Overview

Assets Under Management: $377 million
Headquarters: LOUISVILLE, KY
High-Net-Worth Clients: 72
Average Client Assets: $2 million

Services Offered

Services: Financial Planning, Portfolio Management for Individuals

Fee Structure

Primary Fee Schedule (RETIREMENT PLANNING SOLUTIONS, LLC ADV PART 2A)

MinMaxMarginal Fee Rate
$0 and above 2.50%
Illustrative Fee Rates
Total AssetsAnnual FeesAverage Fee Rate
$1 million $25,000 2.50%
$5 million $125,000 2.50%
$10 million $250,000 2.50%
$50 million $1,250,000 2.50%
$100 million $2,500,000 2.50%

Clients

Number of High-Net-Worth Clients: 72
Percentage of Firm Assets Belonging to High-Net-Worth Clients: 40.23
Average High-Net-Worth Client Assets: $2 million
Total Client Accounts: 2,366
Discretionary Accounts: 2,366

Regulatory Filings

CRD Number: 311575
Filing ID: 2004429
Last Filing Date: 2025-07-17 13:47:00
Website: https://dinsmorecomplianceservices.com

Form ADV Documents

Primary Brochure: RETIREMENT PLANNING SOLUTIONS, LLC ADV PART 2A (2025-06-04)

View Document Text
Retirement Planning Solutions, LLC Form ADV Part 2A – Disclosure Brochure Effective: June 2025 This Form ADV Part 2A (“Disclosure Brochure”) provides information about the qualifications and business practices of RPS Advisory Solutions, LLC d/b/a Retirement Planning Solutions, LLC (“RPS” or the “Advisor”). If you have any questions about the content of this Disclosure Brochure, please contact the Advisor at 502-499-5668. RPS is a registered investment advisor with U.S. Securities and Exchange Commission. The information in this Disclosure Brochure has not been approved or verified by the U.S. Securities and Exchange Commission (“SEC”) or by any state securities authority. Registration of an investment advisor does not imply any specific level of skill or training. This Disclosure Brochure provides information about RPS to assist you in determining whether to retain the Advisor. Additional information about RPS and its Advisory Persons is available on the SEC’s website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 311575. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Item 2 – Material Changes Form ADV 2 is divided into two parts: Part 2A (the "Disclosure Brochure") and Part 2B (the "Brochure Supplement"). The Disclosure Brochure provides information about a variety of topics relating to an Advisor’s business practices and conflicts of interest. The Brochure Supplement provides information about the Advisory Persons of RPS. RPS believes that communication and transparency are the foundation of its relationship with clients and will continually strive to provide you with complete and accurate information at all times. RPS encourages all current and prospective clients to read this Disclosure Brochure and discuss any questions you may have with the Advisor. There have been no material changes since our last Brochure filing and distribution to Clients – March 2023: Future Changes From time to time, the Advisor may amend this Disclosure Brochure to reflect changes in business practices, changes in regulations or routine annual updates as required by the securities regulators. This complete Disclosure Brochure or a Summary of Material Changes shall be provided to you annually and if a material change occurs. At any time, you may view the current Disclosure Brochure on-line at the SEC’s Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 311575. You may also request a copy of this Disclosure Brochure at any time by contacting the Advisor at 502-499-5668. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 2 Item 3 – Table of Contents Item 1 – Cover Page ..................................................................................................................................................... …….1 Item 2 – Material Changes ..............................................................................................................................................2 Item 3 – Table of Contents .............................................................................................................................................3 Item 4 – Advisory Services ............................................................................................................................................4 A. Firm Information .................................................................................................................................................................... 4 B. Advisory Services Offered ..................................................................................................................................................... 4 C. Client Account Management ................................................................................................................................................. 6 D. Wrap Fee Programs .............................................................................................................................................................. 7 E. Assets Under Management ................................................................................................................................................... 7 Item 5 – Fees and Compensation ..................................................................................................................................7 A. Fees for Advisory Services .................................................................................................................................................... 7 B. Fee Billing ............................................................................................................................................................................. 8 C. Other Fees and Expenses ..................................................................................................................................................... 8 D. Advance Payment of Fees and Termination .......................................................................................................................... 8 E. Compensation for Sales of Securities .................................................................................................................................... 9 Item 6 – Performance-Based Fees and Side-By-Side Management ............................................................................9 Item 7 – Types of Clients ................................................................................................................................................9 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss .................................................................. 10 A. Methods of Analysis ............................................................................................................................................................ 10 B. Risk of Loss ........................................................................................................................................................................ 10 Item 9 – Disciplinary Information ................................................................................................................................ 11 Item 10 – Other Financial Industry Activities and Affiliations ................................................................................... 11 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Person Trading ........................ 12 A. Code of Ethics ..................................................................................................................................................................... 12 B. Personal Trading with Material Interest ............................................................................................................................... 12 C. Personal Trading in Same Securities as Clients .................................................................................................................. 12 D. Personal Trading at Same Time as Client ........................................................................................................................... 13 Item 12 – Brokerage Practices .................................................................................................................................... 13 A. Recommendation of Custodian[s] ....................................................................................................................................... 13 B. Aggregating and Allocating Trades ..................................................................................................................................... 13 Item 13 – Review of Accounts .................................................................................................................................... 14 A. Frequency of Reviews ......................................................................................................................................................... 14 B. Causes for Reviews ............................................................................................................................................................ 14 C. Review Reports ................................................................................................................................................................... 14 Item 14 – Client Referrals and Other Compensation ................................................................................................. 14 A. Compensation Received by RPS ........................................................................................................................................ 14 B. Compensation for Client Referrals ...................................................................................................................................... 15 Item 15 – Custody ........................................................................................................................................................ 15 Item 16 – Investment Discretion ................................................................................................................................. 15 Item 17 – Voting Client Securities .............................................................................................................................. 15 Item 18 – Financial Information .................................................................................................................................. 15 Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 3 Item 4 – Advisory Services A. Firm Information RPS Advisory Solutions, LLC d/b/a Retirement Planning Solutions, LLC (“RPS” or the “Advisor”) is a registered investment advisor with the U.S. Securities and Exchange Commission. The Advisor is organized as a Limited Liability Company (LLC) under the laws of the Commonwealth of Kentucky. RPS was founded in January 2021 and is owned and operated by RPS Advisory Solutions, LLC, which is wholly owned by Michael Ellison. This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by RPS. B. Advisory Services Offered RPS offers investment advisory services to individuals, high net worth individuals, trusts, estates, businesses, and retirement plans (each referred to as a “Client”). They also have a division of the firm, RPS Sports Private Wealth that caters to the special needs of amateur and pro sport professionals. The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness and good faith towards each Client and seeks to mitigate potential conflicts of interest. RPS’s fiduciary commitment is further described in the Advisor’s Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Wealth Management Services RPS provides Clients with wealth management services, which generally includes a broad range of comprehensive financial planning services and access to a wealth management software in connection with discretionary management of investment portfolios. These services are described below. Investment Management Services – RPS provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary investment management and related advisory services. RPS works closely with each Client to identify their investment goals and objectives as well as risk tolerance and financial situation in order to create a portfolio strategy. RPS will then construct an investment portfolio consisting mutual funds, exchange-traded funds (“ETFs”), stocks, bonds, variable annuities and/or options to achieve the Client’s investment goals. The Advisor may retain certain types of investments based on a Client’s legacy investments based on portfolio fit and/or tax considerations. RPS’s investment strategies are primarily long-term focused, but the Advisor may buy, sell or re-allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. RPS will construct, implement and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Depending on the needs of the Client, the Advisor will manage a variable annuity to ensure the above objectives for each Client are met. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. RPS evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. RPS may recommend, on occasion, redistributing investment allocations to diversify the portfolio. RPS may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. RPS may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. At no time will RPS accept or maintain custody of a Client’s funds or securities, except for the limited authority as outlined in Item 15 – Custody. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 – Brokerage Practices. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 4 Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 5 Retirement Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is 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. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to a Client regarding a distribution from an ERISA retirement account or to roll over the assets to an IRA, or recommend a similar transaction including rollovers from one ERISA sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g. commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor will earn a new (or increase its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. Financial Planning Services – RPS will typically provide a variety of financial planning and consulting services as a part of its wealth management services or under a separate written agreement. Services are offered in several areas of a Client’s financial situation, depending on their goals and objectives. Generally, such financial planning services involve preparing a formal financial plan or rendering a specific financial consultation based on the Client’s financial goals and objectives. This planning or consulting may encompass one or more areas of need, including but not limited to, investment planning, retirement planning, personal savings, education savings, insurance needs and other areas of a Client’s financial situation. If engaged for ongoing financial planning services, depending on the scope of the contractual engagement, the Advisor offers estate planning and tax preparation services. Please see Item 10 for additional details. A financial plan developed for, or financial consultation rendered to the Client will usually include general recommendations for a course of activity or specific actions to be taken by the Client. For example, recommendations may be made that the Client start or revise their investment programs, commence or alter retirement savings, establish education savings and/or charitable giving programs. RPS may also refer Clients to an accountant, attorney or other specialists, as appropriate for their unique situation. For certain financial planning engagements, the Advisor will provide a written summary of the Client’s financial situation, observations, and recommendations. For consulting or ad-hoc engagements, the Advisor may not provide a written summary. Plans or consultations are typically completed within six (6) months of contract date, assuming all information and documents requested are provided promptly. Financial planning and consulting recommendations pose a conflict between the interests of the Advisor and the interests of the Client. For example, the Advisor has an incentive to recommend that Clients engage the Advisor for investment management services or to increase the level of investment assets with the Advisor, as it would increase the amount of advisory fees paid to the Advisor. Clients are not obligated to implement any recommendations made by the Advisor or maintain an ongoing relationship with the Advisor. If the Client elects to act on any of the recommendations made by the Advisor, the Client is under no obligation to implement the transaction through the Advisor. C. Client Account Management Prior to engaging RPS to provide investment advisory services, each Client is required to enter into one or more agreements with the Advisor that define the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include: • Establishing an Investment Strategy – RPS, in connection with the Client, will develop a strategy that seeks to achieve the Client’s goals and objectives. • Asset Allocation – RPS will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and tolerance for risk for each Client. • Portfolio Construction – RPS will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client. • Investment Management and Supervision – RPS will provide investment management and ongoing oversight of the Client’s investment portfolio. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 6 D. Wrap Fee Programs RPS includes transaction costs, custodial costs, administrative fees, and other fees and expenses (herein “Covered Costs together with its investment advisory fees. Including these fees into a single asset-based fee is considered a “Wrap Fee Program”. The Advisor customizes its investment management services for its Clients. The Advisor sponsors the RPS Wrap Fee Program solely as a supplemental disclosure regarding the combination of fees. Depending on the level of trading required for the Client’s account[s] in a particular year, the Client may pay more or less in total fees than if the Client paid its own transaction fees. Please see Appendix 1 – Wrap Fee Program Brochure, which is included as a supplement to this Disclosure Brochure. E. Assets Under Management As of December 31, 2024, RPS manages $376,782,414 in Client assets which are managed on a discretionary basis. Clients may request more current information at any time by contacting the Advisor. Item 5 – Fees and Compensation The following paragraphs detail the fee structure and compensation methodology for services provided by the Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into one or more written agreements with the Advisor. A. Fees for Advisory Services Investment Management Services Investment advisory fees are billed monthly in arrears, pursuant to the terms of the investment advisory agreement. Investment advisory fees are based on the average daily balance throughout the month. Investment advisory fees are based on the following: The account fee charged to the Client for each advisory program is negotiable, subject to a maximum account fee of 2.50%. The investment advisory fee in the first month of service is prorated from the inception date of the account[s]. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into consideration the aggregate assets under management with the Advisor. All securities held in accounts managed by RPS will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the Custodian’s valuation to ensure accurate billing. As a part of the Advisor’s investment management service, the Advisor will also charge a technology fee paid monthly, at the end of each month, pursuant to the terms of the investment management agreement. The fee is charged at a rate of up to $100 per month. This fee is negotiable at the sole discretion of the Advisor. The Advisor’s fee is exclusive of costs and expenses described in Item 5.C below, which may be incurred by the Client. Financial Planning Services RPS offers financial planning services either on an hourly basis or a fixed engagement fee. Hourly fees range up to $300 an hour. Fixed fees range from $500 to $10,000. In addition, the Advisor may also be engaged for ongoing planning support payable through a monthly fee. Annual fees are charged a fixed fee ranging from $1,200 to $4,800 which will be based on the level of services engaged, frequency of Client interactions and other factors. Fees may be negotiable based on the nature and complexity of the services to be provided and the overall relationship with the Advisor. An estimate for total hours and/or total costs will be provided to the Client prior to engaging for these services. The Advisor’s fee is exclusive of costs and expenses described in Item 5.C below, which may be incurred by the Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 7 Client. B. Fee Billing Investment Management Services Investment advisory fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at the Custodian. The Advisor shall send an invoice to the Custodian indicating the amount of the fees to be deducted from the Client’s account[s] at the respective month. The amount due is calculated by applying the monthly rate (annual rate divided by 12) to the average daily balance of each month. Clients will be provided with a statement, at least quarterly, from the Custodian reflecting deduction of the investment advisory fee. Clients provide written authorization permitting advisory fees to be deducted by RPS to be paid directly from their account[s] held by the Custodian as part of the investment advisory agreement and separate account forms provided by the Custodian. Financial Planning Services Financial planning fees may be invoiced up to fifty percent (50%) of the expected total fee upon execution of the financial planning agreement. The balance shall be invoiced upon completion of the agreed upon deliverable[s]. Ongoing financial planning fees will be invoiced monthly in arrears. C. Other Fees and Expenses Clients may incur certain fees or charges imposed by third parties in connection with investments made on behalf of the Client’s account[s]. RPS includes Covered Costs as part of its overall investment advisory fee through the RPS Wrap Fee Program. Securities transaction fees for Client-directed trades may be charged back to the Client. Please see Item 4.D. above as well as Appendix 1 – Wrap Fee Program Brochure. In addition, all fees paid to RPS for investment advisory services are separate and distinct from the expenses charged by mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are described in each fund’s prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund expenses, account administration (e.g., custody, brokerage and account reporting), and a possible distribution fee. A Client may be able to invest in these products directly, without the services of RPS, but would not receive the services provided by RPS which are designed, among other things, to assist the Client in determining which products or services are most appropriate for each Client’s financial situation and objectives. Accordingly, the Client should review both the fees charged by the fund[s] and the fees charged by RPS to fully understand the total fees to be paid. Please refer to Item 12 – Brokerage Practices for additional information. Variable Annuities - Insurance companies issuing variable annuities and variable life contracts will charge management expenses in addition to the investment advisory fee charged by RPS. In addition, variable annuity and/or variable life contract may be subject to exchange fees and surrender charges. RPS does not share in these fees charged by an insurance company. Please refer to the prospectus and respective variable annuity and/or variable life contract for more details about the insurance company’s management expenses and any exchange or surrender fees. D. Advance Payment of Fees and Termination Investment Management Services RPS may be compensated for its investment management services at the end of the month after services are rendered. Either party may terminate the investment advisory agreement, at any time, by providing advance written notice to the other party. The Client may also terminate the investment advisory agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to the point of termination and such fees will be due and payable by the Client. The Client’s investment advisory agreement with the Advisor is non-transferable without the Client’s prior consent. Financial Planning Services RPS requires an advance deposit as described above. Either party may terminate the financial planning agreement, at any time, by providing advance written notice to the other party. The Client may also terminate the financial Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 8 planning agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to the point of termination and such fees will be due and payable by the Client. Upon termination, the Client shall be billed for actual hours logged on the planning project times the contractual hourly rate or in the case of a fixed fee engagement, the percentage of the engagement scope completed by the Advisor. The Client’s financial planning agreement with the Advisor is non- transferable without the Client’s prior consent. E. Compensation for Sales of Securities Certain Advisory Persons is/are also a registered representative of Silver Oak Securities, Inc. (“Silver Oak”). Silver Oak is a registered broker-dealer (CRD# 46947), member FINRA, SIPC. Advisory Persons will implement securities transactions under Silver Oak and not through RPS. In such instances, the Advisory Person will receive commission-based compensation in connection with the purchase and sale of securities, including 12b-1 fees for the sale of investment company products. Compensation earned by the Advisory Person in one’s capacity as a registered representative is separate and in addition to the Advisor’s fees. This practice presents a conflict of interest because the Advisory Person who is a registered representative has an incentive to effect securities transactions for the purpose of generating commissions rather than solely based on the Client. Clients are not obligated to implement any recommendation provided by the Advisor nor Advisory Persons. Neither the Advisor nor Advisory Persons will earn ongoing investment advisory fees in connection with any products or services implemented in the Advisory Person’s separate capacity as a registered representative. Please see Item 10 – Other Financial Industry Activities and Affiliations. Certain Advisory Persons is/are also a registered representative of Purshe Kaplan Sterling Investments (“PKS”). PKS is a registered broker-dealer (CRD# 35747), member FINRA, SIPC. Advisory Persons will implement securities transactions under PKS and not through RPS. In such instances, the Advisory Person will receive commission-based compensation in connection with the purchase and sale of securities, including 12b-1 fees for the sale of investment company products. Compensation earned by the Advisory Person in one’s capacity as a registered representative is separate and in addition to the Advisor’s fees. This practice presents a conflict of interest because the Advisory Person who is a registered representative has an incentive to effect securities transactions for the purpose of generating commissions rather than solely based on the Client. Clients are not obligated to implement any recommendation provided by the Advisor nor Advisory Persons. Neither the Advisor nor Advisory Persons will earn ongoing investment advisory fees in connection with any products or services implemented in the Advisory Person’s separate capacity as a registered representative. Please see Item 10 – Other Financial Industry Activities and Affiliations. Item 6 – Performance-Based Fees and Side-By-Side Management RPS does not charge performance-based fees for its investment advisory services. The fees charged by RPS are as described in Item 5 above and are not based upon the capital appreciation of the funds or securities held by any Client. RPS does not manage any proprietary investment funds or limited partnerships (for example, a mutual fund or a hedge fund) and has no financial incentive to recommend any particular investment options to its Clients. Item 7 – Types of Clients RPS offers investment advisory services to individuals, high net worth individuals, trusts, estates, businesses, and retirement plans. RPS generally does not impose a minimum relationship size. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 9 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss A. Methods of Analysis RPS employs fundamental, technical, charting analysis methods in developing investment strategies for its Clients. Research and analysis from RPS are derived from numerous sources, including financial media companies, third- party research materials, Internet sources, and review of company activities, including annual reports, prospectuses, press releases and research prepared by others. Fundamental analysis utilizes economic and business indicators as investment selection criteria. This criteria consists generally of ratios and trends that may indicate the overall strength and financial viability of the entity being analyzed. Assets are deemed suitable if they meet certain criteria to indicate that they are a strong investment with a value discounted by the market. While this type of analysis helps the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in the fundamental analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. Technical analysis involves the analysis of past market data rather than specific company data in determining the recommendations made to clients. Technical analysis may involve the use of charts to identify market patterns and trends, which may be based on investor sentiment rather than the fundamentals of the company. The primary risk in using technical analysis is that spotting historical trends may not help to predict such trends in the future. Even if the trend will eventually reoccur, there is no guarantee that RPS will be able to accurately predict such a reoccurrence. Charting analysis utilizes various market indicators as investment selection criteria. These criteria are generally pricing trends that may indicate movement in the markets. Assets are deemed suitable if they meet certain criteria to indicate that they are a strong investment with a value discounted by the market. While this type of analysis helps the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in the technical and charting analysis may lose value and may have negative investment performance. The Advisor monitors these market indicators to determine if adjustments to strategic allocations are appropriate. As noted above, RPS generally employs a long-term investment strategy for its Clients, as consistent with their financial goals. RPS will typically hold all or a portion of a security for more than a year, but may hold for shorter periods for the purpose of rebalancing a portfolio or meeting the cash needs of Clients. At times, RPS may also buy and sell positions that are more short-term in nature, depending on the goals of the Client and/or the fundamentals of the security, sector or asset class. B. Risk of Loss Investing in securities involves certain investment risks. Securities may fluctuate in value or lose value. Clients should be prepared to bear the potential risk of loss. RPS will assist Clients in determining an appropriate strategy based on their tolerance for risk and other factors noted above. However, there is no guarantee that a Client will meet their investment goals. While the methods of analysis help the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in these methods of analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. Each Client engagement will entail a review of the Client's investment goals, financial situation, time horizon, tolerance for risk and other factors to develop an appropriate strategy for managing a Client's account. Client participation in this process, including full and accurate disclosure of requested information, is essential for the Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 10 analysis of a Client's account[s]. The Advisor shall rely on the financial and other information provided by the Client or their designees without the duty or obligation to validate the accuracy and completeness of the provided information. It is the responsibility of the Client to inform the Advisor of any changes in financial condition, goals or other factors that may affect this analysis. The risks associated with a particular strategy are provided to each Client in advance of investing Client accounts. The Advisor will work with each Client to determine their tolerance for risk as part of the portfolio construction process. Following are some of the risks associated with the Advisor’s investment strategies: Market Risks The value of a Client’s holdings may fluctuate in response to events specific to companies or markets, as well as economic, political, or social events in the U.S. and abroad. This risk is linked to the performance of the overall financial markets. ETF Risks The performance of ETFs is subject to market risk, including the possible loss of principal. The price of the ETFs will fluctuate with the price of the underlying securities that make up the funds. In addition, ETFs have a trading risk based on the loss of cost efficiency if the ETFs are traded actively and a liquidity risk if the ETFs has a large bid- ask spread and low trading volume. The price of an ETF fluctuates based upon the market movements and may dissociate from the index being tracked by the ETF or the price of the underlying investments. An ETF purchased or sold at one point in the day may have a different price than the same ETF purchased or sold a short time later. Mutual Fund Risks The performance of mutual funds is subject to market risk, including the possible loss of principal. The price of the mutual funds will fluctuate with the value of the underlying securities that make up the funds. The price of a mutual fund is typically set daily therefore a mutual fund purchased at one point in the day will typically have the same price as a mutual fund purchased later that same day. Options Contracts Investments in options contracts have the risk of losing value in a relatively short period of time. Option contracts are leveraged instruments that allow the holder of a single contract to control many shares of an underlying stock. This leverage can compound gains or losses. Past performance is not a guarantee of future returns. Investing in securities and other investments involve a risk of loss that each Client should understand and be willing to bear. Clients are reminded to discuss these risks with the Advisor. Item 9 – Disciplinary Information There are no legal, regulatory or disciplinary events involving RPS or management persons. RPS values the trust Clients place in the Advisor. The Advisor encourages Clients to perform the requisite due diligence on any advisor or service provider that the Client engages. The backgrounds of the Advisor or Advisory Persons are available on the Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 311575. Item 10 – Other Financial Industry Activities and Affiliations Broker-Dealer Affiliation As noted in Item 5, certain Advisory Persons are also registered representatives of Silver Oak. In one’s separate capacity as a registered representative, the Advisory Person will receive commissions for the implementation of recommendations for commissionable transactions. Clients are not obligated to implement any recommendation provided by the Advisory Person. Neither the Advisor nor the Advisory Person will earn ongoing investment Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 11 advisory fees in connection with any services implemented in the Advisory Person’s separate capacity as a registered representative. As noted in Item 5, certain Advisory Persons are also registered representatives of PKS. In one’s separate capacity as a registered representative, the Advisory Person will receive commissions for the implementation of recommendations for commissionable transactions. Clients are not obligated to implement any recommendation provided by the Advisory Person. Neither the Advisor nor the Advisory Person will earn ongoing investment advisory fees in connection with any services implemented in the Advisory Person’s separate capacity as a registered representative. Insurance Agency Affiliations Certain Advisory Persons are also licensed insurance professionals. Implementations of insurance recommendations are separate and apart from one’s role with RPS. As an insurance professional, Advisory Person may receive customary commissions and other related revenues from the various insurance companies whose products are sold. Advisory Persons are not required to offer the products of any particular insurance company. Commissions generated by insurance sales do not offset regular advisory fees. This may cause a conflict of interest in recommending certain products of the insurance companies. Clients are under no obligation to implement any recommendations made by the Advisory Persons or the Advisor. Tax Preparation and Estate Planning Services The Advisor may also assist Clients in the preparation of tax returns and estate planning as a part of the Advisor’s ongoing financial planning services, if engaged for such services, pursuant to the financial planning agreement. The cost for these services are included in the Advisor’s fees. This service is outsourced to other firms that specialize in this space, where the services will be paid solely by the Advisor. Clients are under no obligation to engage the Advisor for tax preparation and/or estate planning services. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Person Trading A. Code of Ethics RPS has implemented a Code of Ethics (the “Code”) that defines the Advisor’s fiduciary commitment to each Client. This Code applies to all persons associated with RPS (“Supervised Persons”). The Code was developed to provide general ethical guidelines and specific instructions regarding the Advisor’s duties to each Client. RPS and its Supervised Persons owe a duty of loyalty, fairness and good faith towards each Client. It is the obligation of RPS’s Supervised Persons to adhere not only to the specific provisions of the Code, but also to the general principles that guide the Code. The Code covers a range of topics that address employee ethics and conflicts of interest. To request a copy of the Code, please contact the Advisor at 502-499-5668. B. Personal Trading with Material Interest RPS allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. RPS does not act as principal in any transactions. In addition, the Advisor does not act as the general partner of a fund, or advise an investment company. RPS does not have a material interest in any securities traded in Client accounts. C. Personal Trading in Same Securities as Clients RPS allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Owning the same securities that are recommended (purchase or sell) to Clients presents a conflict of interest that, as fiduciaries, must be disclosed to Clients and mitigated through policies and procedures. As noted above, the Advisor has adopted the Code to address insider trading (material non-public information controls); gifts and entertainment; outside business activities and personal securities reporting. When trading for personal accounts, Supervised Persons have a conflict of interest if trading in the same securities. The fiduciary duty to act in the best interest of its Clients can be violated if personal trades are made with more Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 12 advantageous terms than Client trades, or by trading based on material non-public information. This risk is mitigated by RPS requiring reporting of personal securities trades by its Supervised Persons for review by the Chief Compliance Officer (“CCO”) or delegate. The Advisor has also adopted written policies and procedures to detect the misuse of material, non-public information. D. Personal Trading at Same Time as Client While RPS allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients, such trades are typically aggregated with Client orders or traded afterwards. At no time will RPS, or any Supervised Person of RPS, transact in any security to the detriment of any Client. Item 12 – Brokerage Practices A. Recommendation of Custodian[s] RPS does not have discretionary authority to select the broker-dealer/custodian for custody and execution services. The Client will engage the broker-dealer/custodian (herein the "Custodian") to safeguard Client assets and authorize RPS to direct trades to the Custodian as agreed upon in the investment advisory agreement. Further, RPS does not have the discretionary authority to negotiate commissions on behalf of Clients on a trade-by-trade basis. Where RPS does not exercise discretion over the selection of the Custodian, it may recommend the Custodian to Clients for custody and execution services. Clients are not obligated to use the Custodian recommended by the Advisor and will not incur any extra fee or cost associated with using a custodian not recommended by RPS. However, the Advisor may be limited in the services it can provide if the recommended Custodian is not engaged. RPS may recommend the Custodian based on criteria such as, but not limited to, reasonableness of commissions charged to the Client, services made available to the Client, and its reputation and/or the location of the Custodian’s offices. RPS will generally recommend that Clients establish their account[s] at Charles Schwab & Co., Inc. (“Schwab”), a FINRA-registered broker-dealer and member SIPC. Schwab will serve as the Client’s “qualified custodian”. RPS maintains an institutional relationship with Schwab, whereby the Advisor receives economic benefits from Schwab (Please see Item 14 below). Following are additional details regarding the brokerage practices of the Advisor: 1. Soft Dollars - Soft dollars are revenue programs offered by broker-dealers/custodians whereby an advisor enters into an agreement to place security trades with a broker-dealer/custodian in exchange for research and other services. RPS does not participate in soft dollar programs sponsored or offered by any broker- dealer/custodian. 2. Brokerage Referrals - RPS does not receive any compensation from any third party in connection with the recommendation for establishing an account. 3. Directed Brokerage - All Clients are serviced on a “directed brokerage basis”, where RPS will place trades within the established account[s] at the Custodian designated by the Client. Further, all Client accounts are traded within their respective account[s]. The Advisor will not engage in any principal transactions (i.e., trade of any security from or to the Advisor’s own account) or cross transactions with other Client accounts (i.e., purchase of a security into one Client account from another Client’s account[s]). RPS will not be obligated to select competitive bids on securities transactions and does not have an obligation to seek the lowest available transaction costs. These costs are determined by the Custodian. B. Aggregating and Allocating Trades The primary objective in placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results taking into account such factors as 1) price, 2) size of the order, 3) difficulty of execution, Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 13 4) confidentiality and 5) skill required of the Custodian. RPS will execute its transactions through the Custodian as authorized by the Client. RPS may aggregate orders in a block trade or trades when securities are purchased or sold through the Custodian for multiple (discretionary) accounts in the same trading day. If a block trade cannot be executed in full at the same price or time, the securities actually purchased or sold by the close of each business day must be allocated in a manner that is consistent with the initial pre-allocation or other written statement. This must be done in a way that does not consistently advantage or disadvantage any particular Clients’ accounts. Item 13 – Review of Accounts A. Frequency of Reviews Securities in Client accounts are monitored on a periodic and basis by the individual advisors. Formal reviews are conducted at least annually or more frequently depending on the needs of the Client. B. Causes for Reviews In addition to the investment monitoring noted in Item 13.A., each Client account shall be reviewed at least annually. Reviews may be conducted more frequently at the Client’s request. Accounts may be reviewed as a result of major changes in economic conditions, known changes in the Client’s financial situation, and/or large deposits or withdrawals in the Client’s account[s]. The Client is encouraged to notify RPS if changes occur in the Client’s personal financial situation that might adversely affect the Client’s investment plan. Additional reviews may be triggered by material market, economic or political events. C. Review Reports The Client will receive brokerage statements no less than quarterly from the Custodian. These brokerage statements are sent directly from the Custodian to the Client. The Client may also establish electronic access to the Custodian’s website so that the Client may view these reports and their account activity. Client brokerage statements will include all positions, transactions and fees relating to the Client’s account[s]. The Advisor may also provide Clients with periodic reports regarding their holdings, allocations, and performance. Item 14 – Client Referrals and Other Compensation A. Compensation Received by RPS Participation in Institutional Advisor Platform - Schwab RPS has established an institutional relationship with Schwab through its “Schwab Advisor Services” unit, a division of Schwab dedicated to serving independent advisory firms like RPS. As a registered investment advisor participating on the Schwab Advisor Services platform, RPS receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at Schwab. Services provided by Schwab Advisor Services benefit the Advisor and many, but not all services provided by Schwab will benefit Clients. In fulfilling its duties to its Clients, the Advisor endeavors at all times to put the interests of its Clients first. Clients should be aware, however, that the receipt of economic benefits from a custodian creates a potential conflict of interest since these benefits may influence the Advisor's recommendation of this custodian over one that does not furnish similar software, systems support, or services. Services that Benefit the Client – Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of Client’s funds and securities. Through Schwab, the Advisor may be able to access certain investments and asset classes that the Client would not be able to obtain directly or through other sources. Further, the Advisor may be able to invest in certain mutual funds and other investments without having to adhere to investment minimums that might be required if the Client were to directly access the investments. Services that May Indirectly Benefit the Client – Schwab provides participating advisors with access to technology, research, discounts and other services. In addition, the Advisor receives duplicate statements for Client accounts, the ability to deduct advisory fees, trading tools, and back office support services as part of its relationship with Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 14 Schwab. These services are intended to assist the Advisor in effectively managing accounts for its Clients, but may not directly benefit all Clients. Services that May Only Benefit the Advisor – Schwab also offers other services \ to RPS that may not benefit the Client, including: educational conferences and events, financial start-up support, consulting services and discounts for various service providers. Access to these services creates a financial incentive for the Advisor to recommend Schwab, which results in a potential conflict of interest. RPS believes, however, that the selection of Schwab as Custodian is in the best interests of its Clients. B. Compensation for Client Referrals The Advisor does not compensate, either directly or indirectly, any persons who are not supervised persons, for Client referrals. Item 15 – Custody RPS does not accept or maintain custody of any Client accounts, except for the authorized deduction of the Advisor’s fees. All Clients must place their assets with a “qualified custodian”. Clients are required to engage the Custodian to retain their funds and securities and direct RPS to utilize that Custodian for the Client’s security transactions. Clients should review statements provided by the Custodian and compare to any reports provided by RPS to ensure accuracy, as the Custodian does not perform this review. For more information about custodians and brokerage practices, see Item 12 – Brokerage Practices. If the Client gives the Advisor authority to move money from one account to another account, the Advisor may have custody of those assets. In order to avoid additional regulatory requirements, the Custodian and the Advisor have adopted safeguards to ensure that the money movements are completed in accordance with the Client’s instructions. Item 16 – Investment Discretion RPS generally has discretion over the selection and amount of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client. However, these purchases or sales may be subject to specified investment objectives, guidelines, or limitations previously set forth by the Client and agreed to by RPS. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such authority will be evidenced by the Client's execution of an investment advisory agreement containing all applicable limitations to such authority. All discretionary trades made by RPS will be in accordance with each Client's investment objectives and goals. Item 17 – Voting Client Securities RPS does not accept proxy-voting responsibility for any Client. Clients will receive proxy statements directly from the Custodian. The Advisor will assist in answering questions relating to proxies, however, the Client retains the sole responsibility for proxy decisions and voting. Item 18 – Financial Information Neither RPS, nor its management, have any adverse financial situations that would reasonably impair the ability of Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 15 RPS to meet all obligations to its Clients. Neither RPS, nor any of its Advisory Persons, have been subject to a bankruptcy or financial compromise. RPS is not required to deliver a balance sheet along with this Disclosure Brochure as the Advisor does not collect advance fees of $1,200 or more for services to be performed six months or more in the future. Retirement Planning Solutions, LLC 3432 Stony Spring Circle, Louisville, KY 40220 Phone: 502-499-5668 * Fax: 502-499-5669 Page 16