monitoring the account, and addressing the need to rebalance, as necessary. Individual
securities held in client accounts are periodically monitored by the firm, while any selected third-party
managers are monitored on a quarterly basis. Accounts are reviewed in the context of each client’s
stated investment objectives and guidelines. More frequent reviews may be triggered by material
changes to a client’s individual circumstances, market conditions, tax law changes or the political or
economic environment.
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Petros may also review tax-planning needs, cash-flow needs, as well as charitable giving, insurance, and
estate planning as part of our ongoing client reviews. Reviews are tailored to the services we provide to
you, as well as your individual needs and goals. We encourage you to discuss your needs, goals, and
objectives with us and keep us informed of any changes. If you engage our firm for ongoing investment
advisory services, we will contact you at least annually to determine whether there have been any
changes to your financial situation or investment objectives and whether you wish to impose any
reasonable restrictions on the management of your account or reasonably modify any existing
restrictions. At this time, we will advise you of any account changes we feel are necessary to help you
stay on track with meeting your financial goals and consider whether the current services provided by our
firm continue to be suitable for your needs.
As a convenience to our clients, in addition to reporting on clients’ financial assets, at a client’s request
we can prepare a performance report for the client’s accounts or a global consolidated report that may
also include certain non-financial assets (e.g., real assets). In such instances, Petros relies on the client
to provide current and accurate price or other valuation information for those assets to be included in the
client’s consolidated account report. In no instance are non-financial assets included in any
performance reporting. Petros does not independently verify, and expressly disclaims responsibility for,
the accuracy of any non-financial asset values clients provided to us to include in their reporting.
Item 14 – Client Referrals and Other Compensation
Other Compensation Arrangements
Petros receives compensation from the broker-dealer used for your account and your account custodian
in the form of access to electronic systems that assist us in the management of client accounts, as well
as research, software and other technology that provide access to client account data (such as trade
confirmations and account statements), pricing information and other market data, facilitate trade
execution (and allocation of aggregated trade orders for multiple client accounts), and client reporting
capabilities. Your account custodian also offers us discounts for products and services offered by
vendors and third-party service providers, such as software and technology solutions. These economic
benefits create a conflict of interest in that it gives our firm an incentive to recommend one broker-dealer
or custodian over another that does not provide similar electronic systems, support, or services. We
address this conflict of interest by disclosing to our clients the types of compensation that our firm
receives so clients can consider this when evaluating our firm. It is important that you consider the fees,
level of service and investment strategies, among other factors, when selecting an investment manager.
While not direct compensation, certain fund companies recommended by Petros may partially sponsor
client events. Such sponsorship creates an incentive for Petros to recommend that company’s products
and/or securities. As a fiduciary, we always endeavor to provide advice and recommendations in your
best interest regardless of any actual or perceived conflicts of interest.
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On limited occasions, certain Petros professionals are invited by custodians, service providers, or fund
companies to speak/present or attend that organization’s conference or an industry conference for
which that third-party will cover travel expenses and provide free conference attendance. This is an
economic benefit for Petros to receive covered travel expenses and free attendance, however, Petros
has not made any commitment to direct business to any of these companies as a result of these covered
travel expenses and free conferences.
Client Referrals
Petros does not pay any referral fees to other individuals for referring clients to our firm.
Item 15 – Custody
When you establish a relationship with our firm for investment management services, your assets will be
maintained by a bank, broker -dealer, mutual fund transfer agent or other such institution deemed a
‘qualified custodian’ by the SEC. We rely on the custodian to price and value assets, execute and clear
transactions, maintain custody of assets in your account and perform other custodial functions. Petros
does not maintain physical possession of any client account assets. Clients’ assets must be held by a
bank, broker dealer, mutual fund transfer agent or other such institution deemed a qualified custodian.
We utilize FCC as the qualified custodian for client accounts.
You will receive monthly and/or quarterly account statements directly from the qualified custodian.
Petros can also provide you with written performance reports for your account upon request. We urge
you to carefully review your account statements and compare the account balances with the balances
reflected on any performance report you may receive from our firm for accuracy. Balances on our reports
can vary slightly from custodial statements due to differences in accounting procedures, reporting dates,
valuation methodologies of certain securities or other operational factors. You should promptly notify us
if you do not receive account statements from your custodian at least quarterly or if you believe the
information on your account statements is inaccurate.
Item 16 – Investment Discretion
Petros typically has investment discretion over clients’ securities accounts. Investment discretion is the
authority to determine the securities or other assets to purchase or sell on behalf of an account.
Investment discretion can also include the authority to select or terminate a third-party asset manager.
This authority is exercised in a manner consistent with your stated investment objective for the particular
account. You must provide written authorization to our firm before we can assume discretionary
authority over your account. Any investment guidelines or restrictions you would like to place on your
account must be provided to Petros in writing.
Clients that wish to maintain discretion over their accounts should understand that Petros cannot effect
any account transactions without first obtaining your consent.
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Item 17 – Voting Client Securities
As a general policy, Petros will retain proxy voting authority for clients that have given us the authority to
do so. In such cases, we will follow the proxy voting guidelines outlined in our Proxy Voting Policies and
Procedures. We will provide you with a copy of our Proxy Voting Policies and Procedures and/or a record
of ballots voted upon request.
Clients may also elect to have us participate in class action lawsuits and related settlements on their
behalf. In such cases, we utilize a third-party service provider to assist the firm with the filing process,
who receives 20% of any settlement awarded to the client for their services.
Item 18 – Financial Information
As a registered investment adviser, Petros is required to provide you with certain financial information
about our firm. We do not require or solicit prepayment of more than $1,200 in fees per client, six (6)
months or more in advance. We do not have any financial commitment that is reasonably likely to impair
our contractual commitments to our clients, nor has our firm ever been the subject of a bankruptcy
proceeding.
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