RETIREMENT PLANNERS OF AMERICA

Item 1 • Cover Page 2820 Dallas Parkway Suite 300 Plano, TX 75093 Telephone: 469-246-3627 Facsimile: 469-246-3696 rpoa.com March 31, 2026 Form ADV Part 2A Appendix 1 Wrap Fee Program Brochure This wrap fee program brochure provides information about the qualifications and business practices of Retirement Planners of America. If you have any questions about the contents of this brochure, please contact us at 469-246-3627. 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. Additional information about Retirement Planners of America is available on the SEC’s website at www.adviserinfo.sec.gov. Retirement Planners of America is a registered investment adviser. Registration with the SEC or any state securities authority does not imply a certain level of skill or training. 1 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Item 2 • Material Changes Since the March 28, 2025 annual update filing, this Form ADV Part 2A Appendix 1 Wrap Fee Program Brochure has been materially amended as follows: • Item 4 has been amended to provide additional information about the operation of our Invest and Protect Strategy™. • Item 4 has been updated to amend or clarify the following: o RPOA may charge a tiered or flat advisory fee. o RPOA may agree to aggregation / “householding” of its tiered advisory fee for certain clients, which presents a conflict of interest. o The fee conversion process RPOA imposes when clients in the RPOA Direct program exceed $250,000 in assets under management. o Pershing calculates the platform fee based on end of quarter value, the platform fee is not negotiable, and RPOA’s share of the platform fee may increase depending upon the value of assets under management at Pershing. o Item 4 now includes a chart to illustrate the calculation of the typical combined all-inclusive fee rate at various asset levels. o The advisory fee and platform fee will be adjusted for all daily withdrawals of $1,000 or more, and for daily deposits of $1,000 or more that are equal to or greater than $5,000 during the billing quarter. o RPOA’s agreement with Pershing requires RPOA to pay annual fees if minimum assets fall below a certain threshold, and that RPOA would be required to pay a termination fee until November 2026 if it terminates its engagement with Pershing; and o Clarify that while RPOA does not generally recommend securities-based loans, it may recommend that a client establish one upon specific client request, which RPOA will evaluate as part of its financial planning services. • Item 6 has been amended to further describe the risks involved with Invest and Protect Strategy™ in particular. • The Privacy Notice incorporated with Item 7 has been updated to describe opt-out procedures for the disclosure of personal information. Please refer to those items for more information. Our Chief Compliance Officer, William R. Frye, is available to address any questions about these changes, our services, any aspect of our brochure or wrap fee program brochure, and any conflicts of interest they describe. 2 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Item 3 • Table of Contents Item 1 • Cover Page................................................................................................................................. 1 Item 2 • Material Changes ....................................................................................................................... 2 Item 3 • Table of Contents....................................................................................................................... 3 Item 4 • Services, Fees, and Compensation ............................................................................................. 4 Item 5 • Account Requirements and Types of Clients............................................................................. 15 Item 6 • Portfolio Manager Selection and Evaluation ............................................................................. 16 Item 7 • Client Information Provided to Portfolio Managers .................................................................. 19 Item 8 • Client Contact with Portfolio Managers.................................................................................... 19 Item 9 • Additional Information............................................................................................................. 22 3 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Item 4 • Services, Fees, and Compensation RPOA ADVISORS, INC. dba Retirement Planners of America, is an SEC-registered investment adviser with its home office located in Plano, Texas. Our firm is organized as a corporation under the laws of the State of Texas. Retirement Planners of America was established in 2011.1 Our company is principally owned by the Moraif Family Exempt Irrevocable Trust, for which Kenneth A. Moraif, who is our president and chief executive officer, serves as Trustee. As used in this brochure, the words “we,” “our” and “us” refer to Retirement Planners of America and the words “you,” “your” and “client” refer to you as a client or prospective client of our firm. Also, you may see the term Associated Person in this brochure. Our “Associated Persons” are our firm’s officers, employees, and all individuals providing investment advice on behalf of our firm. References in this brochure to “Pershing” refer to Pershing Advisor Services LLC, a division of BNY Mellon and its affiliates. We offer discretionary portfolio management services through a wrap-fee program (the “Program”). We are the sponsor and investment adviser for the Program. Through the Program, we seek to carry out our “Invest and Protect Strategy™” (the “Strategy”). The Strategy involves us tactically investing and rebalancing your accounts among certain funds currently sponsored by BNY Mellon (each, a “BNY Fund” or collectively the “BNY Funds”) along with cash or cash equivalent options (currently, a government money market fund). We allocate client investments in conformity with one or more investment strategies described in Item 6. The Strategy is inherently defensive. It primarily focuses on preserving capital during periods of perceived market risk and accepts the risk that we may need to repurchase securities at a higher price than they were previously sold for in an effort to avoid a bear market (generally accepted as a 20% or greater decline in an investment index). Under the “invest” prong of the Strategy, RPOA first helps a client determine the total return necessary to achieve their retirement goals. RPOA then invests client assets in one or more model portfolios made up of BNY Funds and cash or cash equivalent options based on the agreed-upon investment objectives and the model(s) that correspond to the appropriate level of risk to achieve the total return (as described in Item 6). The composition of the model portfolios varies based upon their allocation to more aggressive securities (generally characterized by higher risk and potentially higher returns) and more conservative securities (generally characterized by lower risk and potentially lower returns). RPOA maintains discretion to adjust the model composition and the client’s allocation consistent with the client’s investment objectives. The BNY Funds in which RPOA invests through the Program are currently comprised of exchange traded funds (“ETFs”). The weight allocated to each BNY Fund will depend on the investment objectives, and the selected investment strategy. For example, a more aggressive client may have a heavier weighting to equity-focused ETFs. Because the Strategy is inherently defensive, RPOA may trade any time it anticipates client portfolios are at risk of a significant decline. Therefore, to implement the “protect” prong of the Strategy, RPOA may reposition a portfolio to take on additional risk or reduce risk based on its perception of possible significant declines, bear markets, or bull markets. This generally but not necessarily means that RPOA will sell more aggressive securities and purchase more conservative securities for client accounts when RPOA identifies market trends that it reasonably believes may result in a significant decline or bear market. 1 Effective December 28, 2023, the registered investment adviser, “MMWKM Advisors, LLC,” merged with and into "RPOA Advisors, Inc.” which was the surviving entity of the merger. The transaction also included a transfer of a minority voting equity interest in the registered investment adviser to the "Retirement Planners of America Employee Stock Ownership Trust." 4 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  One of the ways RPOA measures market trends is to use a mathematically-based signal, which is based on the 200-day moving average for the S&P 500 Index. Depending on the 200-day moving average trend, RPOA allocates client assets among more aggressive or more conservative investments. While the Strategy relies heavily on that signal, RPOA maintains broad discretionary authority under the Strategy to buy and sell securities without regard to that signal, provided the trades are consistent with the respective client profile and the “protection first” philosophy that underlies the Strategy. This discretionary authority includes but is not limited to the authority to place trades even when the S&P 500 Index is above its 200- day moving average. Depending on our evaluation of current market conditions, RPOA may move some or all of your fund holdings to “cash” and cause you to hold that position for an indefinite period. “Cash” held in your account is part of a sweep account, which means that the custodian holding your account will sweep the cash into an interest-bearing account or other type of security, which is often a money market fund. We move client assets into cash when we think it is a wise allocation to protect you against loss of your investment. When we make decisions to exit the market, we generally notify you electronically. Clients may invest in different money market funds or interest-bearing accounts depending on the types of securities, products or accounts offered by their approved custodian. These accounts or funds are generally comprised of various short-term interest-bearing notes and will generally earn some type of return; although, there is always a risk that an investment will result in a loss. It is also possible that cash in your account will not earn any return, and that you will miss upswings in the equity markets by being invested in cash. We continue to charge our fees on cash and cash equivalents. Please refer to Item 6 below for a description of other risks inherent with the Strategy. The BNY Funds are administered, distributed, and advised by Pershing’s affiliated entities, as disclosed in each prospectus. Because Pershing’s affiliates earn fees based on our client’s investments, and other affiliates provide services to the BNY Funds for which they also receive compensation, Pershing and its affiliates directly benefit through our placement of client assets in the BNY Funds, presenting a conflict of interest. Please refer to the description of the “platform fee” along with the Brokerage Practices section of this Item 4 for more information about our relationship with Pershing and the related conflicts of interest. All accounts that we manage at Pershing are subject to participation in the Program. A wrap-fee program is a type of investment program that provides clients with asset management and brokerage services for a fee that compensates for money management fees, certain transaction costs, and custodial and administrative costs. Our wrap fee program also includes a platform fee as described below. However, clients will incur transaction fees for securities or other products purchased outside of the Program (i.e., in courtesy accounts, in variable annuity sub-accounts and potentially in accounts held in employer sponsored retirement plans). In the Program, as payment for our investment advisory services, we receive the balance of the platform fee after we have paid for all Program costs (including account transaction fees). This creates a conflict of interest, because we have an economic incentive to maximize our compensation by seeking to minimize our negotiated trading costs with Pershing. The transaction fees we pay on your behalf in a wrap fee engagement can be materially impacted by changes to Pershing’s transaction fee practices. A reduction in costs incurred would cause us to retain a greater portion of the total wrap fee paid by you. These transaction fee practices are established and maintained at Pershing’s discretion. Also, under our engagement with Pershing, we also receive a portion of the platform fee according to the schedule described below in this Item 4. This presents an additional conflict of interest as described below. 5 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  The overall cost you will incur if you participate in our wrap fee program may be higher or lower than you might incur by separately purchasing investment advice or the types of securities available in the Program from other investment advisers or broker-dealers. However, we do not offer to provide investment advisory services on a non-wrap basis for a lower fee to offset trading costs. To fully understand the cost of the Program, you should consider the frequency of trading activity associated with our strategies and the brokerage commissions charged by broker-dealers, banks, or trust companies to trade in similar securities, and the advisory fees charged by investment advisers for providing comparable advice. Program accounts may only be opened with an approved broker-dealer/custodian. Our discretionary portfolio management services generally include, to the extent requested by the client, financial planning, and consulting services. If we determine in our sole discretion that you are seeking extraordinary planning or consulting services, we may determine to provide those services for an additional fee under the terms and conditions of a separate written agreement. Before becoming a Program client, you will be required to enter into a written agreement with us that sets forth the terms and conditions of the engagement, including the scope of services to be provided and the fees to be paid. Client Investment Process We provide discretionary portfolio management services in accordance with your individual investment objectives. To participate in the Program, we require you to grant our firm discretionary authority to manage your account, which means that we have the authority and responsibility to formulate and execute investment strategies on your behalf. This authorization includes deciding which securities to buy and sell, when to buy and sell, and in what amounts, in accordance with your investment objectives, without obtaining your prior consent or approval for each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and/or through trading authorization forms. We serve as your investment adviser, and are responsible, pursuant to our investment advisory agreement, for analyzing your current financial situation, return expectations, time horizon, and asset class preference. Based upon your information, we will work with you to select an investment strategy and choose from one of BNY Fund allocation models as discussed more fully below, or we may separately purchase the individual funds. We will allocate the assets placed in your account in accordance with the investment strategy, goal or model selected by you as the investor. You may, through us, adjust your asset allocation to help ensure that the mix reflects the objectives of the chosen strategy. Once your portfolio is established, we will monitor your portfolio’s performance on an ongoing basis and will rebalance the portfolio as required by changes in market conditions and in your financial circumstances. As described above, depending on our evaluation of current market conditions, we may move some or all of your fund holdings to cash as described above. You may, at any time, impose restrictions on the management of your account, or choose a new investment strategy. All restrictions or investment strategy changes must be submitted to our firm in writing. However, based on their nature, clients may not set restrictions on the management of the subaccounts for variable annuities or the management of plan participant accounts. Upon transferring your account to us, generally, all positions will be liquidated, and the cash transferred to a qualified independent custodian. The liquidation of your account may have tax consequences, which 6 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  you should discuss with your tax adviser. However, if there are certain securities you own that you do not want to liquidate, you must notify us in writing and they will be transferred in kind for custody, but we will not advise on those positions. RPOA Direct For clients with investable assets of $250,000 or less, services will be provided under the RPOA Direct program. Clients in the RPOA Direct program will have a team of approximately 3-4 retirement planners with whom they work. For those clients who engage RPOA to provide financial planning and/or consulting services, clients can expect to meet virtually, on an annual basis, for planning purposes. Advisory / Wrap Fees We charge an annual advisory fee, which is either a tiered fee or a flat fee, based on the amount of your assets we manage (the “advisory fee”). The flat advisory fee is generally equal to 1.30% of the assets under management, including cash and cash equivalents. Certain legacy clients may pay a lower fee of 1.25% of the assets under our management, including cash and cash equivalents. RPOA Direct clients are charged an annual fee of 1.85% of the assets under our management, including cash and cash equivalents. If a client’s assets rise above $275,000 via market appreciation and/or additional funding by the 15th of the last month in a quarter, the client’s fees are lowered to the rate above the following quarter. If a client’s assets move above $250,000, but less than $275,000, via additional funding from the client by the 15th of the last month in the quarter, the client’s fees are lowered the following quarter. However, if a client’s assets move above $250,000 but less than $275,000 via only market appreciation, their accounts will remain at the 1.85% fee level. Our advisory fee is payable quarterly in arrears or in advance, as set forth in your investment advisory agreement. In either event the fee is based on the value of your account on the last day of the preceding quarter. We may, in our sole discretion, choose to negotiate our advisory fee upon specific request, which would consider certain criteria including but not limited to: the scope and complexity of the engagement; the anticipated number of meetings and servicing needs; the amount of assets to be managed; related accounts; future earning capacity; anticipated future additional assets; and prior relationships with RPOA and its representatives. As a result, certain clients may have fees that differ from those specifically set forth in the fee schedule above, and similarly situated clients could pay different fees to RPOA. Upon client request, we may agree to “householding” the advisory fee for accounts held at Pershing and being charged under a tiered schedule. This accommodation is generally reserved for clients with $1M or more under RPOA’s management, but is ultimately subject to the client’s primary investment adviser representative’s (“IAR’s”) sole discretion. In these cases, RPOA combines managed account values for family members living in the same household to increase the managed asset total, and ultimately reduces the fee based on available breakpoints. This creates a conflict of interest because the IAR is incentivized not to enter a householding arrangement to increase their ultimate compensation. This may also cause similarly situated clients to pay different fees as a result. Lastly, existing accounts may be subject to varying compensation arrangements, which could be based on preexisting service offerings. As a result, similarly situated clients could pay different fees to RPOA and similar advisory services may be available from other investment advisers for similar or lower fees. 7 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  In addition to our advisory fee, accounts in the Program and held at Pershing are subject to an annual platform fee of 0.40%. Pershing is responsible for calculating the platform fee, and this fee is not negotiable. For initial billing periods that do not constitute a full billing quarter, the advisory fee and platform fee will be calculated based upon the initial deposit amount, prorated based on the number of days in the billing period during which the investment advisory agreement was in effect. For subsequent billing periods, the advisory fee and platform fee will be based on the quarter end value for all assets in your managed accounts held with Pershing, as determined by Pershing’s asset-based billing engine. Advisory fees and platform fees will be adjusted according to the terms of the Adjustments for Deposits and Withdrawals of Assets section below. We established the platform fee in consultation with Pershing. We negotiated to pay Pershing an annual asset-based brokerage charge at a maximum rate of 0.16%, which decreases as the amount of assets held in the Program at Pershing increases. This means that we retain at least 0.24% of the platform fee and up to 0.28% should we maintain $10 billion in the Program at Pershing. This presents a conflict of interest, because it incentivizes us to use Pershing as opposed to another broker-dealer/custodian with whom we do not have such an arrangement; and incentivizes us to recommend that you increase the amount of assets you hold in the Program. We have reached an agreement with Pershing under which we will temporarily retain the entire platform fee. This arrangement will continue until the portion of the platform fee that we would have retained under the agreed upon fee split arrangement (e.g., our retained portion of at least 0.24%) reaches $3 million. This temporary arrangement further compounds the conflict of interest, for the time period during which we retain a greater portion of the platform fee. We try to mitigate these conflicts of interest by disclosing them to you, providing investment advice without regard to the expenses we incur, or the fees we receive under the Program; adhering to our fiduciary duty when making investment recommendations, so that we make recommendations that are consistent with each client’s investment objective and savings strategy. The following chart illustrates the calculation of the typical, combined all-inclusive fee rate at various asset levels: Platform Fee Platform Fee Retained by Pershing* Percentage of Platform Fee Retained by RPOA* Total RPOA Compensation (Advisory Fee and Net Platform Fee) Total Wrap Fee Paid by Client (Advisory Fee Plus Platform Fee) RPOA’s Wrap Fee (Advisory Fee Minus Platform Fee) 2.25% 0.40% 1.85% 0.24% 0.16% 2.09% 0.16% 1.70% 0.40% 1.30% 0.24% 1.54% Assets Under Management with Pershing Up to $250,000 assets under management $250,000 and above assets under management * RPOA’s overall share of the platform fee will increase to 0.28% if its clients’ total assets at Pershing reach $10 billion, increasing its maximum total compensation under this chart to 2.13%. 8 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Adjustments for Deposits and Withdrawals of Assets You may deposit assets to or withdraw assets from your account at any time. However, we design our portfolios as long-term investments and asset withdrawals may impair the achievement of your specific investment objectives. For accounts held at Pershing: starting with the next deposit or withdrawal after you make the initial deposit into your account(s), the advisory fee and platform fee will be adjusted for: daily deposits of $1,000 or more that are equal to or greater than $5,000 during the billing quarter, and daily withdrawals of $1,000 or more. The account value on the date of each applicable deposit or withdrawal will be used to calculate the advisory fee and platform fee adjustments, which are applied on a pro-rated basis, based on the number of days remaining in the quarter from the date of the transaction. These adjustments will be applied in arrears, to the next quarterly billing. For the avoidance of doubt, these adjustments do not apply to the initial deposit you make in your account(s). Payment of Fees We may deduct the advisory fee and platform fee directly from your account after you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all disbursements from your account. You should review all statements for accuracy. Our fees for management of the sub- accounts tied to variable annuities may be distributed by the annuity company directly from your account or are deducted from another account, if applicable. Termination of Advisory Relationship Without exception, the investment advisory agreement will terminate immediately upon the transfer of your account/portfolio/assets away from our firm. Alternatively, you may terminate the investment advisory agreement by providing up to 30 days’ written notice to our firm. In either case, you will incur a pro-rata charge for services rendered before the termination of the portfolio management agreement, which means you will incur advisory fees only in proportion to the number of days in the quarter for which you are a client. Upon termination of the agreement, in the event you have prepaid fees that we have not yet earned, you will receive a pro-rata refund of the unearned portion. Limitations of Financial Planning and Non-Investment Consulting Services Upon request, we may provide financial planning and related consulting services regarding non- investment related matters, such as estate, tax, and insurance planning. Our financial planning and consulting services are completed upon communicating our recommendations to you, upon delivery of a written financial plan, or upon the termination of the applicable agreement. We do not serve as a law firm or accounting firm, and no portion of our services should be viewed as legal or accounting services. Accordingly, we do not prepare estate planning documents or tax returns. To the extent requested by a client, we may recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance agents), including our representatives in their separate individual capacities as licensed insurance agents. Certain of these insurance agents are associated with our affiliated insurance agency, RPOA Insurance. That affiliated entity has arrangements with other unaffiliated agencies, specifically Castle Senior Benefits and Ash Brokerage Corporation, which are described in Items 9 below. You are under no obligation to engage the services of any such recommended professional, who is responsible for the quality and the competency of the services they provide. You retain absolute discretion over all implementation decisions and are free to accept or reject any recommendation we make in that respect. Our recommendation to purchase an insurance commission product through one of our representatives, our affiliated insurance agency, through Castle Senior 9 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Benefits, or Ash Brokerage Corporation presents conflicts of interest, as the receipt of commissions and access to products provide incentive to recommend insurance products based on commissions to be received, rather than on your particular need. No client is under any obligation to purchase any insurance products through our representatives, our affiliated insurance agency, Castle Senior Benefits, Ash Brokerage Corporation, or any other entity we may recommend. You are reminded that you may purchase insurance products we recommend through other, non-affiliated insurance agents or agencies. Tax preparation services can be provided through our affiliated company RPOA Tax, Inc., dba Tax Planners of America (“Tax Planners”) In these arrangements, Tax Planners can coordinate the preparation and filing of your tax returns with an unaffiliated third-party. Fees for tax preparation services rendered by Tax Planners are separate and apart from any investment management or financial planning fees. Our recommendation to obtain tax preparation services through Tax Planners presents a conflict of interest, as we are incentivized to recommend Tax Planners’ tax preparation services based on compensation to be received by our affiliate, rather than on your particular need. You are reminded that you may obtain tax preparation services through other, non-affiliated companies. ERISA / IRC Fiduciary Acknowledgment When we provide investment advice to you about your retirement plan account or individual retirement account, we do so as a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. Because the way we make money creates some conflicts with client interests, we operate under a special rule that requires us to act in the client’s best interest and not put our interests ahead of the client’s. Under this special rule’s provisions, we must: meet a professional standard of care when making investment recommendations (give prudent advice); never put our financial interests ahead of the client’s when making recommendations (give loyal advice); avoid misleading statements about conflicts of interest, fees, and investments; follow policies and procedures designed to ensure that we give advice that is in the client’s best interest; charge no more than is reasonable for our services; and give the client basic information about conflicts of interest. Client Obligations When we provide services to you, we are not required to verify any information received from you or from your other designated professionals, and we are expressly authorized to rely on that information. You are responsible to promptly notify us if there is ever any change in your financial situation or investment objectives so that we can review, and if necessary, revise our previous recommendations. Types of Investments We primarily recommend that clients invest in ETFs, mutual funds, variable annuities, and fixed annuities. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with it. You should be advised of the following risks when investing in these types of securities: Exchange Traded Funds (ETFs): ETFs are marketable securities that are designed to track, before fees and expenses, the performance or returns of a relevant index, commodity, bonds, or basket of assets, like an index fund. Unlike mutual funds, ETFs trade like common stock on a stock exchange. ETFs experience price 10 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  changes throughout the day as they are bought and sold. In addition to the general risks of investing, there are specific risks to consider with respect to an investment in ETFs, including, but not limited to: • Variance from Benchmark Index. ETF performance may differ from the performance of the applicable index for a variety of reasons. For example, ETFs incur operating expenses and portfolio transaction costs not incurred by the benchmark index, may not be fully invested in the securities of their indices at all times, or may hold securities not included in their indices. In addition, corporate actions with respect to the equity securities underlying ETFs (such as mergers and spin-offs) may impact the variance between the performances of the ETFs and applicable indices. • Passive Investing Risk. Passive investing differs from active investing in that ETF managers are not seeking to outperform their benchmark. As a result, ETF managers may hold securities that are components of their underlying index, regardless of the current or projected performance of the specific security or market sector. Passive managers do not attempt to take defensive positions based upon market conditions, including declining markets. This approach could cause a passive vehicle’s performance to be lower than if it employed an active strategy. • Secondary Market Risk. ETFs shares are bought and sold in the secondary market at market prices. Although ETFs are required to calculate their net asset values (“NAV”) on a daily basis, at times the market price of an ETF’s shares may be more than the NAV (trading at a premium) or less than the NAV (trading at a discount). Given the differing nature of the relevant secondary markets for ETFs, certain ETFs may trade at a larger premium or discount to NAV than shares of other ETFs depending on the markets where such ETFs are traded. The risk of deviation from NAV for ETFs generally is heightened in times of market volatility or periods of steep market declines. For example, during periods of market volatility, securities underlying ETFs may be unavailable in the secondary market, market participants may be unable to calculate accurately the NAV per share of such ETFs, and the liquidity of such ETFs may be adversely affected. This kind of market volatility may also disrupt the ability of market participants to create and redeem shares in ETFs. Further, market volatility may adversely affect, sometimes materially, the prices at which market participants are willing to buy and sell shares of ETFs. As a result, under these circumstances, the market value of shares of an ETF may vary substantially from the NAV per share of such ETF, and the client may incur significant losses from the sale of ETF shares. Mutual Funds: Mutual funds are funds that are operated by an investment company that raises money from shareholders and invests it in stocks, bonds, and/or other types of securities. The fund will have a manager that trades the fund’s investments in accordance with the fund’s investment objective. The mutual funds charge a separate management fee for their services. The returns on mutual funds can be reduced by the costs of managing the funds. While mutual funds generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market. Funds that are sold through brokers are called load funds, and those sold to investors directly from the fund companies are called no-load funds. Mutual funds come in many varieties. Some invest aggressively for capital appreciation, while others are conservative and are designed to generate income for shareholders. Investors should carefully assess their tolerance for risk before they decide which fund is suitable for their account. 11 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Geopolitical Risk: Increased interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region, or financial market. Certain securities may underperform due to inflation (or expectations for inflation), interest rates, global demand for particular products or resources, climate change or climate-related events, natural disasters, pandemics, epidemics, terrorism, international conflicts, regulatory events, and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years may result in market volatility and may have long-term effects on both the U.S. and global financial markets. Turnover Risk: The Program’s strategy is tactical and can involve substantial shifting of assets among the BNY Funds and cash. For example, your account may exchange shares of one BNY Fund for another BNY Fund. This will result in a taxable event to you unless you are investing through a tax-deferred arrangement. Idle Assets: At any time and for a substantial length of time we may hold a significant portion of a client’s assets in cash or money market mutual funds. Investments in these assets may cause a client to miss upswings in the markets. Unless we expressly agree otherwise in writing, account assets consisting of cash and money market mutual funds are included in the value of an account’s assets for purposes of calculation of the Program Fee. Margin / Securities Based Loans. We generally do not recommend the use of margin for investment purposes as part of our typical advisory process, but we may recommend that a client establish an SBL upon specific client request, which we will evaluate as part of our financial planning services. If a client determines to take a margin loan that collateralizes a portion of the assets that we are managing, our fee will be computed based upon the full value of the assets, without deducting the amount of the margin loan. Without limiting the above, we may recommend that a client establish a margin loan or a securities- based loan (collectively, “SBLs”) with the client’s broker-dealer/custodian, their affiliated banks, or another qualified lender (each, an “SBL Lender”) to access cash flow. Unlike a real estate-backed loan, an SBL has the potential benefit of enabling borrowers to access funds in a shorter period of time, providing greater repayment flexibility, and may also result in the borrower receiving certain tax benefits. Clients interested in learning more about the potential tax benefits of borrowing money on margin should consult with an accountant or tax advisor. The terms and conditions of each SBL are contained in a separate agreement between the client and the SBL Lender selected by the client, which terms and conditions may vary from client to client. Borrowing funds on margin is not suitable for all clients and is subject to certain risks, including but not limited to: increased market risk, increased risk of loss, especially in the event of a significant downturn; liquidity risk; the potential obligation to post collateral or repay the SBL if the SBL Lender determines that the value of collateralized securities is no longer sufficient to support the value of the SBL; the risk that the SBL Lender may liquidate the client’s securities to satisfy its demand for additional collateral or repayment / the risk that the SBL Lender may terminate the SBL at any time. Before agreeing to participate in an SBL program, clients should carefully review the applicable SBL agreement and all risk disclosures provided by the SBL Lender including the initial margin and maintenance requirements for the specific program in which the client enrolls, and the procedures for issuing “margin calls” and liquidating securities and other assets in the client’s accounts. If we recommend that a client apply for an SBL instead of selling securities that we manage for a fee to meet liquidity needs, the recommendation presents an ongoing conflict of interest because selling those securities (instead of leveraging those securities to access an SBL) would reduce the amount of assets to which our investment advisory fee percentage is applied, and thereby reduce the amount of investment advisory fees we collect. Likewise, the same ongoing conflict of interest is present if a client determines to apply for an SBL on their 12 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  own initiative. These ongoing conflicts of interest would persist as long as we have an economic disincentive to recommend that the client terminate the use of SBLs. If the client were to invest any portion of the SBL proceeds in an account that we manage, we will receive an advisory fee on the invested amount, which could compound this conflict of interest. If a client accesses an SBL through its relationship with us and the client’s relationship with us is terminated, clients may incur higher (retail) interest rates on the outstanding loan balance. Clients are not under any obligation to employ the use of SBLs, and are solely responsible for determining when to use, reduce, and terminate the use of SBLs. Although we seek to disclose all conflicts of interest related to our recommended use of SBLs and related business practices, there may be other conflicts of interest that are not identified above. Clients are therefore reminded to carefully review the applicable SBL agreement, and all risk disclosures provided by the SBL Lender as applicable and contact our Chief Compliance Officer with any questions about the use of SBLs. Additional Fees and Expenses The fees that you pay to RPOA for investment advisory services are separate and distinct from the fees and expenses charged by funds (described in each fund’s prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You should carefully read the prospectus before investing in any mutual funds or ETFs, including the BNY Funds. For securities purchased outside of the Program, you may also incur transaction and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. Account custodians and their affiliates also impose charges for custodial services and other fees associated with maintaining your account that may include but are not limited to account transfer and termination fees, electronic fund and wire transfer fees, margin fees, and any charges, taxes or other fees mandated by any federal, state or other applicable law, or otherwise agreed to with regard to client accounts. We do not share in any portion of the brokerage fees/transaction charges imposed by these other broker-dealers or custodians. However, we receive additional compensation in relation to client Program assets, based on our retained portion of the Pershing platform fee, as discussed herein. Compensation for the Sale of Other Investment Products Our IARs are required to be or become licensed insurance agents within approximately a year and a half of hire. They will earn commission-based compensation for selling insurance products, including insurance products they sell to you either through our affiliated entity, or upon referral to Castle Senior Benefits as described in Item 9. Insurance commissions earned by these representatives are separate and in addition to the Program Fee. This practice presents a conflict of interest because persons providing investment advice on behalf of our firm who are insurance agents have an incentive to recommend insurance products to you for the purpose of generating commissions rather than solely based on your needs. However, you are under no obligation, contractually or otherwise, to purchase insurance products through any representative affiliated with our firm. Refer to Item 9 Additional Information for further disclosures on insurance related activities. IRA Rollover Considerations A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If we 13 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  recommend that a client roll over their retirement plan assets into an account to be managed by us, that recommendation creates a conflict of interest if we will increase our compensation as a result of the rollover. When acting in such capacity, we serve as a fiduciary under the Employee Retirement Income Security Act (ERISA), or the Internal Revenue Code, or both. No client is under any obligation to roll over retirement plan assets to an account managed by us. Before proceeding, if you have questions contact your investment adviser representative, or call our main number as listed on the cover page of this brochure. Brokerage Practices Before engaging us to provide portfolio management services, clients are required to enter into a formal agreement with us setting forth the terms and conditions under which we will manage their investment assets, and a separate custodial/clearing agreement with the designated broker-dealer/custodian. To participate in the Program, clients are required to engage Pershing as the transfer agent and custodian for their investment assets. Therefore, if a client asks us to recommend a broker-dealer, we will recommend Pershing. This presents a conflict of interest, because we are incentivized to recommend that clients engage Pershing based upon their relationship with our firm, as opposed to the recommendation being based on our clients’ interest in receiving most favorable execution. When we recommend that clients engage Pershing, we are doing so based on our evaluation of Pershing’s financial strength, reputation, execution capabilities, pricing, research, and service. The commissions and/or transaction fees charged by Pershing may be higher or lower than those charged by other broker-dealers. The commissions you pay will conform to our duty to seek “best execution.” However, you may pay a commission that is higher than another qualified broker-dealer might charge to affect the same transaction where we determine, in good faith, that the commission is reasonable. 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, the value of research provided, execution capability, commission rates, and responsiveness. Consistent with the foregoing, while we will seek competitive rates, we may not necessarily obtain the lowest possible commission rates for client transactions. We will receive certain benefits from Pershing solely because we have access to their institutional platforms. We may receive from Pershing, without cost or at a discount to our firm, computer software and related systems support which allow us to better monitor your accounts maintained at Pershing. We may receive the software and related support without cost because we render investment management services to clients that maintain assets at Pershing. The software and related systems support may benefit our firm, but not you directly. In fulfilling our duties to you, we endeavor at all times to put your interests first. You should be aware; however, that our receipt of economic benefits from a broker- dealer creates a conflict of interest since these benefits may influence our choice of broker-dealer over another broker- dealer that does not furnish similar software, systems support, or services. Additionally, our agreement with Pershing requires us to maintain a certain level of assets with Pershing. Should our minimum assets with Pershing fall below $3.5 billion, we are required to pay Pershing an annual fee of $100,000. The agreement also imposes a termination fee should we determine to terminate our relationship with Pershing prior to November 2026. This presents a conflict of interest, because it incentivizes us to avoid those financial penalties by recommending Pershing as opposed to another broker-dealer/custodian with whom we do not have such an agreement; and incentivizes us to continue our relationship with Pershing at least through November 2026. We seek to mitigate this conflict by 14 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  making our recommendation based on our evaluation of Pershing’s financial strength, reputation, execution capabilities, pricing, research, and service. Research and Other Benefits We do not receive any soft-dollar benefits from Pershing, or any other third-party service provider. However, we receive some benefits from Pershing that may include, for example, reimbursement to our firm for the expenses related to marketing events, or Pershing may pay the vendors directly. The amounts of those payments vary according to the size of the event and are based on the amount of assets under management we place with Pershing. The benefits we may receive from Pershing include the following products and services (provided without cost or at a discount): receipt of duplicate client statements and confirmations; research related products and tools; consulting services; access to a trading desk serving adviser participants; access to block trading (which provides the ability to aggregate securities transactions for execution and then allocate the appropriate shares to client accounts); the ability to have advisory fees deducted directly from client accounts; access to an electronic communications network for client order entry and account information; and discounts on research, technology, and practice management products or services provided to our firm by third party vendors. Pershing may also have paid for business consulting and professional services received by our associated persons. Some of the products and services made available by Pershing may benefit our firm and/or associated persons but may not benefit you or your accounts. These products or services may assist our firm in managing and administering client accounts, including accounts not maintained at Pershing. Other services made available by the custodian are intended to help us manage and further develop our business enterprise. The benefits we receive do not depend on the number of brokerage transactions directed to Pershing. As part of our fiduciary duty to clients, we endeavor at all times to put the interests of our clients first. You should be aware, however, that the receipt of economic benefits by our firm or our associated persons itself creates a conflict of interest and may indirectly influence our choice of the custodian for custody and brokerage services. Without limiting the above, our associated persons may attend conferences offered by various vendors and/or wholesalers at a discounted price or no cost. Brokerage for Client Referrals We do not receive client referrals from any other broker-dealers in exchange for cash or other compensation, such as brokerage services or research. Directed Brokerage To participate in the Program, clients are required to engage Pershing as the transfer agent and custodian for their investment assets. Not all investment advisers require their clients to direct brokerage. We direct transactions almost exclusively through Pershing because our strategy is unique, and we have negotiated arrangements with Pershing. The economic relationship we have with Pershing as described throughout this brochure presents conflicts of interest as described throughout this brochure in detail. Block Trades As part of our investment strategy, we may move all our clients in or out of the market at or about the same time as the trend analysis dictates. Where trades are in mutual funds, each account receives the net asset value and trading in block will not generally impact the price of the security or transaction costs for any client account participating in the block. Where other securities are traded in block, i.e., equity 15 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  securities and exchange-traded funds, each client will pay an average share of the trading costs associated with the transaction. Please refer to the Methods of Analysis, Investment Strategies and Risk of Loss section above for additional disclosures on our investment strategies and methods of analysis. Item 5 • Account Requirements and Types of Clients We offer investment advisory services to individuals, high net worth individuals, defined benefit plans participant and non-participant directed defined contribution plans, and institutions. In general, clients can open and maintain an advisory account with no minimum balance requirement. However, the investment adviser representative servicing your account may set a minimum, or decline to accept your account, if the amount you have available to invest is too small to effectively manage, for example, the account size is too small to permit diversification, or the management fee changed is excessive in comparison to the account balance. For clients with investable assets of $250,000, services will be provided under the RPOA Direct program. We may also combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts to meet the stated minimum. Item 6 • Portfolio Manager Selection and Evaluation We are the sponsor and sole portfolio manager for the Program. Refer to Services, Fees, and Compensation for additional disclosures on costs associated with your participation in the Program. Performance-Based Fees and Side-by-Side Management We do not accept performance-based fees or participate in side-by-side management. Performance - based fees are fees that are based on a share of capital gains or capital appreciation of a client’s account. Side-by-side management refers to the practice of managing accounts that are charged performance-based fees while at the same time managing accounts that are not charged performance - based fees. Methods of Analysis, Investment Strategies and Risk of Loss We may use one or more of the following methods of analysis or investment strategies when providing investment advice to you: • Charting Analysis - involves the gathering and processing of price and volume information for a particular security. This price and volume information is analyzed using mathematical equations. The resulting data is then applied to graphing charts, which is used to predict future price movements based on price patterns and trends. • Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a company’s financial statements, details regarding the company’s product line, the experience and expertise of the company’s management, and the outlook for the company’s industry. The resulting data is used to measure the true value of the company’s stock compared to the current market value. • Technical Analysis - involves studying past price patterns and trends in the financial markets to predict the direction of both the overall market and specific stocks. • Cyclical Analysis - a type of technical analysis that involves evaluating recurring price patterns and 16 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  • trends. Long Term Purchases-securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Our investment strategies and advice may vary depending upon each client’s specific financial situation. As such, we determine investments and allocations based upon your predefined investment objectives, financial situation, and other elated factors. Your restrictions and guidelines may affect the composition of your portfolio. We use trend analysis to determine when to exit the stock market, in whole or in part, and when to re- enter the market in the “buy, hold and protect” or “invest and protect” strategy. The strategy is either offensive or defensive depending on the analysis, and we will move all our clients in or out of the market at or about the same time as the trend analysis dictates. In addition to the risks noted below, the risks involved with trend analysis are that if the indicators signal us to sell out of the market there is the chance that the market may continue to move up after we have sold. We will then have to wait until the next signal before buying back into the market, which could be higher than when we sold. We would, in that instance, miss the up-side potential and under perform. Conversely, if a signal indicates that we should buy into the market, there is a risk that the market might nevertheless experience a decline, forcing us to sell out and incur a loss. Additionally, there is, of course, always the risk of disasters that would cause the market to experience catastrophic declines. While we generally employ trending analysis, mitigating circumstances may dictate a different course of action, and cause us not to follow the trending analysis strategy. We manage several asset allocation models that generally fall within one or multiple investment objectives described below. Each of the models carries varying degrees of risk (or volatility) and expected returns and may see different levels of trading frequency. Current Income: These models primarily seek to achieve capital preservation, which accepts minor principal risk and fluctuation. Portfolios managed under these models will consist almost entirely of fixed income funds and cash or cash equivalents (a “cash component”), with a primary emphasis on fixed income. High Current Income: These models primarily seek to generate a stable level of current income and capital preservation, which pursue future capital appreciation as a secondary objective. These models anticipate modest annual principal fluctuation. Portfolios managed under these models are allocated primarily among funds invested in fixed income, along with funds that invest in equities, and a cash component. Growth with Income: These models seek both current income and future capital appreciation. Principal risk and fluctuation are expected and acceptable over the intended investment time horizon (at least 3 years). Portfolios managed under these models will be allocated among funds that invest in equities, fixed income, and will maintain a cash component. Growth: These models primarily pursue future capital appreciation. Principal risk and fluctuation are expected and acceptable over the intended long-term investment time horizon (in excess of 5 years). Portfolios managed under these models will be allocated among funds that primarily invest in equities including private investment funds, and to a lesser extent to funds that invest in fixed income and will maintain a cash component. Speculation: These models primarily pursue long-term capital appreciation returns. Ongoing principal risk and fluctuation is expected and acceptable over the intended long-term investment time horizon (in 17 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  excess of 5 years). Portfolios managed under these models will be allocated among funds that invest almost entirely in equities, including private investment funds, and will maintain a cash component. Risks Associated with Methods of Analysis The risk of investment decisions based on technical analysis is that charts may not accurately predict future price movements. Current prices of securities may reflect all information known about the security and day-to-day changes in market prices of securities may follow random patterns and may not be predictable with any reliable degree of accuracy. The risk of fundamental analysis is that information obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the basis for a stock’s value. If securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in favorable performance. The risk of cyclical analysis is that economic cycles may not be predictable and may have many fluctuations between long term expansions and contractions. The lengths of economic cycles may be difficult to predict with accuracy and therefore the risk of cyclical analysis is the difficulty in predicting economic trends and consequently the changing value of securities that would be affected by these changing trends. Tax Considerations Our strategies and investments may have unique and significant tax implications. However, unless we specifically agree otherwise, and in writing, tax efficiency is not our primary consideration in the management of your assets. Regardless of your account size or any other factors, we strongly recommend that you consult with a tax professional regarding the investment of your assets. Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. You understand that our investment recommendations for your account are subject to various market, currency, economic, political, and business risks, and that those investment decisions will not always be profitable. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is no guarantee of future performance. Strategy Risk Like all investment strategies, the Strategy is not guaranteed. Because we strive to help clients achieve a total return necessary to reach their retirement goals, achieving that total return is dependent on the success of the Strategy predicting market fluctuations, for which there is no assurance. Another risk of the Strategy is RPOA adheres to mathematically based signals without regard to its subjective determination at the time that trading in response to those signals may not be profitable. Reliance on the interpretation of market trends, technical market indicators and broader macroeconomic signals is not guaranteed to be profitable. It may have a negative impact on a client’s long-term total return if it does not perform as anticipated. RPOA or the sell signal could incorrectly predict a bear market and affected investors would not participate in the gains they could have realized by remaining invested. The Strategy could also fail to accurately predict a market upturn, causing further losses or lesser gains than necessary to maintain the targeted long-term total return. These two types of risk are generally referred to as “lost opportunity risk.” When RPOA implements the “protect” portion of the Strategy, affected investors will incur applicable transaction costs and taxable accounts will incur tax consequences. RPOA generally believes that the 18 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  benefit of avoiding bear markets and significant portfolio declines outweighs the lost opportunity risk, transaction costs, and tax consequences described above. RPOA may not be able to execute transactions on the same day it identifies a trigger. The Strategy is also subject to general investment risks described elsewhere in this Item. Proxy Voting We will not vote proxies on behalf of your advisory accounts. We may provide clients with general advice about voting proxies, but the ultimate decision and responsibility resides with the client. Item 7 • Client Information Provided to Portfolio Managers At the time a client enrolls in the Program, they provide our firm with information about their investment objectives and financial situation as well as any reasonable restrictions they wish to impose on their Program account. Clients are urged to contact their advisory representative with respect to changes in their investment objectives or financial situation, or requested restrictions placed on the management of their Program assets. We are the sponsor and sole portfolio manager for the Program; therefore, we do not share your private information with other portfolio managers. We will share your private information with Pershing. We may also provide your private information to mutual fund companies and/or private managers as needed. We will only share the information necessary in order to carry out our obligations to you in servicing your account. We share your personal account data in accordance with our privacy policy as described below. Privacy Notice RPOA Advisors, Inc. dba Retirement Planners of America (“RPOA”) has adopted this privacy notice with recognition that protecting the privacy and security of the personal information we collect from you is an important responsibility. We want you to know what information we collect and how we use and safeguard that information. This notice describes how we treat the information we receive about you, including the ways in which we will share your personal information within RPOA, as well as with affiliated and unaffiliated third parties, and your right to opt out of certain types of information sharing. Information we Collect: We collect certain nonpublic personal information about you (“Personal Information”). The essential purpose for collecting Personal Information is to allow us to provide advisory services to you. Personal Information we collect may include: • Information that you provide on applications or other forms. This Personal Information may include personal and household information such as income, spending habits, investment objectives, financial goals, statements of account, and other records concerning your financial condition and assets, together with information concerning employee benefits and retirement plan interests, wills, trusts, mortgages, and tax returns. • Identifying information such as your name, age, address, social security number, etc. • Information about your transactions with us, or others (e.g., broker/dealers, clearing firms, or other chosen investment sponsors). • Information we receive from consumer reporting agencies (e.g., credit bureaus), as well as other various materials we may use to provide an appropriate recommendation or to fill a service request. 19 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Accuracy of Personal Information: We will endeavor to ensure your Personal Information is kept accurate, complete, up to date and relevant. Please let us know if any of your details change. If you feel your Personal Information is not accurate, complete, or up to date, please notify us and we will take reasonable steps to ensure it is corrected. You can contact us using the details listed below. Data Security: We restrict access to Personal Information to those representatives and employees who need the information to perform their job responsibilities within our Firm. We maintain agreements, as well as physical, electronic, and procedural securities measures that comply with federal regulations to safeguard Personal Information about you. When we share your information with third parties, we do so in a manner designed to maintain the confidentiality of your information to at least the same extent as is required of us. As http://www.rpoa.com (our “Website”) is linked to the Internet, and the Internet is inherently insecure, we cannot provide any assurance regarding the security of transmission of information you communicate to us online. We also cannot guarantee that the information you supply will not be intercepted while being transmitted over the Internet. Accordingly, any Personal Information or other information which you transmit to us online is transmitted at your own risk. Information we Disclose to Unaffiliated Third Parties: Because we rely on certain unaffiliated third parties for services that enable us to provide our advisory services to you, such as our attorneys, other consultants, brokers, and custodians who, in the ordinary course of providing their services to us, may require access to your information, it may be necessary to share Personal Information with certain third parties. Certain of these unaffiliated third parties may interact directly with you in connection with the selling of insurance or other products. Under no circumstances do we share your information with unaffiliated third parties for the purpose of allowing them to market their products or services to you. However, so that unaffiliated third parties can market our services to you and others, we may share your information with these third parties. For example, we may share your information with unaffiliated third-party internet advertising companies and platforms, to allow us to conduct marketing campaigns to current clients or to identify demographically similar audiences to better target our marketing efforts to prospective clients. Information We Disclose to Affiliated Third Parties: We will disclose your Personal Information we collect in each of the categories listed above to RPOA Insurance Group, LLC (“RPOA Insurance”), an affiliated licensed insurance agency, and RPOA Tax, Inc. dba Tax Planners of America (“Tax Planners”). We share office space with RPOA Insurance and Tax Planners, and we share the same computer system; therefore, staff members of both entities have access to your Personal Information. RPOA Insurance and Tax Planners are limited in their reuse and re-disclosure of your Personal Information in the same way that RPOA is limited, and as described in this Privacy Notice. Former Clients: There are instances in which some limited Personal Information, such as email address and physical address may be shared with unaffiliated third parties to assist the firm in identifying demographically similar audiences for digital marketing purposes or to market directly to former clients. Cookies: We may use “cookies” to help us tailor our Website to better suit your needs (for example, we may use cookies to enable us to save any personal preferences indicated by you) and to provide a more effective route to various components of our Website. Cookies are small text files that are stored in your computer’s memory and hard drive when you visit certain web pages. They are used to enable Websites to function or to provide information to the owners of a Website. 20 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  We use cookies on this Website for the following purposes: • Analytical purposes: Analytical cookies allow us to recognize, measure and track visitors to our Website. This helps us to improve and develop the way our Website works, for example, by determining whether site visitors can find information easily, or by identifying the aspects of the site that are of the most interest to them. • Usage preferences: Some of the cookies on our Website are activated when visitors to our sites make a choice about their usage of the site. Our Website then ‘remembers’ the settings preferences of the user concerned. This allows us to tailor aspects of the site to the individual user. • Terms and conditions: We use cookies on our Website to record when a site visitor has seen a policy, such as this one, or provided consent, such as consent to the terms and conditions on our Website. This helps to improve the user’s experience of our Website – for example, it avoids a user from repeatedly being asked to consent to the same terms. • Session management: The software that runs our Website uses cookies for technical purposes needed by the internal workings of our servers. For instance, we use cookies to distribute requests among multiple servers, authenticate users and determine what features of the site they can access, verify the origin of requests, keep track of information about a user’s session and determine which options or pages to display in order for the site to function. • Functional purposes: Functional purpose cookies store information that is needed by our applications to process and operate. For example, where transactions or requests within an application involve multiple workflow stages, cookies are used to store the information from each stage temporarily, in order to facilitate completion of the overall transaction or request. • Third party cookies. When you visit our Website, you may receive cookies that are set by third parties. These cookies are used for the purposes described in the bullet points above. We do not control the setting of these third-party cookies, so we suggest you might wish to check the third party websites for more information about their use of cookies and how to manage them. • Amending Internet browser settings to disable cookies. You can configure your browser to send accept all cookies, reject all cookies, notify you when a cookie is set, or delete cookies that have already been set. Each browser is different, so check the “Help” menu of your browser to learn how to change your cookie preferences. You are always free to decline our cookies if your browser permits, although in that case you may not be able to use certain features on our Website. In addition, a number of companies offer utilities designed to help you visit Websites anonymously. For more information about cookies and how to disable them please visit www.allaboutcookies.org, or you may consult the vendor documentation for your specific software. Do Not Track Signals: Amending your Internet browser’s Do Not Track signal: Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers and is a way for users to inform websites and online services that they do not want certain information about their webpage visits collected over time and across websites or online services. To learn more about setting up a Do Not Track signal, please visit https://allaboutdnt.com/. 21 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Opt-Out of Receiving Direct Marketing Communications: To opt out of receiving direct marketing communications, such as commercial emails, please contact us at the email address or telephone number listed below. The scope of your choice to opt-out will remain subject to applicable federal and state laws, rules, and regulations, and will apply whether you are a current or former client. Opt-Out of the Sharing of Personal Information with Unaffiliated Third-Parties: To opt out of the sharing of personal information with unaffiliated third parties, please contact us at the email address or telephone number listed below. The scope of your choice to opt-out will remain subject to applicable federal and state laws, rules, and regulations, and will apply whether you are a current or former client. Changes to Our Privacy Notice: In the event there were to be a change in our privacy notice that would permit or require additional disclosures of your Personal Information, we will provide written notice to you, and you will be given an opportunity to direct us as to whether such disclosure is acceptable. Questions: If you have questions about this privacy notice or have a question about the privacy of your Personal Information, please call the main number of the firm at 1-800-994-0302 or contact our Chief Compliance Officer, William Frye, directly at (469) 246-3627 or bill@rpoa.com. Item 8 • Client Contact with Portfolio Managers Your advisory representative is responsible for the portfolio management of your account. If you have questions regarding your portfolio, you should contact your advisory representative, or you may contact our firm directly using the phone number listed on the cover page of this brochure. There are no restrictions placed on a client’s ability to contact and consult with their advisory representative. Item 9 • Additional Information Disciplinary Information We are required to disclose the facts of any legal or disciplinary events that are material to a client’s evaluation of our advisory business or the integrity of our management. We do not have any required disclosures under this item. Other Financial Industry Activities and Affiliations Please refer to Item 4 for a discussion on the BNY Funds and the associated conflicts of interest relating to the Program’s investment in the BNY Funds. Arrangements with Affiliated Entity and Management Person We are affiliated with RPOA Insurance Group, LLC, a licensed insurance agency (“RPOA Insurance”), through common control and ownership. All representatives providing investment advice on behalf of our firm are also required to be or become licensed insurance agents within approximately a year and a half of hire. These representatives will earn commission-based compensation for selling insurance products to you. RPOA Insurance will also receive a portion of the commission-based compensation. Insurance commissions earned are separate from the Program Fee. See Item 4 Services, Fees, and Compensation above for more information on the compensation received by insurance agents who are affiliated with our firm. 22 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  We maintain a reciprocal referral arrangement with RPOA Insurance. Referral arrangements with an affiliated entity present a conflict of interest for us because we have a direct financial incentive to recommend an affiliated firm’s services, or vice versa. While we believe that compensation charged by an affiliated firm is competitive, such compensation may be higher than fees charged by other firms providing the same or similar services. Certain IARs that report to Ken Moraif are required to introduce or refer clients to RPOA Insurance for their long- term care and life insurance needs as part of their employment with us. Notwithstanding, these IARs are free to introduce you to other unaffiliated insurance agents or agencies for other insurance needs. Also, other IARs of ours are free to introduce you to other unaffiliated insurance agents or agencies, including those that may be family members or other professional acquaintances. All clients are free to accept or reject any referrals to an insurance agent or agency. You are under no obligation to use the services of any firm we recommend, whether affiliated or otherwise, and may be able to obtain comparable services and/or lower fees through other firms. Kenneth A. Moraif is the author of “Buy Hold & Sell: The investment strategy that could save you from the next market crash.” Although the name of this book is similar to the name of our investment strategy, it is not an actual representation of how we would manage our clients’ assets or a representation of its benefits. As a result of various marketing efforts, Retirement Planners of America and Mr. Moraif may be deemed to have encouraged existing and potential clients to purchase this book. However, clients are under no obligation to do so. As the author of that book, Mr. Moraif will receive a direct economic benefit for each book sold and will donate the economic benefit to charity. We are affiliated with Tax Planners, a tax preparation company, through common control and ownership. Clients may be referred to Tax Planners for tax preparation services. Tax Planners may engage an unaffiliated third-party for assistance in the preparation and filing of tax returns. Fees paid to Tax Planners are separate from and in addition to our investment advisory fees. Details regarding tax preparation services will be set forth in a written agreement between the client and Tax Planners. No client is under any obligation to use the services of Tax Planners. Clients may obtain the same or similar services through the tax firm of their choosing. Arrangements Between Affiliated Entity and Unaffiliated Entities RPOA Insurance has entered into a contractual relationship with Ash Brokerage Corporation, (“ASH”), an unaffiliated brokerage general agency, for purposes of gaining access to certain coverages and programs for life insurance, annuities, long-term care insurance, disability income insurance, fixed annuities, and other insurance products (collectively “Products”) through various insurance carriers with which it has affiliations. Through this arrangement, ASH expects RPOA Insurance’s sales production to not fall below a certain threshold. To this end, ASH will make presentations to IARs, and will have a vendor’s booth at certain conventions or conferences sponsored by RPOA Insurance or our firm. Consequently, in order for RPOA Insurance, our affiliate, to maintain a favorable arrangement with ASH, both our firm and our IARs, who are also licensed insurance agents, have an incentive to recommend that you purchase insurance products that benefit RPOA Insurance and ASH. RPOA Insurance has also entered into a contractual relationship with Castle Senior Benefits, an independent and unaffiliated licensed health insurance agency specializing in Medicare benefits (“Castle”), which offers presentations to our clients and RPOA Insurance‘s clients to help them identify supplemental Medicare coverage choices. If a client chooses to purchase insurance commission products, 23 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  RPOA Insurance will receive a portion of those commissions. The commissions charged by Castle or the applicable entity and received by RPOA Insurance may be higher or lower than those charged by other entities. Notwithstanding, the recommendation that a client purchase any insurance product on a commission basis, including those offered through Castle, presents a conflict of interest, as the receipt of commissions may provide an incentive to recommend insurance products based on commissions to be received, rather than on a particular client’s need. No client is under any obligation to purchase any insurance commission products recommended by our or RPOA Insurance‘s representatives. Clients may purchase insurance commission products that we recommend through other, non-affiliated, or non-recommended agencies. Description of Our Code of Ethics We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code of Ethics includes guidelines for professional standards of conduct for our Associated Persons. Our goal is to protect your interests at all times and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with you. All of our Associated Persons are expected to adhere strictly to these guidelines. Our Code of Ethics also requires that certain representatives associated with our firm submit reports of their personal account holdings and transactions to a qualified representative of our firm who will review these reports on a periodic basis. Representatives associated with our firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, non-public information about you or your account holdings by persons associated with our firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this brochure. Participation or Interest in Client Transactions As described throughout this brochure, we recommend the purchase of BNY Funds and receive certain forms of compensation from Pershing as part of that relationship. Personal Trading Practices Our firm or representatives associated with our firm may buy or sell the same securities that we recommend to you or securities in which you are already invested. A conflict of interest exists in such cases because we have the ability to trade ahead of you and potentially receive more favorable prices than you will receive. To mitigate this conflict of interest, it is our policy that neither our firm nor representatives associated with our firm shall have priority over your account in the purchase or sale of securities. These requirements are not applicable to: (i) direct obligations of the Government of the United States; (ii) money market instruments, bankers’ acceptances, bank certificates of deposit, commercial paper, repurchase agreements and other high quality short-term debt instruments, including repurchase agreements; (iii) shares issued by mutual funds or money market funds; and (iv) shares issued by unit investment trusts that are invested exclusively in one or more mutual funds. Review of Accounts The Associated Person/Advisory Representative assigned to manage your accounts will monitor your accounts on an ongoing basis and will conduct account reviews at least annually and as agreed to between you and your Advisory Representative to ensure that the advisory services provided to you and the portfolio mix are consistent with your stated investment needs and objectives. You are strongly 24 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  encouraged to participate in the annual account review; however, your participation is not required. Additional reviews may be conducted based on various circumstances, including, but not limited to client request; contributions and withdrawals; year-end tax planning; market moving events; security specific events; and changes in your risk/return objectives. Your Advisory Representative may provide you with written account value reports in conjunction with account reviews. You will receive trade confirmations and reports from your account custodian at least quarterly. If you receive reports from our firm, we encourage you to reconcile our reports with those received from the account custodian. If you find your holdings differ between these two statements, call our main office number located on the cover page of this brochure immediately. Client Referrals and Other Compensation If a client is introduced to our firm by a solicitor, we may pay that solicitor a referral fee in accordance with the requirements of the Investment Advisers Act of 1940. Any such referral fee will be paid solely from the advisory fee and will not result in any additional charge to the client. If the client is introduced to us by an unaffiliated solicitor, the solicitor will provide a disclosure statement to the referred client describing the nature of the solicitor relationship, including, to the extent applicable, any compensation to be received for the referral and related material conflicts of interest. Representatives providing investment advice on behalf of our firm are required to be licensed insurance agents. For information on the conflicts of interest this presents, and how we address these conflicts, refer to the Services, Fees, and Compensation section. Certain of our investment adviser representatives (“IARs”) will receive compensation from our firm based on a percentage of client assets to which the IAR provides advisory services. You will not be charged additional fees based on this compensation arrangement. Pershing Platform Fee Accounts in the Program and held at Pershing are subject to an annual platform fee of 0.30%. More information about the platform fee, including certain conflicts of interest, is discussed in Item 4 above. Custody We are deemed to have custody of client funds and securities whenever we are given the authority to have fees deducted directly from client accounts. We do not have physical custody of any of your funds or securities. You will receive account statements from the independent, qualified custodian that holds your account at least quarterly. The account statements from your custodian will indicate the Program Fee deducted from your account. You should carefully review account statements for accuracy. Further, the Program Fee for management of the sub-accounts tied to variable annuities may be distributed by the annuity company directly from your account. If you have a question regarding your account statement or if you did not receive a statement from your custodian, contact our firm at the telephone number on the cover page of this brochure. Trade Errors In the event a trading error occurs in your account, our policy is to restore your account to the position it should have been in had the trading error not occurred. Depending on the circumstances, corrective actions may include canceling the trade, adjusting an allocation, and/or reimbursing the account. 25 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com  Class Action Lawsuits We do not determine if securities held by you are the subject of a class action lawsuit or whether you are eligible to participate in class action settlements or litigation nor do we initiate or participate in litigation to recover damages on your behalf for injuries as a result of actions, misconduct, or negligence by issuers of securities held by you. Financial Information Our firm does not have any financial condition or impairment that would prevent us from meeting our contractual commitments to you. We do not take physical custody of client funds or securities or serve as trustee or signatory for client accounts. Also, we do not require the prepayment of more than $1,200 in fees six or more months in advance nor have we filed a bankruptcy petition at any time in the past ten years. Therefore, we are not required to include a financial statement with this brochure. Our Chief Compliance Officer, William R. Frye, is available to address any questions about our services, any aspect of our brochure or wrap fee program brochure, and any conflicts of interest they describe. 26 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3627 • Facsimile 469.246.3696 • www.rpoa.com 

Item 1 • Cover Page 2820 Dallas Parkway Suite 300 Plano, TX 75093 Telephone: 469-246-3627 Facsimile: 469-246-3696 rpoa.com March 31, 2026 Form ADV Part 2A Firm Brochure This brochure provides information about the qualifications and business practices of Retirement Planners of America. If you have any questions about the contents of this brochure, please contact us at 469-246- 3627. 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. Additional information about Retirement Planners of America is available on the SEC’s website at www.adviserinfo.sec.gov. Retirement Planners of America is a registered investment adviser. Registration with the SEC or any state securities authority does not imply a certain level of skill or training. 1 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Item 2 • Material Changes Since the March 28, 2025 annual update filing, this Form ADV Part 2A Brochure has been materially amended as follows: • Item 4 has been amended to provide additional information about the operation of our Invest and Protect Strategy™. • Item 5 has been updated to amend or clarify the following: o RPOA may charge a tiered or flat advisory fee. o RPOA may agree to aggregation / “householding” of its tiered advisory fee for certain clients, which presents a conflict of interest. o The fee conversion process RPOA imposes when clients in the RPOA Direct program exceed $250,000 in assets under management. o Pershing calculates the platform fee based on end of quarter value, the platform fee is not negotiable, and RPOA’s share of the platform fee may increase depending upon the value of assets under management at Pershing. o Item 5 now includes a chart to illustrate the calculation of the typical combined all-inclusive fee rate at various asset levels. o The advisory fee and platform fee will be adjusted for all daily withdrawals of $1,000 or more, and for daily deposits of $1,000 or more that are equal to or greater than $5,000 during the billing quarter. o Variable annuity accounts and held away accounts accessed through Pontera are subject to a flat negotiable fee, and the maximum fee rate for those accounts is 1.25%, even if they are valued at less than $250,000. Fees for accounts accessed through Pontera are calculated based on the number of actual days out of 365 days in a calendar year (or 366 in a leap year). • Item 8 has been amended to: o Further describe the risks involved with Invest and Protect Strategy™ in particular; and o Clarify that while RPOA does not generally recommend securities-based loans, it may recommend that a client establish one upon specific client request, which RPOA will evaluate as part of its financial planning services. • Item 12 has been amended to describe RPOA’s agreement with Pershing that would require RPOA to pay annual fees if minimum assets fall below a certain threshold, and that RPOA would be required to pay a termination fee until November 2026 if it terminates its engagement with Pershing. • The Privacy Notice attached to this document has been updated to describe opt-out procedures for the disclosure of personal information. Please refer to those items for more information. Our Chief Compliance Officer, William R. Frye, is available to address any questions about these changes, our services, any aspect of our brochure or wrap fee program brochure, and any conflicts of interest they describe. 2 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  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 ............................................................................................................. 9 Item 6 • Performance-Based Fees and Side-By-Side Management ......................................................... 12 Item 7 • Types of Clients........................................................................................................................ 13 Item 8 • Methods of Analysis, Investment Strategies and Risk of Loss.................................................... 13 Item 9 • Disciplinary Information ........................................................................................................... 18 Item 10 • Other Financial Industry Activities and Affiliations.................................................................. 19 Item 11 • Code of Ethics, Participation or Interest in Client Transactions and Personal Trading.............. 20 Item 12 • Brokerage Practices ............................................................................................................... 21 Item 13 • Review of Accounts ................................................................................................................ 23 Item 14 • Client Referrals and Other Compensation .............................................................................. 23 Item 15 • Custody ................................................................................................................................. 24 Item 16 • Investment Discretion ............................................................................................................ 24 Item 17 • Voting Client Securities .......................................................................................................... 25 Item 18 • Financial Information ............................................................................................................. 25 Additional Information .......................................................................................................................... 26 3 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Item 4 • Advisory Business RPOA ADVISORS, INC. dba Retirement Planners of America, is an SEC-registered investment adviser with its home office located in Plano, Texas. Our firm is organized as a corporation under the laws of the State of Texas. Retirement Planners of America was established in 2011.1 Our company is principally owned by the Moraif Family Exempt Irrevocable Trust, for which Kenneth A. Moraif, who is our president and chief executive officer, serves as Trustee. As used in this brochure, the words “we,” “our,” “us” and “RPOA” refer to Retirement Planners of America and the words “you,” “your” and “client” refer to you as a client or prospective client of our firm. Also, you may see the term Associated Person in this brochure. Our “Associated Persons” are our firm’s officers, employees, and all individuals providing investment advice on behalf of our firm. References in this brochure to “Pershing” refer to Pershing Advisor Services LLC, a division of BNY Mellon and its affiliates. We offer discretionary portfolio management services through a wrap-fee program (the “Program”). We are the sponsor and investment adviser for the Program. Through the Program, we seek to carry out our “Invest and Protect Strategy™” (the “Strategy”). The Strategy involves us tactically investing and rebalancing your accounts among certain funds currently sponsored by BNY Mellon (each, a “BNY Fund” or collectively the “BNY Funds”) along with cash or cash equivalent options (currently, a government money market fund). We allocate client investments in conformity with one or more investment strategies described in Item 8. The Strategy is inherently defensive. It primarily focuses on preserving capital during periods of perceived market risk and accepts the risk that we may need to repurchase securities at a higher price than they were previously sold for in an effort to avoid a bear market (generally accepted as a 20% or greater decline in an investment index). Under the “invest” prong of the Strategy, RPOA first helps a client determine the total return necessary to achieve their retirement goals. RPOA then invests client assets in one or more model portfolios made up of BNY Funds and cash or cash equivalent options based on the agreed-upon investment objectives and the model(s) that correspond to the appropriate level of risk to achieve the total return (as described in Item 8). The composition of the model portfolios varies based upon their allocation to more aggressive securities (generally characterized by higher risk and potentially higher returns) and more conservative securities (generally characterized by lower risk and potentially lower returns). RPOA maintains discretion to adjust the model composition and the client’s allocation consistent with the client’s investment objectives. The BNY Funds in which RPOA invests through the Program are currently comprised of exchange traded funds (“ETFs”). The weight allocated to each BNY Fund will depend on the investment objectives, and the selected investment strategy. For example, a more aggressive client may have a heavier weighting to equity-focused ETFs. Because the Strategy is inherently defensive, RPOA may trade any time it anticipates client portfolios are at risk of a significant decline. Therefore, to implement the “protect” prong of the Strategy, RPOA may reposition a portfolio to take on additional risk or reduce risk based on its perception of possible significant declines, bear markets, or bull markets. This generally but not necessarily means that RPOA will sell more aggressive securities and purchase more conservative securities for client accounts when RPOA identifies market trends that it reasonably believes may result in a significant decline or bear market. 1 Effective December 28, 2023, the registered investment adviser, “MMWKM Advisors, LLC,” merged with and into "RPOA Advisors, Inc.” which was the surviving entity of the merger. The transaction also included a transfer of a minority voting equity interest in the registered investment adviser to the "Retirement Planners of America Employee Stock Ownership Trust." 4 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  One of the ways RPOA measures market trends is to use a mathematically-based signal, which is based on the 200-day moving average for the S&P 500 Index. Depending on the 200-day moving average trend, RPOA allocates client assets among more aggressive or more conservative investments. While the Strategy relies heavily on that signal, RPOA maintains broad discretionary authority under the Strategy to buy and sell securities without regard to that signal, provided the trades are consistent with the respective client profile and the “protection first” philosophy that underlies the Strategy. This discretionary authority includes but is not limited to the authority to place trades even when the S&P 500 Index is above its 200- day moving average. Depending on our evaluation of current market conditions, RPOA may move some or all of your fund holdings to “cash” and cause you to hold that position for an indefinite period. “Cash” held in your account is part of a sweep account, which means that the custodian holding your account will sweep the cash into an interest-bearing account or other type of security, which is often a money market fund. We move client assets into cash when we think it is a wise allocation to protect you against loss of your investment. When we make decisions to exit the market, we generally notify you electronically. Clients may invest in different money market funds or interest-bearing accounts depending on the types of securities, products or accounts offered by their approved custodian. These accounts or funds are generally comprised of various short-term interest-bearing notes and will generally earn some type of return; although, there is always a risk that an investment will result in a loss. It is also possible that cash in your account will not earn any return, and that you will miss upswings in the equity markets by being invested in cash. We continue to charge our fees on cash and cash equivalents. Please refer to Item 8 for a description of other risks inherent with the Strategy. The BNY Funds are administered, distributed, and advised by Pershing’s affiliated entities, as disclosed in each prospectus. Because Pershing’s affiliates earn fees based on our client’s investments, and other affiliates provide services to the BNY Funds for which they also receive compensation, Pershing and its affiliates directly benefit through our placement of client assets in the BNY Funds, presenting a conflict of interest. Please refer to Items 12 and 14 for more information about our relationship with Pershing and the related conflicts of interest. We may also use a platform provided by Pontera Inc. ("Pontera") to manage held away assets, such as defined contribution retirement plan participant accounts (“held away accounts”). The Pontera platform allows us to manage your accounts without us having to obtain and maintain your login credentials. Held away accounts will be reviewed periodically, and allocation changes will be made as deemed necessary by RPOA. Clients are advised that held away accounts, like defined contribution retirement plan accounts, may provide a limited choice of investment options. RPOA’s discretionary or non-discretionary services (as agreed upon with the client) with respect to such accounts will be limited to the investment options made available under the held away account. The Pontera platform is available only on a non-wrap basis. Therefore, RPOA’s management fee must either be billed to a taxable managed account held with Pershing, or the client may elect to receive an invoice and remit payment via check. Except for fee-based variable annuities and held away accounts, all accounts that we manage are subject to participation in the Program. Fee-based variable annuities are subject to traditional fees and expenses as disclosed in their prospectus, which clients should carefully read and discuss with their adviser before purchasing a variable annuity. 5 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  A wrap-fee program is a type of investment program that provides clients with asset management and brokerage services for a fee that compensates for money management fees, certain transaction costs, and custodial and administrative costs. Our wrap fee program also includes a platform fee as described in Item 5 below. However, clients will incur transaction fees for securities or other products purchased outside of the Program (i.e., in courtesy accounts, in variable annuity subaccounts and potentially in accounts held in employer sponsored retirement plans). In the Program, as payment for our investment advisory services, we receive the balance of the platform fee after we have paid for all Program costs (including account transaction fees). This creates a conflict of interest, because we have an economic incentive to maximize our compensation by seeking to minimize our negotiated trading costs with Pershing. The transaction fees we pay on your behalf in a wrap fee engagement can be materially impacted by changes to Pershing’s transaction fee practices. A reduction in costs incurred would cause us to retain a greater portion of the total wrap fee paid by you. These transaction fee practices are established and maintained at Pershing’s discretion. Also, under our engagement with Pershing, we also receive a portion of the platform fee according to the schedule described in Item 5. This presents an additional conflict of interest, which is described in Item 5 below. The overall cost you will incur if you participate in our wrap fee program may be higher or lower than you might incur by separately purchasing investment advice or the types of securities available in the Program from other investment advisers or broker-dealers. However, we do not offer to provide investment advisory services on a non-wrap basis for a lower fee to offset trading costs. To fully understand the cost of the Program, you should consider the frequency of trading activity associated with our strategies and the brokerage commissions charged by broker-dealers, banks, or trust companies to trade in similar securities, and the advisory fees charged by investment advisers for providing comparable advice. For more information concerning the Program, see Appendix 1 to this Brochure. Program accounts may only be opened with an approved broker-dealer/custodian. Our discretionary portfolio management services generally include, to the extent requested by the client, financial planning, and consulting services. If we determine in our sole discretion that you are seeking extraordinary planning or consulting services, we may determine to provide those services for an additional fee under the terms and conditions of a separate written agreement. Generally, clients receiving financial planning and consulting services will have a dedicated retirement planner with whom they will meet, either in person or virtually, on a semi-annual basis, to develop the plan. Before becoming a Program client, you will be required to enter into a written agreement with us that sets forth the terms and conditions of the engagement, including the scope of services to be provided and the fees to be paid. Client Investment Process We provide discretionary portfolio management services in accordance with your individual investment objectives. To participate in the Program, we require you to grant our firm discretionary authority to manage your account, which means that we have the authority and responsibility to formulate and execute investment strategies on your behalf. This authorization includes deciding which securities to buy and sell, when to buy and sell, and in what amounts, in accordance with your investment objectives, without obtaining your prior consent or approval for each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and/or through trading authorization forms. 6 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  We serve as your investment adviser, and are responsible, pursuant to our investment advisory agreement, for analyzing your current financial situation, return expectations, time horizon, and asset class preference. Based upon your information, we will work with you to select an investment strategy and choose from one of many BNY Fund allocation models as discussed more fully below, or we may separately purchase the individual funds. We will allocate the assets placed in your account in accordance with the investment strategy, goal or model selected by you as the investor. You may, through us, adjust your asset allocation to help ensure that the mix reflects the objectives of the chosen strategy. Once your portfolio is established, we will monitor your portfolio’s performance on an ongoing basis and will rebalance the portfolio as required by changes in market conditions and in your financial circumstances. As described above, depending on our evaluation of current market conditions, we may move some or all of your fund holdings to cash as described above. You may, at any time, impose restrictions on the management of your account, or choose a new investment strategy. All restrictions or investment strategy changes must be submitted to our firm in writing. However, based on their nature, clients may not set restrictions on the management of the subaccounts for variable annuities or the management of plan participant accounts. Upon transferring your account to us, generally, all positions will be liquidated, and the cash transferred to a qualified independent custodian. The liquidation of your account may have tax consequences, which you should discuss with your tax adviser. However, if there are certain securities you own that you do not want to liquidate, you must notify us in writing and they will be transferred in kind for custody, but we will not advise on those positions. RPOA Direct For clients with investable assets of $250,000 or less, services will be provided under the RPOA Direct program. Clients in the RPOA Direct program will have a team of approximately 3-4 retirement planners with whom they work. For those clients who engage RPOA to provide financial planning and/or consulting services, clients can expect to meet virtually, on an annual basis, for planning purposes. Discretionary Trading Authority Before participating in any discretionary management program, you must grant our firm discretionary authority to manage your account. Discretionary authorization will allow our firm to determine the specific securities and the amount thereof, to be purchased or sold for your account without your approval prior to each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and through trading authorization forms. You may limit our discretionary authority (for example, limiting the types of securities that can be purchased for your account) by providing our firm with your restrictions and guidelines in writing. However, based on their nature, clients may not set restrictions on the management of the subaccounts for variable annuities or the management of plan participant accounts. Termination of the Advisory Agreement Without exception, the investment advisory agreement will terminate immediately upon the transfer of your account/portfolio/assets away from our firm. Alternatively, you may terminate the investment advisory agreement by providing written notice under the terms of that agreement. In either case, you will incur a pro-rata charge for services rendered before the termination of the investment advisory agreement, which means you will incur advisory fees only in proportion to the number of days in the quarter for which you are a client. Upon termination of the agreement, in the event you have prepaid fees that we have not yet earned, you will receive a pro-rata refund of the unearned portion. 7 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Limitations of Financial Planning and Non-Investment Consulting Services Upon request, we may provide financial planning and related consulting services regarding non- investment related matters, such as estate, tax, and insurance planning. Our financial planning and consulting services are completed upon communicating our recommendations to you, upon delivery of a written financial plan, or upon the termination of the applicable agreement. We do not serve as a law firm or accounting firm, and no portion of our services should be viewed as legal or accounting services. Accordingly, we do not prepare estate planning documents or tax returns. To the extent requested by a client, we may recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance agents), including our representatives in their separate individual capacities as licensed insurance agents. Certain of these insurance agents are associated with our affiliated insurance agency, RPOA Insurance Group, LLC. That affiliated entity has arrangements with other unaffiliated agencies, specifically Castle Senior Benefits and Ash Brokerage Corporation, which are described in Items 5 and 10 below. You are under no obligation to engage the services of any such recommended professional, who is responsible for the quality and the competency of the services they provide. You retain absolute discretion over all implementation decisions and are free to accept or reject any recommendation we make in that respect. Our recommendation to purchase an insurance commission product through one of our representatives, our affiliated insurance agency, through Castle Senior Benefits, or Ash Brokerage Corporation presents conflicts of interest, as the receipt of commissions and access to products provide incentive to recommend insurance products based on commissions to be received, rather than on your particular need. No client is under any obligation to purchase any insurance products through our representatives, our affiliated insurance agency, Castle Senior Benefits, Ash Brokerage Corporation, or any other entity we may recommend. You are reminded that you may purchase insurance products we recommend through other, non-affiliated insurance agents or agencies. Tax preparation services can be provided through our affiliated company RPOA Tax, Inc. dba Tax Planners of America (“Tax Planners”). In these arrangements, Tax Planners can coordinate the preparation and filing of your tax returns with an unaffiliated third-party. Fees for tax preparation services rendered by Tax Planners are separate and apart from any investment management or financial planning fees. Our recommendation to obtain tax preparation services through Tax Planners presents a conflict of interest, as we are incentivized to recommend Tax Planners’ tax preparation services based on compensation to be received by our affiliate, rather than on your particular need. You are reminded that you may obtain tax preparation services through other, non-affiliated companies. ERISA / IRC Fiduciary Acknowledgment When we provide investment advice to you about your retirement plan account or individual retirement account, we do so as a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. Because the way we make money creates some conflicts with client interests, we operate under a special rule that requires us to act in the client’s best interest and not put our interests ahead of the client’s. Under this special rule’s provisions, we must: meet a professional standard of care when making investment recommendations (give prudent advice); never put our financial interests ahead of the client’s when making recommendations (give loyal advice); avoid misleading statements about conflicts of interest, fees, and investments; follow policies and procedures designed to ensure that we give advice that is in the client’s best interest; charge no more than is reasonable for our services; and give the client basic information about conflicts of interest. 8 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Client Obligations When we provide services to you, we are not required to verify any information received from you or from your other designated professionals, and we are expressly authorized to rely on that information. You are responsible to promptly notify us if there is ever any change in your financial situation or investment objectives so that we can review, and if necessary, revise our previous recommendations. Types of Investments For clients whose investment assets are held at Pershing, we primarily offer advice on ETFs, fixed annuities, variable annuities, and other insurance products. We may also provide advice on mutual funds and equity securities. You may request that we refrain from investing in particular securities or certain types of securities. You must provide these restrictions to our firm in writing. Clients may not set restrictions on the management of the subaccounts for variable annuities or the management of plan participant accounts. Assets Under Management As of December 31, 2025, we provide continuous management services for $3,558,025,019 in client assets on a discretionary basis and $30,645,098 in client assets on a non-discretionary basis. Item 5 • Fees and Compensation We charge an annual advisory fee, which is either a tiered fee or a flat fee, based on the amount of your assets we manage (the “advisory fee”). The flat advisory fee is generally equal to 1.30% of the assets under management, including cash and cash equivalents. Certain legacy clients may pay a lower fee of 1.25% of the assets under our management, including cash and cash equivalents. RPOA Direct clients are charged an annual fee of 1.85% of the assets under our management, including cash and cash equivalents. If a client’s assets rise above $275,000 via market appreciation and/or additional funding by the 15th of the last month in a quarter, the client’s fees are lowered to the rate above the following quarter. If a client’s assets move above $250,000, but less than $275,000, via additional funding from the client by the 15th of the last month in the quarter, the client’s fees are lowered the following quarter. However, if a client’s assets move above $250,000 but less than $275,000 via only market appreciation, their accounts will remain at the 1.85% fee level. Variable annuity accounts and those held away accounts accessed through Pontera are subject to a flat negotiable fee, not to exceed 1.25%, even if those accounts are valued at less than $250,000. Our advisory fee is payable quarterly in arrears or in advance, as set forth in your investment advisory agreement. In either event the fee is based on the value of your account on the last day of the preceding quarter. We may, in our sole discretion, choose to negotiate our advisory fee upon specific request, which would consider certain criteria including but not limited to: the scope and complexity of the engagement; the anticipated number of meetings and servicing needs; the amount of assets to be managed; related accounts; future earning capacity; anticipated future additional assets; and prior relationships with RPOA and its representatives. As a result, certain clients may have fees that differ from those specifically set forth in the fee schedule above, and similarly situated clients could pay different fees to RPOA. 9 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Upon client request, we may agree to “householding” the advisory fee for accounts held at Pershing and being charged under a tiered schedule. This accommodation is generally reserved for clients with $1M or more under RPOA’s management, but is ultimately subject to the client’s primary investment adviser representative’s (“IAR’s”) sole discretion. In these cases, RPOA combines managed account values for family members living in the same household to increase the managed asset total, and ultimately reduces the fee based on available breakpoints. This creates a conflict of interest because the IAR is incentivized not to enter a householding arrangement to increase their ultimate compensation. This may also cause similarly situated clients to pay different fees as a result. Householding of accounts is not available for variable annuity management or held away accounts accessed through Pontera. Lastly, existing accounts may be subject to varying compensation arrangements, which could be based on preexisting service offerings. As a result, similarly situated clients could pay different fees to RPOA and similar advisory services may be available from other investment advisers for similar or lower fees. In addition to our advisory fee, accounts in the Program and held at Pershing are subject to an annual platform fee of 0.40%. Pershing is responsible for calculating the platform fee, and this fee is not negotiable. For initial billing periods that do not constitute a full billing quarter, the advisory fee and platform fee will be calculated based upon the initial deposit amount, prorated based on the number of days in the billing period during which the investment advisory agreement was in effect. For subsequent billing periods, the advisory fee and platform fee will be based on the quarter end value for all assets in your managed accounts held with Pershing, as determined by Pershing’s asset-based billing engine. Advisory fees and platform fees will be adjusted according to the terms of the Adjustments for Deposits and Withdrawals of Assets section below. We established the platform fee in consultation with Pershing. We negotiated to pay Pershing an annual asset-based brokerage charge at a maximum rate of 0.16%, which decreases as the amount of assets held in the Program at Pershing increases. This means that we retain at least 0.24% of the platform fee and up to 0.28% should we maintain $10 billion in the Program at Pershing. This presents a conflict of interest, because it incentivizes us to use Pershing as opposed to another broker-dealer/custodian with whom we do not have such an arrangement; and incentivizes us to recommend that you increase the amount of assets you hold in the Program. We have reached an agreement with Pershing under which we will temporarily retain the entire platform fee. This arrangement will continue until the portion of the platform fee that we would have retained under the agreed upon fee split arrangement (e.g., our retained portion of at least 0.24%) reaches $3 million. This temporary arrangement further compounds the conflict of interest, for the time period during which we retain a greater portion of the platform fee. We try to mitigate these conflicts of interest by disclosing them to you, providing investment advice without regard to the expenses we incur, or the fees we receive under the Program; adhering to our fiduciary duty when making investment recommendations, so that we make recommendations that are consistent with each client’s investment objective and savings strategy. 10 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  The following chart illustrates the calculation of the typical, combined all-inclusive fee rate at various asset levels: Platform Fee Platform Fee Retained by Pershing* Percentage of Platform Fee Retained by RPOA* Total RPOA Compensation (Advisory Fee and Net Platform Fee) Total Wrap Fee Paid by Client (Advisory Fee Plus Platform Fee) RPOA’s Wrap Fee (Advisory Fee Minus Platform Fee) 2.25% 0.40% 1.85% 0.24% 0.16% 2.09% 0.16% 1.70% 0.40% 1.30% 0.24% 1.54% N/A N/A 1.00% N/A 0.00% 1.00% Assets Under Management with Pershing Up to $250,000 assets under management $250,000 and above assets under management Assets Held Away Total Assets Under Management * RPOA’s overall share of the platform fee will increase to 0.28% if its clients’ total assets at Pershing reach $10 billion, increasing its maximum total compensation under this chart to 2.13%. We may deduct the advisory fee and platform fee directly from your account after you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all disbursements from your account. You should review all statements for accuracy. Our fees for management of the sub- accounts tied to variable annuities may be distributed by the annuity company directly from your account or are deducted from another account, if applicable. The Pontera platform is available only on a non-wrap basis. Therefore, RPOA’s advisory fee must either be billed to a taxable managed account held with Pershing, or the client may elect to receive an invoice and remit payment via check. Fees for accounts accessed through Pontera are calculated based on the number of actual days out of 365 days in a calendar year (or 366 in a leap year). Adjustments for Deposits and Withdrawals of Assets You may deposit assets to or withdraw assets from your account at any time. However, we design our portfolios as long-term investments and asset withdrawals may impair the achievement of your specific investment objectives. For accounts held at Pershing: starting with the next deposit or withdrawal after you make the initial deposit into your account(s), the advisory fee and platform fee will be adjusted for: daily deposits of $1,000 or more that are equal to or greater than $5,000 during the billing quarter, and daily withdrawals of $1,000 or more. The account value on the date of each applicable deposit or withdrawal will be used to calculate the advisory fee and platform fee adjustments, which are applied on a pro-rated basis, based on the number of days remaining in the quarter from the date of the transaction. These adjustments will be applied in arrears, to the next quarterly billing. These adjustments do not apply to variable annuity accounts and those held away accounts accessed through Pontera. For the avoidance of doubt, these adjustments do not apply to the initial deposit you make in your account(s). 11 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Additional Fees and Expenses The fees that you pay to RPOA for investment advisory services are separate and distinct from the fees and expenses charged by funds (described in each fund’s prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You should carefully read the prospectus before investing in any mutual funds or ETFs, including the BNY Funds. For securities purchased outside of the Program, you may also incur transaction and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. Account custodians and their affiliates also impose charges for custodial services and other fees associated with maintaining your account that may include but are not limited to account transfer and termination fees, electronic fund and wire transfer fees, margin fees, and any charges, taxes or other fees mandated by any federal, state or other applicable law, or otherwise agreed to with regard to client accounts. We do not share in any portion of the brokerage fees/transaction charges imposed by these other broker-dealers or custodians. However, we receive additional compensation in relation to client Program assets, based on our retained portion of the Pershing platform fee, as discussed herein. Compensation for the Sale of Other Investment Products Our IARs are required to be or become licensed insurance agents within approximately a year and a half of hire. They will earn commission-based compensation for selling insurance products, including insurance products they sell to you either through our affiliated entity, or upon referral to Castle Senior Benefits as described in Item 10. Insurance commissions earned are separate and in addition to our advisory fees. This practice presents a conflict of interest because our firm representatives have an incentive to recommend insurance products to you for the purpose of generating commissions rather than solely based on your needs. However, you are under no obligation, contractually or otherwise, to purchase insurance products through any person affiliated with our firm. Refer to Item 10 Other Financial Industry Activities and Affiliations for further disclosures on insurance related activities. IRA Rollover Considerations A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If we recommend that a client roll over their retirement plan assets into an account to be managed by us, that recommendation creates a conflict of interest if we will increase our compensation as a result of the rollover. When acting in such capacity, we serve as a fiduciary under the Employee Retirement Income Security Act (ERISA), or the Internal Revenue Code, or both. No client is under any obligation to roll over retirement plan assets to an account managed by us. If you have questions, please contact your IAR or call our main number as listed on the cover page of this brochure before proceeding. Item 6 • Performance-Based Fees and Side-By-Side Management We do not accept performance-based fees or participate in side-by-side management. Performance - based fees are fees that are based on a share of capital gains or capital appreciation of a client’s account. Side-by-side management refers to the practice of managing accounts that are charged performance- based fees while at the same time managing accounts that are not charged performance-based fees. 12 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Our fees are calculated as described in the Fees and Compensation section above and are not charged based on a share of capital gains upon, or capital appreciation of, the funds in your advisory account. Item 7 • Types of Clients We offer investment advisory services to individuals, high net worth individuals, defined benefit plans, participant and non-participant directed defined contribution plans, and institutions. In general, clients can open and maintain an advisory account with no minimum balance requirement. However, the IAR servicing your account may set a minimum, or decline to accept your account, if the amount you have available to invest is too small to effectively manage, for example, the account size is too small to permit diversification, or the management fee charged would be excessive in comparison to the account balance. For clients with investable assets of $250,000 or less, services will be provided under the RPOA Direct program. Please note a minimum balance of $1,000 is required for an account to be managed at Pershing. If the account value drops below $1,000, measured as of month end, it will automatically be considered a courtesy account, which means that it will not be managed by RPOA and will not be charged an advisory fee. If the account value subsequently increases to over $1,000, it may be placed back under RPOA’s management as agreed between RPOA and the client. Item 8 • Methods of Analysis, Investment Strategies and Risk of Loss We may use one or more of the following methods of analysis or investment strategies when providing investment advice to you: • Charting Analysis - involves the gathering and processing of price and volume information for a particular security. This price and volume information is analyzed using mathematical equations. The resulting data is then applied to graphing charts, which is used to predict future price movements based on price patterns and trends. • Fundamental Analysis - involves analyzing individual companies and their industry groups, such as a company’s financial statements, details regarding the company’s product line, the experience and expertise of the company’s management, and the outlook for the company’s industry. The resulting data is used to measure the true value of the company’s stock compared to the current market value. • Technical Analysis - involves studying past price patterns and trends in the financial markets to predict the direction of both the overall market and specific stocks. • Cyclical Analysis - a type of technical analysis that involves evaluating recurring price patterns and • trends. Long Term Purchases - securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Our investment strategies and advice may vary depending upon each client’s specific financial situation. As such, we determine investments and allocations based upon your predefined investment objectives, financial situation, and other related factors. Your restrictions and guidelines may affect the composition of your portfolio. Clients may not set restrictions on the management of the subaccounts for variable annuities or the management of retirement plan participant accounts. Please refer to the Advisory Business section of this brochure for additional information about this topic. 13 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  We use trend analysis to determine when to exit the stock market, in whole or in part, and when to re- enter the market in the “buy, hold and protect” or “invest and protect” strategy. The strategy is either offensive or defensive depending on the analysis, and we will move all our clients in or out of the market at or about the same time as the trend analysis dictates. In addition to the risks noted below, the risks involved with trend analysis are that if the indicators signal us to sell out of the market there is the chance that the market may continue to move up after we have sold. We will then have to wait until the next signal before buying back into the market, which could be higher than when we sold. We would, in that instance, miss the up-side potential and under perform. Conversely, if a signal indicates that we should buy into the market, there is a risk that the market might nevertheless experience a decline forcing us to sell out and incur a loss. Additionally, there is, of course, always the risk of disasters that would cause the market to experience catastrophic declines. While we generally employ trending analysis, mitigating circumstances may dictate a different course of action, and cause us not to follow the trending analysis strategy. We manage several asset allocation models that generally fall within one or multiple investment objectives described below. Each of the models carries varying degrees of risk (or volatility) and expected returns and may see different levels of trading frequency. Current Income: These models primarily seek to achieve capital preservation, which accept minor principal risk and fluctuation. Portfolios managed under these models will consist almost entirely of fixed income funds and cash or cash equivalents (a “cash component”), with a primary emphasis on fixed income. High Current Income: These models primarily seek to generate a stable level of current income and capital preservation, which pursue future capital appreciation as a secondary objective. These models anticipate modest annual principal fluctuation. Portfolios managed under these models are allocated primarily among funds invested in fixed income, along with funds that invest in equities, and a cash component. Growth with Income: These models seek both current income and future capital appreciation. Principal risk and fluctuation are expected and acceptable over the intended investment time horizon (at least 3 years). Portfolios managed under these models will be allocated among funds that invest in equities, fixed income, and will maintain a cash component. Growth: These models primarily pursue future capital appreciation. Principal risk and fluctuation are expected and acceptable over the intended long-term investment time horizon (in excess of 5 years). Portfolios managed under these models will be allocated among funds that primarily invest in equities including private investment funds, and to a lesser extent to funds that invest in fixed income and will maintain a cash component. Speculation: These models primarily pursue long-term capital appreciation returns. Ongoing principal risk and fluctuation is expected and acceptable over the intended long-term investment time horizon (in excess of 5 years). Portfolios managed under these models will be allocated among funds that invest almost entirely in equities, including private investment funds, and will maintain a cash component. Certain models that implement the strategies discussed here are only available to clients above a certain asset level, due to the loss of economic value in offering the full model to lower asset clients. The same general strategies are offered to all investors regardless of asset level, but clients below the defined asset level minimum for the given strategy will have the strategy implemented through a model that is still adequately diversified and follows the strategy mandate, but with fewer investment positions. 14 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Risks Associated with Methods of Analysis The risk of investment decisions based on technical analysis is that charts may not accurately predict future price movements. Current prices of securities may reflect all information known about the security and day-to-day changes in market prices of securities may follow random patterns and may not be predictable with any reliable degree of accuracy. The risk of fundamental analysis is that information obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the basis for a stock’s value. If securities prices adjust rapidly to new information, utilizing fundamental analysis may not result in favorable performance. The risk of cyclical analysis is that economic cycles may not be predictable and may have many fluctuations between long term expansions and contractions. The lengths of economic cycles may be difficult to predict with accuracy and therefore the risk of cyclical analysis is the difficulty in predicting economic trends and consequently the changing value of securities that would be affected by these changing trends. Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. You understand that our investment recommendations for your account are subject to various market, currency, economic, political, and business risks, and that those investment decisions will not always be profitable. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is no guarantee of future performance. Strategy Risk Like all investment strategies, the Strategy is not guaranteed. Because we strive to help clients achieve a total return necessary to reach their retirement goals, achieving that total return is dependent on the success of the Strategy predicting market fluctuations, for which there is no assurance. Another risk of the Strategy is RPOA adheres to mathematically based signals without regard to its subjective determination at the time that trading in response to those signals may not be profitable. Reliance on the interpretation of market trends, technical market indicators and broader macroeconomic signals is not guaranteed to be profitable. It may have a negative impact on a client’s long-term total return if it does not perform as anticipated. RPOA or the sell signal could incorrectly predict a bear market and affected investors would not participate in the gains they could have realized by remaining invested. The Strategy could also fail to accurately predict a market upturn, causing further losses or lesser gains than necessary to maintain the targeted long-term total return. These two types of risk are generally referred to as “lost opportunity risk.” When RPOA implements the “protect” portion of the Strategy, affected investors will incur applicable transaction costs and taxable accounts will incur tax consequences. RPOA generally believes that the benefit of avoiding bear markets and significant portfolio declines outweighs the lost opportunity risk, transaction costs, and tax consequences described above. RPOA may not be able to execute transactions on the same day it identifies a trigger. The Strategy is also subject to general investment risks described elsewhere in this Item. Tax Considerations Our strategies and investments may have unique and significant tax implications. However, unless we specifically agree otherwise, and in writing, tax efficiency is not our primary consideration in the management of your assets. Regardless of your account size or any other factors, we strongly recommend that you consult with a tax professional regarding the investment of your assets. 15 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Recommendation of Particular Types of Securities We primarily recommend that clients invest in ETFs, mutual funds, variable annuities, and fixed annuities. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with it. You should be advised of the following risks when investing in these types of securities: Exchange Traded Funds (ETFs): ETFs are marketable securities that are designed to track, before fees and expenses, the performance or returns of a relevant index, commodity, bonds, or basket of assets, like an index fund. Unlike mutual funds, ETFs trade like common stock on a stock exchange. ETFs experience price changes throughout the day as they are bought and sold. In addition to the general risks of investing, there are specific risks to consider with respect to an investment in ETFs, including, but not limited to: • Variance from Benchmark Index. ETF performance may differ from the performance of the applicable index for a variety of reasons. For example, ETFs incur operating expenses and portfolio transaction costs not incurred by the benchmark index, may not be fully invested in the securities of their indices at all times, or may hold securities not included in their indices. In addition, corporate actions with respect to the equity securities underlying ETFs (such as mergers and spin-offs) may impact the variance between the performances of the ETFs and applicable indices. • Passive Investing Risk. Passive investing differs from active investing in that ETF managers are not seeking to outperform their benchmark. As a result, ETF managers may hold securities that are components of their underlying index, regardless of the current or projected performance of the specific security or market sector. Passive managers do not attempt to take defensive positions based upon market conditions, including declining markets. This approach could cause a passive vehicle’s performance to be lower than if it employed an active strategy. • Secondary Market Risk. ETF shares are bought and sold in the secondary market at market prices. Although ETFs are required to calculate their net asset values (“NAV”) on a daily basis, at times the market price of an ETF’s shares may be more than the NAV (trading at a premium) or less than the NAV (trading at a discount). Given the differing nature of the relevant secondary markets for ETFs, certain ETFs may trade at a larger premium or discount to NAV than shares of other ETFs depending on the markets where such ETFs are traded. The risk of deviation from NAV for ETFs generally is heightened in times of market volatility or periods of steep market declines. For example, during periods of market volatility, securities underlying ETFs may be unavailable in the secondary market, market participants may be unable to calculate accurately the NAV per share of such ETFs, and the liquidity of such ETFs may be adversely affected. This kind of market volatility may also disrupt the ability of market participants to create and redeem shares in ETFs. Further, market volatility may adversely affect, sometimes materially, the prices at which market participants are willing to buy and sell shares of ETFs. As a result, under these circumstances, the market value of shares of an ETF may vary substantially from the NAV per share of such ETF, and the client may incur significant losses from the sale of ETF shares. Mutual Funds: Mutual funds are funds that are operated by an investment company that raises money from shareholders and invests it in stocks, bonds, and/or other types of securities. The fund will have a manager that trades the fund’s investments in accordance with the fund’s investment objective. The mutual funds charge a separate management fee for their services. The returns on mutual funds can be reduced by the costs of managing the funds. While mutual funds generally provide diversification, risks 16 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  can be significantly increased if the fund is concentrated in a particular sector of the market. Funds that are sold through brokers are called load funds, and those sold to investors directly from the fund companies are called no-load funds. Mutual funds come in many varieties. Some invest aggressively for capital appreciation, while others are conservative and are designed to generate income for shareholders. Investors should carefully assess their tolerance for risk before they decide which fund is suitable for their account. Geopolitical Risk: Increased interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region, or financial market. Certain securities may underperform due to inflation (or expectations for inflation), interest rates, global demand for particular products or resources, climate change or climate-related events, natural disasters, pandemics, epidemics, terrorism, international conflicts, regulatory events, and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years may result in market volatility and may have long-term effects on both the U.S. and global financial markets. Turnover Risk: The Program’s strategy is tactical and can involve substantial shifting of assets among the BNY Funds and cash. For example, your account may exchange shares of one BNY Fund for another BNY Fund. This will result in a taxable event to you unless you are investing through a tax-deferred arrangement. Idle Assets: At any time and for a substantial length of time we may hold a significant portion of a client’s assets in cash or money market mutual funds. Investments in these assets may cause a client to miss upswings in the markets. Unless we expressly agree otherwise in writing, account assets consisting of cash and money market mutual funds are included in the value of an account’s assets for purposes of calculation of the Program Fee. Deferred Annuity: This is a type of annuity contract that delays payments of income, installments, or a lump sum until the investor elects to receive them. This type of annuity has two main phases, the savings phase in which you invest money into the account, and the income phase in which the plan is converted into an immediate annuity and payments are received. A deferred annuity can be either variable or fixed. Immediate Annuities: This is a type of annuity contract that is purchased with a single payment and with a specified payout plan that starts right away. Payments may be for a specified period or for the life of the annuitant and are usually on a monthly basis. Many variable annuities typically impose asset-based sales charges or surrender charges for withdrawals within a specified period. Variable annuities may impose a variety of fees and expenses, in addition to sales and surrender charges, such as: mortality and expense risk charges; administrative fees; underlying fund expenses; and charges for special features, all of which can reduce the return. Earnings in a variable annuity do not provide all the tax advantages of 401(k)s and other before-tax retirement plans. Once the investor starts withdrawing money from their variable annuity, earnings are taxed at the ordinary income rate, rather than at the lower capital gains rates applied to other non-tax- deferred vehicles which are held for more than one year. Proceeds of most variable annuities do not receive a “step-up” in cost basis when the owner dies like stocks, bonds, and mutual funds do. Some variable annuities offer “bonus credits.” These are usually not free. In order to fund them, insurance companies typically impose mortality, expense charges, and surrender charge periods. In an exchange of an existing annuity for a new annuity (so-called 1035 exchanges) the new variable annuity may have a lower contract value and a smaller death benefit; may impose new surrender charges or increase the 17 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  period of time for which the surrender charge applies; may have higher annual fees; and provide another commission for the broker. Margin / Securities-based loans. We generally do not recommend the use of margin for investment purposes as part of our typical advisory process, but we may recommend that a client establish an SBL upon specific client request, which we will evaluate as part of our financial planning services. If a client determines to take a margin loan that collateralizes a portion of the assets that we are managing, our fee will be computed based upon the full value of the assets, without deducting the amount of the margin loan. Without limiting the above, we may recommend that a client establish a margin loan or a securities- based loan (collectively, “SBLs”) with the client’s broker-dealer/custodian, their affiliated banks, or another qualified lender (each, an “SBL Lender”) to access cash flow. Unlike a real estate-backed loan, an SBL has the potential benefit of enabling borrowers to access funds in a shorter period of time, providing greater repayment flexibility, and may also result in the borrower receiving certain tax benefits. Clients interested in learning more about the potential tax benefits of borrowing money on margin should consult with an accountant or tax advisor. The terms and conditions of each SBL are contained in a separate agreement between the client and the SBL Lender selected by the client, which terms and conditions may vary from client to client. Borrowing funds on margin is not suitable for all clients and is subject to certain risks, including but not limited to: increased market risk, increased risk of loss, especially in the event of a significant downturn; liquidity risk; the potential obligation to post collateral or repay the SBL if the SBL Lender determines that the value of collateralized securities is no longer sufficient to support the value of the SBL; the risk that the SBL Lender may liquidate the client’s securities to satisfy its demand for additional collateral or repayment / the risk that the SBL Lender may terminate the SBL at any time. Before agreeing to participate in an SBL program, clients should carefully review the applicable SBL agreement and all risk disclosures provided by the SBL Lender including the initial margin and maintenance requirements for the specific program in which the client enrolls, and the procedures for issuing “margin calls” and liquidating securities and other assets in the client’s accounts. If we recommend that a client apply for an SBL instead of selling securities that we manage for a fee to meet liquidity needs, the recommendation presents an ongoing conflict of interest because selling those securities (instead of leveraging those securities to access an SBL) would reduce the amount of assets to which our investment advisory fee percentage is applied, and thereby reduce the amount of investment advisory fees we collect. Likewise, the same ongoing conflict of interest is present if a client determines to apply for an SBL on their own initiative. These ongoing conflicts of interest would persist as long as we have an economic disincentive to recommend that the client terminate the use of SBLs. If the client were to invest any portion of the SBL proceeds in an account that we manage, we will receive an advisory fee on the invested amount, which could compound this conflict of interest. If a client accesses an SBL through its relationship with us and the client’s relationship with us is terminated, clients may incur higher (retail) interest rates on the outstanding loan balance. Clients are not under any obligation to employ the use of SBLs, and are solely responsible for determining when to use, reduce, and terminate the use of SBLs. Although we seek to disclose all conflicts of interest related to our recommended use of SBLs and related business practices, there may be other conflicts of interest that are not identified above. Clients are therefore reminded to carefully review the applicable SBL agreement, and all risk disclosures provided by the SBL Lender as applicable and contact our Chief Compliance Officer with any questions about the use of SBLs. Item 9 • Disciplinary Information We are required to disclose the facts of any legal or disciplinary events that are material to a client’s evaluation of our advisory business or the integrity of our management. We do not have any required disclosures under this item. 18 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Item 10 • Other Financial Industry Activities and Affiliations BNY Funds Please refer to Item 4 for a discussion on the BNY Funds and the associated conflicts of interest relating to the Program’s investment in the BNY Funds. Pershing We have entered into an arrangement with Pershing that permits us to receive a portion of Program platform fees that are assessed. This arrangement incentivizes us to use Pershing as opposed to another broker-dealer/custodian with whom we do not have such an arrangement and incentivizes us to recommend that you increase the amount of assets you hold in the Program. This arrangement and the associated conflicts of interest are more fully described in Item 5 above. Arrangements with Affiliated Entity and Management Person We are affiliated with RPOA Insurance Group, LLC (“RPOA Insurance”), a licensed insurance agency, through common ownership and control. All representatives providing investment advice on behalf of our firm are also required to be licensed insurance agents. These representatives will earn commission-based compensation for selling insurance products, including insurance products they sell to you. RPOA Insurance will also receive a portion of the commission-based compensation. Insurance commissions earned are separate from our advisory fees. Please see the Fees and Compensation section for more information on the compensation received by insurance agents who are also IARs of our firm. Certain IARs that report to Ken Moraif are required to introduce or refer clients to RPOA Insurance for their long-term- care and life insurance needs as part of their employment with us. Notwithstanding, these IARs are free to introduce you to other unaffiliated insurance agents or agencies for other insurance needs. Also, other IARs of ours are free to introduce you to other unaffiliated insurance agents or agencies, including those that may be family members or other professional acquaintances. All clients are free to accept or reject any referrals to an insurance agent or agency. You are under no obligation to use the services of any firm we recommend, whether affiliated or otherwise, and may be able to obtain comparable services and/or lower fees through other firms. Kenneth A. Moraif is the author of “Buy Hold & Sell: The investment strategy that could save you from the next market crash.” Although the name of this book is similar to our investment strategy, it is not an actual representation of how we would manage our clients’ assets or a representation of its benefits. As a result of various marketing efforts, Retirement Planners of America and Mr. Moraif may be deemed to have encouraged existing and potential clients to purchase this book. However, clients are under no obligation to do so. As the author of that book, Mr. Moraif will receive a direct economic benefit for each book sold and will donate the economic benefit to charity. We are also affiliated with Tax Planners, a tax preparation company, through common ownership and control. Clients may be referred to Tax Planners for tax preparation services. Tax Planners may engage an unaffiliated third-party for assistance in the preparation and filing of tax returns. Fees paid to Tax Planners are separate from and in addition to our investment advisory fees. Details regarding tax preparation services will be set forth in a written agreement between the client and Tax Planners. No client is under any obligation to use the services of Tax Planners. Clients may obtain the same or similar services through the tax firm of their choosing. 19 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Arrangements Between Affiliated Entity and Unaffiliated Entities RPOA Insurance has entered into a contractual relationship with Ash Brokerage Corporation, (“ASH”), an unaffiliated brokerage general agency, for purposes of gaining access to certain coverages and programs for life insurance, annuities, long-term care insurance, disability income insurance, fixed annuities, and other insurance products (collectively “Products”) through various insurance carriers with which it has affiliations. Through this arrangement, ASH expects RPOA Insurance’s sales production to not fall below a certain threshold. To this end, ASH will make presentations to IARs and will have a vendor’s booth at certain conventions or conferences sponsored by RPOA Insurance or our firm. Consequently, in order for RPOA Insurance, our affiliate, to maintain a favorable arrangement with ASH, both our firm and our IARs, who are also licensed insurance agents, have an incentive to recommend that you purchase insurance products that benefit RPOA Insurance and ASH. RPOA Insurance has also entered into a contractual relationship with Castle Senior Benefits, an independent and unaffiliated licensed health insurance agency specializing in Medicare benefits (“Castle”), which offers presentations our clients and RPOA Insurance’s clients, to help them identify supplemental Medicare coverage choices. If a client chooses to purchase insurance commission products, RPOA Insurance will receive a portion of those commissions. The commissions charged by Castle or the applicable entity and received by RPOA Insurance may be higher or lower than those charged by other entities. Notwithstanding, the recommendation that a client purchase any insurance product on a commission basis, including those offered through Castle, presents a conflict of interest, as the receipt of commissions may provide an incentive to recommend insurance products based on commissions to be received, rather than on a particular client’s need. No client is under any obligation to purchase any insurance commission products recommended by our or RPOA Insurance’s representatives. Clients may purchase insurance commission products that we recommend through other, non-affiliated, or non-recommended agencies. Item 11 • Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Description of Our Code of Ethics We strive to comply with applicable laws and regulations governing our practices. Therefore, our Code of Ethics includes guidelines for professional standards of conduct for our Associated Persons. Our goal is to protect your interests at all times and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with you. All of our Associated Persons are expected to adhere strictly to these guidelines. Our Code of Ethics also requires that certain representatives associated with our firm submit reports of their personal account holdings and transactions to a qualified representative of our firm who will review these reports on a periodic basis. Representatives associated with our firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, non-public information about you or your account holdings by persons associated with our firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this brochure. 20 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Participation or Interest in Client Transactions We recommend the purchase of BNY Funds and receive certain forms of compensation from Pershing as part of that relationship. Please refer to Item 4 Advisory Business, Item 5 Fees and Compensation, Item 10 Other Financial Industry Activities and Affiliations and Item 14 Referrals and Other Compensation for additional disclosures about these topics. Personal Trading Practices Our firm or representatives associated with our firm may buy or sell the same securities that we recommend to you or securities in which you are already invested. A conflict of interest exists in such cases because we have the ability to trade ahead of you and potentially receive more favorable prices than you will receive. To mitigate this conflict of interest, it is our policy that neither our firm nor our Associated Persons shall have priority over your account in the purchase or sale of securities. These requirements are not applicable to: (i) direct obligations of the Government of the United States; (ii) money market instruments, bankers’ acceptances, bank certificates of deposit, commercial paper, repurchase agreements and other high quality short-term debt instruments, including repurchase agreements; (iii) shares issued by mutual funds or money market funds; and (iv) shares issued by unit investment trusts that are invested exclusively in one or more mutual funds. Item 12 • Brokerage Practices Before engaging us to provide portfolio management services, clients are required to enter into a formal agreement with us setting forth the terms and conditions under which we will manage their investment assets, and a separate custodial/clearing agreement with the designated broker-dealer/custodian. To participate in the Program, clients are required to engage Pershing as the transfer agent and custodian for their investment assets. Therefore, if a client asks us to recommend a broker-dealer, we will recommend Pershing. This presents a conflict of interest, because we are incentivized to recommend that clients engage Pershing based upon their relationship with our firm, as opposed to the recommendation being based on our clients’ interest in receiving most favorable execution. When we recommend that clients engage Pershing, we are doing so based on our evaluation of Pershing’s financial strength, reputation, execution capabilities, pricing, research, and service. The commissions and/or transaction fees charged by Pershing may be higher or lower than those charged by other broker-dealers. The commissions you pay will conform to our duty to seek “best execution.” However, you may pay a commission that is higher than another qualified broker-dealer might charge to affect the same transaction where we determine, in good faith, that the commission is reasonable. 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, the value of research provided, execution capability, commission rates, and responsiveness. Consistent with the foregoing, while we will seek competitive rates, we may not necessarily obtain the lowest possible commission rates for client transactions. We will receive certain benefits from Pershing solely because we have access to their institutional platforms. We may receive from Pershing, without cost or at a discount to our firm, computer software and related systems support which allow us to better monitor your accounts maintained at Pershing. We may receive the software and related support without cost because we render investment management services to clients that maintain assets at Pershing. The software and related systems support may benefit our firm, but not you directly. In fulfilling our duties to you, we endeavor at all times to put your interests 21 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  first. You should be aware; however, that our receipt of economic benefits from a broker- dealer creates a conflict of interest since these benefits may influence our choice of broker-dealer over another broker- dealer that does not furnish similar software, systems support, or services. Additionally, our agreement with Pershing requires us to maintain a certain level of assets with Pershing. Should our minimum assets with Pershing fall below $3.5 billion, we are required to pay Pershing an annual fee of $100,000. The agreement also imposes a termination fee should we determine to terminate our relationship with Pershing prior to November 2026. This presents a conflict of interest, because it incentivizes us to avoid those financial penalties by recommending Pershing as opposed to another broker-dealer/custodian with whom we do not have such an agreement; and incentivizes us to continue our relationship with Pershing at least through November 2026. We seek to mitigate this conflict by making our recommendation based on our evaluation of Pershing’s financial strength, reputation, execution capabilities, pricing, research, and service. Research and Other Benefits We do not receive any soft-dollar benefits from Pershing, or any other third-party service provider. However, we have entered into an arrangement with Pershing that permits us to receive a portion of Program platform fees that are assessed. This arrangement and the associated conflicts of interest are more fully described in Item 5 above. We also receive some benefits from Pershing that may include, for example, reimbursement to our firm for the expenses related to marketing events, or Pershing may pay the vendors directly. The amounts of those payments vary according to the size of the event and are based on the amount of assets under management we place with Pershing. The benefits we may receive from Pershing include the following products and services (provided without cost or at a discount): receipt of duplicate client statements and confirmations; research related products and tools; consulting services; access to a trading desk serving adviser participants; access to block trading (which provides the ability to aggregate securities transactions for execution and then allocate the appropriate shares to client accounts); the ability to have advisory fees deducted directly from client accounts; access to an electronic communications network for client order entry and account information; and discounts on research, technology, and practice management products or services provided to our firm by third party vendors. Pershing may also have paid for business consulting and professional services received by our associated persons. Some of the products and services made available by Pershing may benefit our firm and/or associated persons but may not benefit you or your accounts. These products or services may assist our firm in managing and administering client accounts, including accounts not maintained at Pershing. Other services made available by the custodian are intended to help us manage and further develop our business enterprise. The benefits we receive do not depend on the amount of brokerage transactions directed to Pershing. As part of our fiduciary duty to clients, we endeavor at all times to put the interests of our clients first. You should be aware, however, that the receipt of economic benefits by our firm or our associated persons itself creates a conflict of interest and may indirectly influence our choice of the custodian for custody and brokerage services. Without limiting the above, our associated persons may attend conferences offered by various vendors and/or wholesalers at a discounted price or no cost. Brokerage for Client Referrals We do not receive client referrals from any other broker-dealers in exchange for cash or other compensation, such as brokerage services or research. 22 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Directed Brokerage To participate in the Program, clients are required to engage Pershing as the transfer agent and custodian for their investment assets. Not all investment advisers require their clients to direct brokerage. We direct transactions almost exclusively through Pershing because our strategy is unique, and we have negotiated arrangements with Pershing. The economic relationship we have with Pershing as described throughout this brochure presents conflicts of interest as described throughout this brochure in detail. Block Trades As part of our investment strategy, we may move all our clients in or out of the market at or about the same time as the trend analysis dictates. Where trades are in mutual funds, each account receives the net asset value and trading in block will not generally impact the price of the security or transaction costs for any client account participating in the block. Where other securities are traded in block, i.e., equity securities and exchange-traded funds, each client will pay an average share of the trading costs associated with the transaction. Please refer to the Methods of Analysis, Investment Strategies and Risk of Loss section above for additional disclosures on our investment strategies and methods of analysis. Item 13 • Review of Accounts The Associated Person/Advisory Representative assigned to manage your accounts will monitor your accounts on an ongoing basis and will conduct account reviews at least annually and as agreed to between you and your Advisory Representative to ensure that the advisory services provided to you and the portfolio mix are consistent with your stated investment needs and objectives. You are strongly encouraged to participate in the annual account review; however, your participation is not required. Additional reviews may be conducted based on various circumstances, including, but not limited to client request; contributions and withdrawals; year-end tax planning; market moving events; security specific events; and changes in your risk/return objectives. Your Advisory Representative may provide you with written account value reports in conjunction with account reviews. Clients will not receive reports on the management of the subaccounts for variable annuities or the management of plan participant accounts. In all cases, you will receive trade confirmations and reports from your account custodians at least quarterly. If you receive reports from our firm, we encourage you to reconcile our reports with those received from the account custodian. If you find your holdings differ between these two statements, call our main office number located on the cover page of this brochure immediately. Item 14 • Client Referrals and Other Compensation Representatives providing investment advice on behalf of our firm are required to be licensed insurance agents. For information on the conflicts of interest this presents, and how we address these conflicts, please refer to the Fees and Compensation section. Certain of our IARs will receive compensation from our firm based on the amount of client assets to which the IAR provides advisory services. You will not be charged additional fees based on this compensation arrangement. 23 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Pershing Platform Fee Accounts in the Program and held at Pershing are subject to an annual platform fee of 0.40%. More information about the platform fee, including certain conflicts of interest, is discussed in Item 4 and 5 above. Client Referral Compensation If a client is introduced to our firm by either an unaffiliated or an affiliated promoter, we may pay that promoter a referral fee in accordance with the requirements of the Investment Advisers Act of 1940, and any corresponding state securities law requirements. Any such referral fee shall be paid solely from our investment advisory fee and shall not result in any additional charge to the client. If the client is introduced to us by an unaffiliated promoter, the promoter, at the time of the solicitation, shall disclose the nature of the relationship, and shall provide each prospective client with a copy of the written disclosure statement from the promoter to the client disclosing the terms of the solicitation arrangement and material conflicts of interest between us and the promoter, including the compensation to be received by the promoter from our firm. Item 15 • Custody We are deemed to have custody of client funds and securities whenever we are given the authority to have fees deducted directly from client accounts. We do not have physical custody of any of your funds or securities. You will receive account statements from the independent, qualified custodian that holds your account at least quarterly. The account statements from your custodians will indicate the amount of our advisory fees deducted from your accounts each billing period. You should carefully review account statements for accuracy. Further, our fees for management of the subaccounts tied to variable annuities may be distributed by the annuity company directly from your account. If you have a question regarding your account statement or if you did not receive a statement from your custodian, contact our firm directly at the telephone number on the cover page of this brochure. Item 16 • Investment Discretion When opening a new account, before we can buy or sell securities on your behalf, you must first sign our discretionary management agreement and trading authorization forms. You will grant our firm discretion over the selection and amount of securities to be purchased or sold for your accounts without obtaining your consent or approval prior to each transaction. You may specify investment objectives, guidelines, and/or impose certain conditions or investment parameters for your accounts. For example, you may specify that the investment in any particular stock or industry should not exceed specified percentages of the value of the portfolio and/or restrictions or prohibitions of transactions in the securities of a specific industry or security. Clients may not set restrictions on the management of the subaccounts for variable annuities or the management of plan participant accounts. Refer to the Advisory Business section in this brochure for more information on our discretionary management services. 24 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Item 17 • Voting Client Securities We will not vote proxies on behalf of your advisory accounts. We may provide clients with general advice about voting proxies, but the ultimate decision and responsibility resides with the client. Item 18 • Financial Information Our firm does not have any financial condition or impairment that would prevent us from meeting our contractual commitments to you. We do not take physical custody of client funds or securities or serve as trustee or signatory for client accounts. Also, we do not require the prepayment of more than $1,200 in fees six or more months in advance nor have we filed a bankruptcy petition at any time in the past ten years. Therefore, we are not required to include a financial statement with this brochure. Our Chief Compliance Officer, William R. Frye, is available to address any questions about our services, any aspect of our brochure or wrap fee program brochure, and any conflicts of interest they describe. 25 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  Additional Information Privacy Notice RPOA Advisors, Inc. dba Retirement Planners of America (“RPOA”) has adopted this privacy notice with recognition that protecting the privacy and security of the personal information we collect from you is an important responsibility. We want you to know what information we collect and how we use and safeguard that information. This notice describes how we treat the information we receive about you, including the ways in which we will share your personal information within RPOA, as well as with affiliated and unaffiliated third parties, and your right to opt out of certain types of information sharing. Information we Collect: We collect certain nonpublic personal information about you (“Personal Information”). The essential purpose for collecting Personal Information is to allow us to provide advisory services to you. Personal Information we collect may include: • Information that you provide on applications or other forms. This Personal Information may include personal and household information such as income, spending habits, investment objectives, financial goals, statements of account, and other records concerning your financial condition and assets, together with information concerning employee benefits and retirement plan interests, wills, trusts, mortgages, and tax returns. • Identifying information such as your name, age, address, social security number, etc. • Information about your transactions with us, or others (e.g., broker/dealers, clearing firms, or other chosen investment sponsors). • Information we receive from consumer reporting agencies (e.g., credit bureaus), as well as other various materials we may use to provide an appropriate recommendation or to fill a service request. Accuracy of Personal Information: We will endeavor to ensure your Personal Information is kept accurate, complete, up to date and relevant. Please let us know if any of your details change. If you feel your Personal Information is not accurate, complete, or up to date, please notify us and we will take reasonable steps to ensure it is corrected. You can contact us using the details listed below. Data Security: We restrict access to Personal Information to those representatives and employees who need the information to perform their job responsibilities within our Firm. We maintain agreements, as well as physical, electronic, and procedural security measures that comply with federal regulations to safeguard Personal Information about you. When we share your information with third parties, we do so in a manner designed to maintain the confidentiality of your information to at least the same extent as is required of us. As http://www.rpoa.com (our “Website”) is linked to the Internet, and the Internet is inherently insecure, we cannot provide any assurance regarding the security of transmission of information you communicate to us online. We also cannot guarantee that the information you supply will not be intercepted while being transmitted over the Internet. Accordingly, any Personal Information or other information which you transmit to us online is transmitted at your own risk. Information we Disclose to Unaffiliated Third Parties: Because we rely on certain unaffiliated third parties for services that enable us to provide our advisory services to you, such as our attorneys, other consultants, brokers, and custodians who, in the ordinary course of providing their services to us, may require access to your information, it may be necessary to share Personal Information with certain third 26 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  parties. Certain of these unaffiliated third parties may interact directly with you in connection with the selling of insurance or other products. Under no circumstances do we share your information with unaffiliated third parties for the purpose of allowing them to market their products or services to you. However, so that unaffiliated third parties can market our services to you and others, we may share your information with these third parties. For example, we may share your information with unaffiliated third-party internet advertising companies and platforms, to allow us to conduct marketing campaigns to current clients or to identify demographically similar audiences to better target our marketing efforts to prospective clients. Information We Disclose to Affiliated Third Parties: We will disclose your Personal Information we collect in each of the categories listed above to RPOA Insurance Group, LLC (“RPOA Insurance”), an affiliated licensed insurance agency, and RPOA Tax, Inc., dba Tax Planners of America (“Tax Planners”). We share office space with RPOA Insurance and Tax Planners, and we share the same computer system; therefore, staff members of both entities have access to your Personal Information. RPOA Insurance and Tax Planners are limited in their reuse and re-disclosure of your Personal Information in the same way that RPOA is limited, and as described in this Privacy Notice. Former Clients: There are instances in which some limited Personal Information, such as email address and physical address may be shared with unaffiliated third parties to assist the firm in identifying demographically similar audiences for digital marketing purposes or to market directly to former clients. Cookies: We may use “cookies” to help us tailor our Website to better suit your needs (for example, we may use cookies to enable us to save any personal preferences indicated by you) and to provide a more effective route to various components of our Website. Cookies are small text files that are stored in your computer’s memory and hard drive when you visit certain web pages. They are used to enable Websites to function or to provide information to the owners of a Website. We use cookies on this Website for the following purposes: • Analytical purposes: Analytical cookies allow us to recognize, measure and track visitors to our Website. This helps us to improve and develop the way our Website works, for example, by determining whether site visitors can find information easily, or by identifying the aspects of the site that are of the most interest to them. • Usage preferences: Some of the cookies on our Website are activated when visitors to our sites make a choice about their usage of the site. Our Website then ‘remembers’ the settings preferences of the user concerned. This allows us to tailor aspects of the site to the individual user. • Terms and conditions: We use cookies on our Website to record when a site visitor has seen a policy, such as this one, or provided consent, such as consent to the terms and conditions on our Website. This helps to improve the user’s experience of our Website – for example, it avoids a user from repeatedly being asked to consent to the same terms. • Session management: The software that runs our Website uses cookies for technical purposes needed by the internal workings of our servers. For instance, we use cookies to distribute requests among multiple servers, authenticate users and determine what features of the site they can access, verify the origin of requests, keep track of information about a user’s session and determine which options or pages to display in order for the site to function. 27 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com  • Functional purposes: Functional purpose cookies store information that is needed by our applications to process and operate. For example, where transactions or requests within an application involve multiple workflow stages, cookies are used to store the information from each stage temporarily, in order to facilitate completion of the overall transaction or request. • Third party cookies. When you visit our Website, you may receive cookies that are set by third parties. These cookies are used for the purposes described in the bullet points above. We do not control the setting of these third-party cookies, so we suggest you might wish to check the third party websites for more information about their use of cookies and how to manage them. • Amending Internet browser settings to disable cookies. You can configure your browser to accept all cookies, reject all cookies, notify you when a cookie is set, or delete cookies that have already been set. Each browser is different, so check the “Help” menu of your browser to learn how to change your cookie preferences. You are always free to decline our cookies if your browser permits, although in that case you may not be able to use certain features on our Website. In addition, a number of companies offer utilities designed to help you visit Websites anonymously. For more information about cookies and how to disable them please visit www.allaboutcookies.org, or you may consult the vendor documentation for your specific software. Do Not Track Signals: Amending your Internet browser’s Do Not Track signal: Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers and is a way for users to inform websites and online services that they do not want certain information about their webpage visits collected over time and across websites or online services. To learn more about setting up a Do Not Track signal, please visit https://allaboutdnt.com/. Opt-Out of Receiving Direct Marketing Communications: To opt out of receiving direct marketing communications, such as commercial emails, please contact us at the email address or telephone number listed below. The scope of your choice to opt-out will remain subject to applicable federal and state laws, rules, and regulations, and will apply whether you are a current or former client. Opt-Out of the Sharing of Personal Information with Unaffiliated Third-Parties: To opt out of the sharing of personal information with unaffiliated third parties, please contact us at the email address or telephone number listed below. The scope of your choice to opt-out will remain subject to applicable federal and state laws, rules, and regulations, and will apply whether you are a current or former client. Changes to Our Privacy Notice: In the event there were to be a change in our privacy notice that would permit or require additional disclosures of your Personal Information, we will provide written notice to you, and you will be given an opportunity to direct us as to whether such disclosure is acceptable. Questions: If you have questions about this privacy notice or have a question about the privacy of your Personal Information, please call the main number of the firm at 1-800-994-0302 or contact our Chief Compliance Officer, William Frye, directly at (469) 246-3627 or bill@rpoa.com. Last Updated: March 31, 2026 28 2820 Dallas Parkway, Suite 300 • Plano, TX 75093 • Telephone 469.246.3600 • Facsimile 469.246.3696 • www.rpoa.com