Solist Financial

Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure SOLIST WEALTH LLC d/b/a Solist Financial FIRM BROCHURE — FORM ADV PART 2A 442 W. Kennedy Blvd., Suite 290 | Tampa, FL 33606 (813) 294-3737 | Michael@SolistFinancial.com | www.solistfinancial.com CRD No. 329317 Version Date: June 5, 2026 This brochure provides information about the qualifications and business practices of Solist Wealth LLC ("Solist Wealth" or the "Firm"). If you have any questions about the contents of this brochure, please contact the Firm using the information above. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Additional information about Solist Wealth LLC is available on the SEC’s Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov. Registration as an investment adviser does not imply a certain level of skill or training. Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Item 2: Material Changes This brochure has been updated as of June 5, 2026. Since the prior brochure dated March 29, 2026, the following material changes have been made: • The firm is transitioning to registration with the United States Securities and Exchange Commission from its prior registration at the state level. Item 3: Table of Contents • • • • • • • • • • • • • • • • • • Item 1: Cover Page Item 2: Material Changes Item 3: Table of Contents Item 4: Advisory Business Item 5: Fees and Compensation Item 6: Performance-Based Fees and Side-By-Side Management Item 7: Types of Clients Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss Item 9: Disciplinary Information Item 10: Other Financial Industry Activities and Affiliations Item 11: Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading Item 12: Brokerage Practices Item 13: Review of Accounts Item 14: Client Referrals and Other Compensation Item 15: Custody Item 16: Investment Discretion Item 17: Voting Client Securities (Proxy Voting) Item 18: Financial Information Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Item 4: Advisory Business A. Description of the Advisory Firm Solist Wealth LLC (the “Firm”) is a Florida limited liability company formed on November 15, 2023. The Firm conducts its advisory business under the trade name Solist Financial. The Firm’s CRD number is 329317. Michael Rosenbach is the Founder, Chief Executive Officer, and Chief Compliance Officer, and serves as the sole management person responsible for the Firm’s investment advisory activities. B. Types of Advisory Services The Firm provides the following types of investment advisory services: Portfolio Management The Firm provides ongoing, discretionary portfolio management services to individuals, families, and institutional clients based on each client’s investment objectives, time horizon, liquidity requirements, tax considerations, and risk tolerance. Client accounts are monitored on a continuous basis and portfolios are adjusted when appropriate in response to changes in market conditions, client circumstances, or investment outlook. Portfolio management services include: Investment strategy development and implementation • • Asset allocation and security selection • Ongoing risk assessment and portfolio monitoring • Coordination of investment decisions with the client’s broader financial circumstances Pension Consulting The Firm provides consulting and portfolio management services to pension and profit-sharing plans and other employee benefit plans. Pension consulting services may include identification of investment objectives, analysis of investment options and managers, ongoing monitoring of plan investments, and recommendations regarding plan service providers. Financial Planning Financial planning services may address investment planning, retirement planning, insurance review, education planning, tax-sensitive coordination, debt management, cash flow analysis, and other matters relevant to a client’s financial circumstances. Financial planning is typically provided as part of an integrated advisory relationship rather than as a separately billed standalone engagement. Services Limited to Certain Types of Investments The Firm generally provides advice with respect to equities (including exchange-listed and non-exchange-traded equities), exchange-traded funds (ETFs), fixed income securities, U.S. government and agency bonds, municipal bonds, investment-grade and non-investment-grade corporate bonds, structured products, private placements, pooled investment vehicles, annuities and other insurance-related investment products, real estate-related securities and funds, digital assets, non-U.S. securities, and cash or cash equivalents, when consistent with a client’s objectives. Please see Item 5.J. of the Firm’s Form ADV Part 1, which indicates that the Firm provides investment advice only with respect to certain limited types of investments. Client-Tailored Services and Restrictions The Firm tailors advisory services to the individual needs of each client. At the outset of the advisory relationship, the Firm works with each client to understand their investment objectives, risk tolerance, time horizon, tax circumstances, and any specific restrictions or preferences the client wishes to impose. Clients may impose reasonable restrictions on the Firm’s discretionary authority, including restrictions on specific securities, issuers, sectors, or strategies. The Firm reserves the right to decline or terminate an engagement if client-imposed restrictions would prevent the Firm from effectively managing the account in the client’s interest. Wrap Fee Programs The Firm does not participate in wrap fee programs. Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Assets Under Management The Firm manages client assets as set forth below. All assets are managed on a fully discretionary basis. Discretionary AUM Non-Discretionary AUM As of $130,131,318 $0 May 31, 2026 Item 5: Fees and Compensation A. Fee Schedule The Firm is compensated primarily through an annual advisory fee calculated as a percentage of assets under management. Advisory fees are negotiable based on the scope and complexity of services, the nature of the client relationship, account type, household size, and other relevant factors. The applicable fee schedule is set forth in each client’s advisory agreement. Portfolio Management Fees Total Assets Under Management Annual Advisory Fee $0 – $499,999 1.30% $500,000 – $999,999 1.15% $1,000,000 – $2,499,999 1.00% $2,500,000 – $4,999,999 0.90% $5,000,000 – $9,999,999 0.80% $10,000,000 – $14,999,999 0.70% $15,000,000 – $24,999,999 0.50% $25,000,000 and above 0.40% Pension Consulting Fees Pension consulting and plan advisory engagements generally follow the asset-based fee schedule above unless otherwise agreed in writing. Minimum Advisory Fee The Firm generally maintains a minimum annual advisory fee of $7,500, which may be waived or modified at the Firm’s discretion based on account size, household relationship, or other circumstances. Financial Planning The Firm does not charge a separate standalone fee for financial planning when planning services are provided as part of an ongoing advisory relationship. B. Payment of Fees Asset-based advisory fees are generally billed quarterly in advance and are deducted directly from the client’s custodial account pursuant to the client’s written authorization. Fees are generally calculated based on the market value of account assets as of the last business day of the prior calendar quarter. The advisory agreement governs the specific billing methodology applicable to each client. C. Client Responsibility for Third-Party Fees Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Clients are responsible for all fees and expenses charged by third parties in connection with their accounts. These include, but are not limited to, custodian account fees, brokerage commissions and transaction charges, mutual fund and ETF expense ratios, and other investment-related costs. Such fees are separate from, and in addition to, the Firm’s advisory fee, and are not received by the Firm. D. Prepayment of Fees If the advisory relationship is terminated, any fees paid in advance but not yet earned will be refunded to the client on a prorated basis calculated from the date of termination to the end of the applicable billing period. E. Outside Compensation for the Sale of Securities or Other Investment Products The Firm itself does not receive sales charges, 12b-1 fees, or commissions in connection with the purchase or sale of securities in its capacity as an investment adviser. However, clients should be aware of the following outside compensation arrangements that create conflicts of interest: CONFLICT OF INTEREST: Michael Rosenbach, the Firm’s sole principal, is the controlling member of Solist Insurance LLC, Solist Lending LLC, and Solist Capital LLC. He personally receives (1) insurance commissions in connection with insurance products sold to clients through Solist Insurance LLC, and (2) profit distributions from each affiliated entity. Solist Capital LLC receives management fees and carried interest from private investment vehicles recommended to clients. These compensation arrangements give Mr. Rosenbach a direct financial incentive to recommend affiliated products and services. Clients are not obligated to use any affiliated entity and may obtain comparable services from unaffiliated providers. These conflicts are described further in Items 10, 11, and 14 of this brochure. Item 6: Performance-Based Fees and Side-By-Side Management The Firm does not charge performance-based fees or fees calculated as a share of capital gains or capital appreciation of any client’s assets. The Firm does not engage in side-by-side management of accounts that are charged performance-based fees and accounts that are not. Note: Solist Capital LLC, an affiliated entity under common control with the Firm, sponsors and manages private investment vehicles that may charge management fees and/or carried interest to investors in those vehicles. Those charges are assessed at the affiliate level on investors who elect to participate in such vehicles and are not advisory fees charged by the Firm. The conflicts associated with these vehicles are described in Items 10 and 11. Item 7: Types of Clients The Firm generally provides investment advisory services to the following types of clients, consistent with the Firm’s Form ADV Part 1 (Item 5.D.): Individuals (other than high-net-worth individuals) • • High-net-worth individuals • Pension and profit-sharing plans • Business entities and related trusts and estates As of the most recent annual updating amendment, the Firm serves approximately 79 advisory clients with assets under management (56 individuals, 22 high-net-worth individuals, and 1 pension plan). The Firm generally seeks household relationships of $1,000,000 or more in assets under management, although the Firm may accept accounts below this level at its discretion. In addition, the Firm provided financial planning services to 1–10 clients during the most recently completed fiscal year. Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Item 8: Methods of Analysis, Investment Strategies, and Risk of Loss A. Methods of Analysis and Investment Strategies The Firm uses a combination of analytical approaches in evaluating investments and constructing client portfolios. These may include: • Fundamental analysis: evaluation of issuer financial condition, earnings, and competitive positioning • Technical and chart-based analysis: assessment of price trends and market patterns • Quantitative analysis: use of data models to assess risk, return characteristics, and portfolio construction • Cyclical and macroeconomic analysis: consideration of broader economic conditions and market cycles The Firm may employ long-term investment strategies and, where appropriate and consistent with a client’s objectives and risk tolerance, may utilize margin, options, structured products, private placements, pooled investment vehicles, and digital assets. Not all strategies or instruments are suitable for all clients. B. Material Risks Investing in securities involves risk of loss that clients should be prepared to bear. The Firm does not guarantee that any investment strategy will achieve its objectives. Material risks associated with the Firm’s methods of analysis and strategies include: Interest rate risk: fixed income securities are sensitive to changes in interest rates Liquidity risk: certain investments, including private placements and structured products, may be illiquid Leverage risk: use of margin or leverage can amplify losses • Market risk: the value of securities may decline due to economic, market, or issuer-specific conditions • • Credit risk: issuers may default on obligations • • • Model risk: quantitative models may be impaired by flawed design, data errors, or changing market conditions • Concentration risk: portfolios concentrated in specific sectors or issuers may experience heightened volatility • Digital asset risk: digital assets involve unique risks including extreme volatility, regulatory uncertainty, and potential for total loss • Private investment risk: private placements and alternative investments involve heightened valuation, illiquidity, and counterparty risks C. Risks of Specific Securities Utilized The Firm may recommend or invest in equities, fixed income instruments, ETFs, mutual funds, real estate-related securities, annuities, private placements, pooled investment vehicles, structured products, options, digital assets, and non-U.S. securities. Each of these instrument types carries unique risk characteristics. Past performance is not indicative of future results. Clients should carefully review the risks applicable to each investment prior to committing capital. Item 9: Disciplinary Information Registered investment advisers are required to disclose certain legal and disciplinary events that are material to a client’s evaluation of the Firm or its management persons. The following disclosures apply to the Firm and its sole management person, Michael Rosenbach. A. Criminal or Civil Actions Neither the Firm nor Mr. Rosenbach has any criminal or civil actions to report. B. Administrative Proceedings Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Neither the Firm nor Mr. Rosenbach is or has been the subject of any administrative proceeding before the SEC, CFTC, or any state regulatory authority. C. Self-Regulatory Organization Proceedings Prior to founding the Firm, Mr. Rosenbach was discharged from a prior employer in connection with internal concerns unrelated to client harm. FINRA reviewed the matter and closed its inquiry without findings of wrongdoing, sanctions, or formal enforcement action. Mr. Rosenbach remains in good standing, and the Firm does not believe this matter is material to a client’s evaluation of the Firm’s integrity or advisory services. Clients and prospective clients may obtain additional information regarding any supervised person’s disciplinary history through FINRA’s BrokerCheck at www.finra.org/brokercheck or through the SEC’s Investment Adviser Public Disclosure database at www.adviserinfo.sec.gov. Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure Item 10: Other Financial Industry Activities and Affiliations A. Broker-Dealer and Registered Representative Activity The Firm is not registered as a broker-dealer. Michael Rosenbach, the Firm’s sole principal, is a registered representative of a broker-dealer. He is the one supervised person of the Firm registered in that capacity, consistent with the Firm’s Form ADV Part 1 (Item 5.B.(2)). In his capacity as a registered representative, Mr. Rosenbach may receive commissions in connection with securities transactions executed outside of the advisory relationship. This arrangement creates a conflict of interest because Mr. Rosenbach has a financial incentive to recommend transactions that generate commissions rather than transactions that are solely in the client’s best interest. Clients are not required to execute transactions through any broker-dealer with which Mr. Rosenbach is affiliated. B. Futures, Commodity, and Swap Registrations Neither the Firm nor any of its management persons is registered as a futures commission merchant, commodity pool operator, or commodity trading adviser. C. Affiliated Entities and Conflicts of Interest The Firm is under common ownership and control with the following affiliated entities. Each entity is separately organized but shares supervised persons and physical office space with the Firm. Clients should carefully consider the conflicts of interest described below. Solist Capital LLC Solist Capital LLC is an affiliated entity under common control with the Firm. Solist Capital LLC serves as the sponsor and general partner or managing member of one or more private investment vehicles (each, an “SPV”) that invest primarily in late-stage venture capital opportunities. The SPVs are offered to investors pursuant to Rule 506 of Regulation D under the Securities Act of 1933, and are therefore available only to accredited investors as defined under applicable SEC rules. The Firm may recommend participation in these vehicles to eligible advisory clients. CONFLICT OF INTEREST: Solist Capital LLC receives management fees and/or carried interest from the private investment vehicles it manages. Michael Rosenbach, as the controlling member of Solist Capital LLC, benefits economically from investor participation in these vehicles. The Firm therefore has a direct financial incentive to recommend that clients invest in affiliated private investment vehicles. Clients are not obligated to participate in any affiliated private investment vehicle and may seek comparable opportunities from unaffiliated sources. Clients should review all fund-level offering documents carefully before investing. Solist Insurance LLC Solist Insurance LLC is an affiliated entity under common control with the Firm. Solist Insurance LLC provides insurance brokerage services, including life insurance, health insurance, annuity products, and property and casualty insurance. CONFLICT OF INTEREST: Michael Rosenbach personally receives insurance commissions in connection with insurance products sold through Solist Insurance LLC. He also receives profit distributions from Solist Insurance LLC as its controlling member. The Firm therefore has a direct financial incentive to recommend insurance products available through Solist Insurance LLC rather than unaffiliated providers. Clients are not required to purchase insurance through Solist Insurance LLC and may obtain insurance products from unaffiliated providers. Solist Lending LLC Solist Lending LLC is an affiliated entity under common control with the Firm. Solist Lending LLC is a licensed mortgage broker registered with the Nationwide Multistate Licensing System (NMLS) and provides residential and commercial mortgage brokerage and related real estate lending services. CONFLICT OF INTEREST: Michael Rosenbach receives profit distributions from Solist Lending LLC as its controlling member. The Firm therefore has a financial incentive to refer clients to Solist Lending LLC for mortgage and lending services. Clients are not required to use Solist Lending LLC and may obtain mortgage and lending services from unaffiliated providers. D. Selection of Third-Party Managers and Private Fund Investments Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure The Firm may, in appropriate circumstances and consistent with a client’s investment objectives, recommend third-party investment managers, private fund managers, or affiliated private investment vehicles. Any recommendation involving an affiliated entity is subject to the conflict of interest disclosures set forth above. Clients should inquire about the specific terms, fees, and risks applicable to any recommended investment before committing capital. Item 11: Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading A. Code of Ethics The Firm has adopted a written Code of Ethics pursuant to Rule 204A-1 under the Investment Advisers Act of 1940 (and applicable state equivalent). The Code is designed to address the Firm’s fiduciary obligations and governs matters including personal securities transactions, conflicts of interest, gifts and entertainment, confidentiality of client information, insider trading prohibitions, and compliance with applicable laws and regulations. A copy of the Code of Ethics is available to any client or prospective client upon request. B. Recommendations Involving Material Financial Interests The Firm and its affiliates may have a direct financial interest in certain investments or products recommended to clients. In particular: • The Firm may recommend that eligible clients invest in private investment vehicles sponsored and managed by Solist Capital LLC, an affiliated entity. Solist Capital LLC receives management fees and/or carried interest from those vehicles, and Michael Rosenbach, as controlling member of Solist Capital LLC, benefits directly from client investment in such vehicles. • The Firm may recommend insurance products available through Solist Insurance LLC, in connection with which Mr. Rosenbach personally receives insurance commissions and profit distributions. • The Firm may refer clients to Solist Lending LLC for mortgage and lending services, in connection with which Mr. Rosenbach receives profit distributions. These arrangements represent material conflicts of interest. The Firm addresses these conflicts through the disclosure set forth in this brochure and by seeking at all times to act in each client’s best interest. Clients are not obligated to use any affiliated entity or product and should evaluate all recommended investments and services independently. C. Personal Trading Supervised persons of the Firm may buy or sell for their own accounts securities that are also held in or recommended for client accounts. Personal trading can give rise to conflicts of interest if advisory personnel benefit from transactions in the same securities as clients, particularly if personal transactions are executed at more favorable prices or timing than client transactions. The Firm seeks to mitigate these conflicts through its Code of Ethics, which includes pre-clearance requirements, personal account reporting obligations, and restrictions on trading in securities that are actively being considered for client accounts. Personal securities transactions are reviewed by the Chief Compliance Officer to identify potential conflicts. D. Trading at or Around the Same Time as Clients Supervised persons may buy or sell securities for their own accounts at or around the same time as transactions are being executed for client accounts. The Firm maintains policies and procedures designed to ensure that personal trading does not disadvantage clients and that client accounts are treated equitably. Item 12: Brokerage Practices Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure A. Selection of Custodians and Broker-Dealers The Firm generally recommends Charles Schwab & Co., Inc. (“Schwab”) as the primary custodian for client assets. Schwab is a registered broker-dealer and is not a related person of the Firm. As of the most recent annual updating amendment, Schwab holds approximately $86,208,399 of the Firm’s client assets under management. In selecting custodians, the Firm evaluates factors including execution quality and capability, custody services, technology and reporting, financial stability, client service quality, breadth of available investment products, and overall value of the custodial platform. The Firm is not required to select the custodian offering the lowest transaction cost in all circumstances. Certain client accounts holding digital assets are custodied at Gemini Trust Company, LLC (“Gemini”), a digital asset custodian. As of the most recent annual updating amendment, Gemini holds approximately $4,040,984 of the Firm’s client assets. Gemini is also a third-party unaffiliated recordkeeper. 1. Research and Other Benefits (Soft Dollars) The Firm does not participate in a formal soft-dollar program. However, Schwab and other custodians may make available to the Firm, without additional charge, products and services that benefit the Firm in connection with its advisory business. These may include access to technology platforms, market data, research tools, compliance resources, and practice management support. Such benefits are generally made available broadly to advisory firms using the custodian’s platform and are not conditioned on any specific commitment to direct client transactions. The availability of these benefits may nonetheless influence the Firm’s recommendation to use Schwab as custodian, which represents a potential conflict of interest. The Firm receives research and other products or services from Schwab that qualify as eligible “research or brokerage services” under Section 28(e) of the Securities Exchange Act of 1934. 2. Brokerage for Client Referrals The Firm does not receive client referrals from any broker-dealer or third party in exchange for directing client transactions to that broker-dealer. 3. Directed Brokerage The Firm may permit a client to direct brokerage to a specific broker-dealer or custodian. When a client directs brokerage, the Firm may be unable to obtain the same execution quality, pricing efficiency, or block trading opportunities available for accounts over which the Firm has full brokerage discretion. Clients who direct brokerage should consider whether doing so is consistent with their interests. B. Aggregation of Orders When consistent with the Firm’s obligation to seek best execution, the Firm may aggregate purchase or sale orders for multiple client accounts in order to obtain more favorable execution terms or equitable treatment among participating accounts. Where orders are aggregated, the price paid or received and transaction costs are generally allocated pro rata among participating accounts. The Firm is not obligated to aggregate orders in all circumstances. Item 13: Review of Accounts A. Frequency and Nature of Reviews Client accounts are reviewed at least annually and more frequently as warranted by client circumstances or market conditions. Account reviews generally consider portfolio composition and performance, risk profile, asset allocation, investment suitability, and any changes in the client’s objectives, financial circumstances, or instructions. B. Factors Triggering Additional Reviews Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2A | Firm Brochure In addition to scheduled annual reviews, additional account reviews may be triggered by material changes in market conditions, significant economic or geopolitical developments, changes in a client’s financial condition, employment status, liquidity needs, investment objectives, or estate circumstances. C. Reports Provided to Clients Clients receive account statements directly from their qualified custodian at least quarterly. These statements reflect all account activity, positions, and fee deductions during the applicable period. Clients are encouraged to review custodian statements carefully and to compare them against any supplemental reports or invoices provided by the Firm. The Firm may also provide periodic portfolio review materials or other reporting as part of the advisory relationship. Item 14: Client Referrals and Other Compensation A. Economic Benefits from Third Parties As described in Item 12, the Firm may receive products and services from custodians such as Schwab that provide an economic benefit to the Firm. The receipt of these benefits may influence the Firm’s recommendation of Schwab as custodian, which represents a conflict of interest. In addition, affiliated entities under common control with the Firm—Solist Capital LLC, Solist Insurance LLC, and Solist Lending LLC—may receive compensation in connection with services provided to or on behalf of advisory clients. This compensation may include: • Management fees and carried interest received by Solist Capital LLC from affiliated private investment • vehicles recommended to clients Insurance commissions personally received by Michael Rosenbach in connection with insurance products sold through Solist Insurance LLC • Profit distributions received by Michael Rosenbach from Solist Insurance LLC and Solist Lending LLC in connection with services provided to clients These arrangements are described in detail in Items 5(E), 10, and 11 of this brochure. They represent material conflicts of interest that clients should consider when evaluating recommendations made by the Firm. B. Compensation for Client Referrals The Firm does not directly or indirectly compensate any person who is not an advisory employee of the Firm for referring clients to the Firm. If the Firm enters into a referral arrangement in the future, such arrangement will be structured and disclosed in accordance with applicable law. Item 15: Custody The Firm is deemed to have limited custody of client assets because it deducts advisory fees directly from client custodial accounts pursuant to written client authorization in accordance with the applicable advisory agreement. In connection with this fee-deduction arrangement, the Firm confirms the following: • The Firm sends a copy of each advisory fee invoice to the custodian at the same time the invoice is sent to the client. • The custodian sends quarterly account statements to each client that reflect all account activity, positions, and fee deductions during the applicable period. • Clients provide written authorization permitting the Firm to be paid directly from their custodial accounts. Clients are encouraged to carefully review custodian statements each quarter and to compare them against any invoices or reports received from the Firm. If a client identifies any discrepancy, the client should contact the Firm Confidential — For Client Use Only Confidential — For Client Use Only  Solist Wealth LLC | d/b/a Solist Financial | Form ADV Part 2B | Brochure Supplement — Michael Rosenbach promptly. The qualified custodians for the Firm’s client assets are Charles Schwab & Co., Inc. and Gemini Trust Company, LLC. The Firm itself does not maintain physical custody of client funds or securities. As disclosed in Item 10, the Firm’s principal, Michael Rosenbach, serves as general partner or managing member of private investment vehicles sponsored by affiliated entity Solist Capital LLC. To the extent the Firm or any affiliated entity acts in a capacity that creates custody with respect to pooled investment vehicle assets, additional custody-related safeguards may apply. Item 16: Investment Discretion The Firm provides investment management services on a fully discretionary basis. All $90,249,383 of client assets under management is managed on a discretionary basis, and the Firm currently manages no client assets on a non-discretionary basis, consistent with the Firm’s Form ADV Part 1 (Item 5.F.). Where discretionary authority has been granted, the Firm may determine the securities to be bought or sold for a client’s account, the amount of securities to be bought or sold, and the timing of transactions, without obtaining the client’s prior approval for each individual transaction. Discretionary authority is granted by the client through execution of the advisory agreement and is subject to any written restrictions or instructions provided by the client. Item 17: Voting Client Securities (Proxy Voting) The Firm does not accept authority to vote proxies on behalf of advisory clients. Clients retain the right to vote all proxies related to securities held in their accounts. Proxy materials are distributed directly to clients by the issuer, transfer agent, or custodian. Clients who have questions about proxy materials should contact the relevant issuer or their custodian directly. The Firm does not advise clients on how to vote proxies. Item 18: Financial Information A. Balance Sheet The Firm does not require or solicit prepayment of more than $1,200 in advisory fees per client, six months or more in advance. Accordingly, the Firm is not required to include a balance sheet with this brochure. B. Financial Conditions Reasonably Likely to Impair Ability to Meet Contractual Commitments The Firm is not aware of any financial condition that is reasonably likely to impair its ability to meet its contractual commitments to clients. C. Bankruptcy The Firm has not been the subject of a bankruptcy petition within the past ten years. Confidential — For Client Use Only | This supplement must be accompanied by the Firm’s Part 2A Brochure