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PROFESSIONAL FINANCIAL SOLUTIONS, LLC
ADV PART 2/BROCHURE
FEBRUARY 06, 2026
Item 1
Cover Page
Address:
Phone Number:
Web address:
10517A West Drive
Fairfax, VA 22030
703-385-0870
www.profinancialsolutions.com
This brochure provides information about the qualifications and business practices of
Professional Financial Solutions, LLC (PFS). If you have any questions about the contents of
this brochure, please contact us at 703-385-0870 or info@profinancialsolutions.com. The
information in this brochure has not been approved or verified by the United States Securities
and Exchange Commission (SEC) or by any state securities authority. Registration or the use of
the word “registered” does not imply a certain level of skill or training.
Additional information about Professional Financial Solutions, LLC also is available on the
SEC’s website at www.adviserinfo.sec.gov.
Material Changes
Item 2
There have been no material changes to this Disclosure Brochure since the last annual
amendment filing on March 10, 2025.
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Table of Contents
Advisory Business
Fees and Compensation
Performance-Based Fees and Side-by-Side Management
Types of Clients
Methods of Analysis, Investment Strategies and Risk of Loss
Disciplinary Information
Other Financial Industry Activities and Affiliations
Code of Ethics, Participation or Interest in Client Transactions and Personal
Trading
Brokerage Practices
Review of Accounts
Client Referrals and Other Compensation
Custody
Investment Discretion
Voting Client Securities
Financial Information
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Advisory Business
Item 4
Professional Financial Solutions, LLC (PFS) has been in operation since 1997. The firm is
independently owned, primarily by Michael McLenigan, and Renee Sewall as of January 1,
2022. PFS offers three services: Financial Planning, Consulting, and Investment Management.
FINANCIAL PLANNING
PFS may provide its Clients with a broad range of financial planning and/or consulting services
(including investment and non-investment-related matters). PFS’s services are tailored to the
individual goals and needs of Clients. PFS provides financial planning services, which usually
are focused on retirement, but can include other Client goals. Using information provided by
Clients, PFS will analyze their goals in light of their situation to determine how to help them
achieve their goals. The end product is a document that includes a narrative summary,
recommendations, and the financial analysis.
CONSULTING
Consulting is offered to those Clients that wish to focus on one issue related to their financial
situation. An example might be a strategy to pay down credit card debts. Since these are unique
engagements, it is difficult to describe the analysis but in most cases a document will be prepared
to illustrate the Client’s situation and the recommended course of action to accomplish the
Client’s goal. This type of service is rarely performed.
INVESTMENT MANAGEMENT
PFS also offers investment management services for Clients. These services are offered on a
fee-only basis. These Clients are predominantly individuals. Advice is provided on both the
accounts managed by PFS as well as those outside of PFS, such as the Client’s current employer
retirement plan.
PFS generally recommends that Clients hold mutual funds and exchange traded funds in their
portfolios. PFS may retain other types of investments from the Client’s legacy portfolio due to fit
with the overall portfolio strategy, tax-related reasons, or other reasons as identified between
PFS and the Client.
In most cases, PFS will prepare an Investment Policy Statement for investment management
Clients. This document outlines the Client’s target allocation and is based on their risk tolerance
and goals. As a result, each allocation decision is tailored to the specific Client.
Clients can impose limits or restrictions on investing in certain securities or types of securities in
the portfolio. Such limits, if significant, may cause investment results to be different than what
PFS would typically expect. If the limitations are significant, PFS may decide to no longer serve
as adviser to the Client.
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Investments managed as of December 31, 2025:
Managed on a discretionary basis:
Managed on a non-discretionary basis:
Total investments managed:
$387,384,560
22,279,980
$409,664,540
Client Obligations
In performing its services, PFS shall not be required to verify any information received from the
Client or from the Client’s other professionals and is expressly authorized to rely thereon. If
requested by the Client, PFS may recommend the services of other professionals for
implementation purposes. The Client is under no obligation to engage the services of any such
recommended professional. The Client retains absolute discretion over all such implementation
decisions and is free to accept or reject any recommendation from PFS. Moreover, each Client is
advised that it remains his/her responsibility to promptly notify PFS if there is ever any change in
his/her financial situation or investment objectives for the purpose of
reviewing/evaluating/revising PFS’s previous recommendations and/or services.
Agreements
Prior to engaging PFS to provide financial planning, consulting services, and/or investment
management services, the Client will be required to enter into a formal agreement with PFS
setting forth the terms and conditions of the engagement as well as describing the scope of the
services to be provided. For investment management services, the Client will also complete a
separate custodial/clearing agreement with each designated broker-dealer/custodian.
Assignment
Neither PFS nor the Client may assign PFS’s Client agreement without the prior consent of the
other party. Transactions that do not result in a change of actual control or management of PFS
shall not be considered an assignment.
PFS’s services are tailored to the needs of its Clients. A Client’s financial plan is customized to
his/her situation, every portfolio is personalized, and the level of services needed by a Client will
vary given what is going on in his/her life in a given period.
Fees and compensation
Item 5
PFS’s financial planning fees are negotiable but generally range from $2,000 to $5,000 on a
fixed fee basis depending upon the level and scope of the services required as well as the Client’s
financial situation.
Payment of the fee for planning services is charged as follows:
$500
Payment 1:
Payment 2:
60% of total fee
Payment 3: Balance of fee
at agreement signing
when draft plan is presented
when the plan is completed
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The initial payment (not to exceed $500) is due from the Client prior to PFS commencing
services. In the event that the Client terminates PFS’s financial planning and/or consultation
services prior to the commencement of services, the balance of PFS’s fee, if any, shall be
refunded to the Client. The Client can contact PFS by email, letter, or phone to notify us of the
termination. PFS will refund the initial deposit as soon as possible. Once work has commenced,
any fee paid that corresponds to that work is deemed earned if the agreement is terminated. Fees
for planning services are paid directly to PFS, not deducted from investment accounts.
Plans are updated periodically as the Client’s situation changes for investment management
Clients at no additional cost. If a non-investment management Client requests a plan update, the
fee is negotiated.
Consulting engagements are charged $200 to $500 on an hourly basis, depending upon the level
and scope of the services required as well as the Client’s financial situation. An estimate of the
total cost is provided prior to the commencement of work and is negotiable. The fee is due upon
completion of the project. This fee is paid directly to PFS, not deducted from a Client’s
investment account.
Investment management fee schedule (payable in arrears)
Consolidated accounts managed, on the first $1 million
Consolidated accounts managed, amounts from $1 million-$2 million
Consolidated accounts managed, amounts over $2 million
1.00%
0.50%
0.25%
These fees are not negotiable. At this time, no fee is charged against employer retirement
plans—for example, 401(k) accounts— or 529 educational savings accounts. This may change
in the future as services develop that would provide the detailed information PFS requires to
prepare performance reports for Clients and perform other management activities. There is also
no fee for money market investments held in a taxable account.
Certain assets in Client accounts will not be billed, such as cash in taxable accounts and
specifically identified legacy investment positions. Therefore, these assets will not be counted
when calculating advisory fees. Exclusion of these assets can place Client assets in a higher fee
rate due to the exclusion.
PFS shall charge the investment management fee based upon a percentage of the market value of
the assets being managed by PFS. PFS’s annual investment management fee shall be prorated
and paid quarterly, in arrears, based upon the market value of the assets on the last day of the
previous quarter. PFS, in its sole discretion, may charge a lesser management fee based upon
certain criteria (e.g., anticipated future assets, dollar amount of assets to be managed, related
accounts, account composition, etc.). If there is a margin loan outstanding on a Client’s account,
this does not reduce the asset value, so the margin loan has no impact on the management fee.
PFS’s investment management fee is paid quarterly at approximately ¼ of the annual rate based
on the number of days in that quarter. The fee shall be deducted from an account that PFS is
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managing. In order to streamline fee collection and performance reporting, payment of asset
management fees directly to PFS is not allowed. All securities held in accounts managed by PFS
will be independently valued by the custodian. PFS will conduct periodic reviews of the
custodian’s valuation to ensure accurate billing.
In addition to the fees paid to PFS, the Client will also pay fees to various service providers. The
Broker/Dealer (B/D) that has custody of a Client’s assets will typically charge a transaction fee
for the investments used. At Charles Schwab (Schwab), the current charge is $9.99 per
Dimensional Fund Advisor (DFA) mutual fund trade. In addition to B/D fees, mutual funds and
exchange traded funds used in Client accounts also levy a management fee (expense ratio) that is
deducted from the annual return generated by the fund. These vary by fund. Clients are
encouraged to review the fund prospectus for specific fund expenses.
As noted earlier, PFS primarily recommends mutual funds and exchange traded funds for Client
accounts. The funds typically recommended are no load and do not have ongoing 12(b)1 fees.
In the rare case where we use load-waived funds, the Client may have to pay a 12(b)1 fee as part
of the fund expenses. See Item 12 for information on brokerage.
Advance Payment of Fees and Termination
Financial Planning Services
PFS may require an advance deposit for financial planning fees as described above. Either party
may terminate the financial planning agreement, at any time, by providing written notice to the
other party. The Client may also terminate the financial planning agreement within five (5)
business days of signing the PFS agreement at no cost to the Client. After the five-day period,
the Client will incur charges for bona fide advisory services rendered to the point of termination
and such fees will be due and payable by the Client. Upon termination, the Client shall be billed
for actual hours logged on the planning project times the contractual hourly rate or in the case of
a fixed fee engagement, the percentage of the engagement scope completed by PFS. PFS will
refund any unearned, prepaid financial planning fees from the effective date of termination. The
Client’s financial planning agreement with PFS is non-transferable without the Client’s prior
consent.
Performance-Based Fees and Side–by-Side Management
Item 6
This item is not applicable to PFS.
Types of Clients
Item 7
PFS predominantly works with individuals, helping them with their personal financial concerns.
Some of these Clients have living trusts or irrevocable trusts, which we also manage and for
which we provide advisory services. In addition, PFS helps small business owners establish
retirement plans, usually SEPs and Individual 401(k)s. Finally, PFS works with charitable
organizations (or non-profits) to which its Clients gift shares of their fund investments. These
gifts are typically liquidated upon receipt by the charity and the funds are disbursed, resulting in
no ongoing investment management or advisory services.
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For those potential Clients seeking only investment management services, the minimum
managed portfolio is $500,000. PFS may, in its sole discretion, reduce and/or waive its account
minimum.
As stated earlier, prior to engaging PFS to provide financial planning, consulting services, and/or
investment management services, the Client will be required to enter into a formal agreement
with PFS setting forth the terms and conditions of the engagement as well as describing the
scope of the services to be provided. For investment management services, the Client will also
complete a separate custodial/clearing agreement with each designated broker-dealer/custodian.
Methods of Analysis, Investment Strategies and Risk of Loss
Item 8
When analyzing individual securities, PFS primarily uses fundamental analysis. PFS looks at the
performance of a company and projections of future earnings. PFS may also look at past stock
price activity (technical analysis). The more typical approach, however, is using diversified
mutual funds and exchange traded funds.
PFS’s goal is to reduce investment risks where possible. PFS tries to eliminate active manager
risk (the risk that the fund manager enters into a transaction at the wrong time/price) by using a
more passive approach. PFS believes that by using investments that are well diversified, it may
be able to reduce the risk to a Client that may be caused by an individual company going
bankrupt and its stock price falling to $0.00. Investment expenses for the funds PFS typically
uses are generally lower than more active and concentrated funds. The risk that remains is
systemic or market risk.
Regardless of the investment vehicle used or the trading strategy implemented, the risk of loss
remains. Each investor needs to decide if they are willing to accept this risk prior to making the
decision to invest. It is PFS’s job as the Client’s adviser to help them understand these risks and
to help them weather the inevitable ups and downs that the markets bring.
PFS utilizes a buy and hold investment strategy. As a result, a Client accepts the risk that their
portfolios will lose value during market corrections. PFS attempts to diversify each Client’s
portfolio over many asset classes. This will expose the Client’s portfolio to: market risk, credit
risk, interest rate risk, inflation risk, liquidity risk, management risk (both at the adviser level and
the investment level), risk of gain/loss due to human error, etc. Investing in securities involves a
risk of loss that each Client should be prepared to bear.
Margin Borrowings
The use of short-term margin borrowings may result in certain additional risks to a Client. For
example, if securities pledged to brokers to secure a Client's margin accounts decline in value, the
Client could be subject to a "margin call", pursuant to which it must either deposit additional funds
with the broker or be the subject of mandatory liquidation of the pledged securities to compensate
for the decline in value.
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Disciplinary Information
Item 9
PFS, its management persons, and its registered investment advisor representatives do not have
any disciplinary information to report.
Other Financial Industry Activities and Affiliations
Item 10
Mike McLenigan does not have any other industry activities or affiliations.
Renee Sewall does not have any other industry activities or affiliations.
Item 11
Code of Ethics, Participation or Interest in Client Transactions and Personal
Trading
Typically, registered investment advisor representatives limit their holdings to open ended
mutual funds and exchange traded funds. In the rare case where one does hold an individual
security, PFS has established the following restrictions:
1. A director, officer, or employee of PFS shall not buy or sell securities for their personal
portfolio(s) where their decision is substantially derived, in whole or part, by reason of his or her
employment unless the information is also available to the investing public on reasonable
inquiry.
2. PFS maintains a list of all non-mutual fund security holdings for itself and access persons
associated with this advisory practice. These holdings, if any, are reviewed on a regular basis by
senior management.
3. PFS requires that all firm access persons act in accordance with all applicable federal and
state regulations governing registered investment advisory practices.
4. Any individual not in observance of the above may be subject to termination.
PFS has implemented an investment policy relative to personal securities transactions. This
investment policy is part of PFS’s overall Code of Ethics which serves to establish a standard of
business conduct for all of PFS’s access persons. This Code of Ethics is based upon fundamental
principles of openness, integrity, honesty, and trust. PFS will provide a copy of its Code of
Ethics to any Client or prospective Client upon request.
In accordance with Section 204A of the Investment Advisers Act of 1940, PFS also maintains
and enforces written policies reasonably designed to prevent the misuse of material non-public
information by PFS or any person associated with PFS.
PFS advisers invest in many of the same investments recommended to Clients and may do so at
or about the same time as a Client. Since mutual funds trade at the daily closing price (rather
than intraday pricing), we do not believe that PFS advisers have an interest in Client transactions
or run the risk of trading ahead of Clients. Exchange traded funds are priced intraday; however,
the daily volume of adviser trades is not a material amount that would cause concern for trading
ahead of Clients.
Brokerage Practices
Item 12
PFS does not accept soft dollars from B/Ds. Again, since PFS primarily uses diversified mutual
funds and exchange traded funds, research or other perceived benefits from certain trading
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relationships have no value to PFS. PFS recommends that all investment management accounts
be maintained with an independent custodian and that all brokerage transactions are executed
through an independent SEC-registered broker/dealer that is a member of FINRA. PFS will
generally recommend that Clients establish accounts at Charles Schwab. PFS considers many
factors in recommending Schwab to Clients, including financial strength, reputation, execution,
pricing, and service.
While PFS does not receive soft dollars or other direct compensation from Schwab or other
companies used to custody Client accounts, PFS does receive benefits from working with a B/D.
These benefits are similar to those available with other B/Ds and are generally made available by
the B/Ds to advisers with assets under custody with the B/Ds. They include free educational
events, entertainment events, meals, and discounts on products used by PFS, such as certain
software. These benefits may be perceived to be a conflict of interest; however, PFS feels that it
has addressed this conflict of interest because (a) PFS did not consider the receipt of these
benefits when deciding to recommend any custodian for Client accounts, nor does PFS consider
these benefits when it considers whether to continue to custody with a custodian, (b) these
benefits are available to every investment manager that custodies assets with these custodians
regardless of volume of execution transacted through these custodians or amount of assets
maintained in custody, and (c) these benefits are similar to those that PFS would receive from
other B/Ds.
To the extent that PFS determines to aggregate Client orders for the purchase or sale of
securities, including securities in which PFS’s principals (and/or associated persons) may invest,
PFS shall generally do so in accordance with the parameters set forth in SEC No-Action Letter,
SMC Capital, Incorporated. PFS shall not receive any additional compensation or remuneration
because of the aggregation. Due to the limited number of individual security trades placed by
PFS, PFS has never aggregated trades since its inception.
PFS does not recommend the purchase or sale of IPO shares or hedge funds for Client accounts.
PFS relies upon the values of securities as set forth by the issuer or as reported by the custodian
for the Client's account.
Review of Accounts
Item 13
Activity in managed accounts is reviewed daily by the advisers. Accounts are reviewed in more
detail prior to placing a trade or when reviewing cash positions. For Clients with limited activity
in their accounts, a review would occur as part of the annual review meeting process. Investment
management Clients are encouraged to meet with PFS at least annually to review their accounts
and financial situation. These reviews are typically conducted by two advisers of PFS. For those
financial planning Clients that are also investment management Clients, the annual review
includes a review of the plan investment account targets to determine whether the Client is above
or below the plan target. PFS discusses recommended actions, if any, as a result of this
comparison.
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In most cases, financial plans are stale after about five years. PFS will discuss with the ongoing
Client the need to update a plan and will encourage a plan update when appropriate.
Investment management Clients will receive written performance reports from PFS at least semi-
annually. These reports will provide a summary of their accounts under management, including
historical activity figures as well as Client specific returns earned.
For those Clients that engaged PFS for financial planning or consulting services only, no review
will be completed, nor will any analysis be updated unless the Client re-engages PFS for the
additional work.
Client Referrals and Other Compensation
Item 14
PFS has and will continue to develop understandings with vendors, associations, insurance
agents, attorneys, mortgage lenders, tax preparers and other professionals that involve referrals
or cross-referrals. At no time is any person or company obligated to provide referrals to PFS.
No Client referred to any party by PFS is obligated to utilize the services of any such
professional. PFS will not enter into an agreement requiring it to refer Clients to others and does
not receive compensation for referrals to other professionals.
As noted previously, PFS accepts training, information, promotional material, gifts and discounts
of limited value, and, on occasion, meals or prize drawings from vendors, mutual funds and
others with whom PFS may do business or to whom PFS may make referrals. Often such
benefits are received from event sponsors during PFS’s participation in NAPFA, FPA, Schwab,
and other conferences, workshops, and seminars designed primarily to provide continuing
education credits. PFS has also participated in Dimensional Fund Advisors (DFA) sponsored
training during which DFA provided reference material and meals, and PFS anticipates
recommending some of their funds as part of Client portfolios. The benefits noted in this
paragraph seem to present a conflict of interest. However, PFS addresses this conflict by
ensuring that such activities do not adversely affect its relationship with Clients in any material
way. First, PFS does not receive any direct or indirect compensation in connection with PFS’s
use of such brokers or investment vehicles. Next, PFS remains free to select any broker and/or
investment vehicles that it believes are best for the Client and will only recommend an
investment vehicle for a Client account where PFS believes that such recommendation is
consistent with the Client’s investment objectives and/or financial situation. Further, PFS is
under no obligation to recommend any investment vehicle or broker-dealer for Client accounts.
Lastly, PFS will continue to review these investment vehicles and broker-dealers to determine if
better alternatives exist.
Custody
Item 15
The Advisor is authorized to deduct its fees from the Client’s account[s] at the Custodian. The
Client must place all assets with a “qualified custodian”. The Client is required to engage the
Custodian to retain all funds and securities and direct the Advisor to utilize that Custodian for
security transactions in the account[s]. The Client should review statements provided by the
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Custodian, as the Custodian does not perform this review. For more information about
custodians and brokerage practices, see Item 12 – Brokerage Practices.
If the Client gives the Advisor authority to move money from one account to another account,
the Advisor may have custody of those assets. In order to avoid additional regulatory
requirements, the Custodian and the Advisor have adopted safeguards to ensure that the money
movements are completed in accordance with the Client’s instructions.
Investment Discretion
Item 16
PFS will encourage new Clients to allow PFS to manage their accounts on a discretionary basis,
but they are not required to do so at the time of establishing the Client/adviser relationship. If a
Client does not allow for discretionary management, after the Client has worked with PFS for a
year, PFS will request discretionary authority, but it is still not required.
PFS’s investment advisor representatives may manage Client accounts on a discretionary basis.
This will be indicated on the investment advisory agreement, letter, or other Client/adviser
communication. For those Clients that grant discretionary authority, PFS will place trades on
behalf of the Client without specific approval, in accordance with the Investment Policy
Statement. When PFS does so, it will limit its discretionary authority by limiting transactions to
general securities, mutual funds, exchange traded funds, government securities, and an
occasional option.
In addition, the Client’s account paperwork with the account custodian grants trading authority to
PFS.
Voting Client Securities
Item 17
PFS does not vote Client proxies. Therefore, although PFS may provide investment advisory
services relative to Client investment assets, PFS’s Clients maintain exclusive responsibility for:
(1) directing the manner in which proxies solicited by issuers of securities beneficially owned by
the Client shall be voted, and (2) making all elections relative to any mergers, acquisitions,
tender offers, lawsuits, bankruptcy proceedings or other type events pertaining to the Client’s
investment assets. PFS and/or the Client shall correspondingly instruct each custodian of the
assets to forward to the Client copies of all proxies and shareholder communications relating to
the Client’s investment assets. Should Clients want to discuss questions regarding their proxy
votes, they may call or email PFS.
Financial Information
Item 18
PFS has discretionary authority over certain Clients’ accounts. As a result, PFS must disclose
any financial condition that is reasonably likely to impair PFS’s ability to meet its contractual
commitments to Clients. Financial conditions, such as bankruptcy of the President or if income
made by PFS was so low that basic fixed expenses could not be covered, might impair PFS’s
ability to serve their Clients. PFS believes the risk of these occurring is extremely remote.
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