SUNPOINTE, LLC

Sunpointe, LLC Form ADV Part 2A – Disclosure Brochure Effective: May 20, 2025 This Form ADV Part 2A (“Disclosure Brochure”) provides information about the qualifications and business practices of Sunpointe, LLC (“Sunpointe” or the “Advisor”). If you have any questions about the content of this Disclosure Brochure, please contact the Advisor at (314) 880-0821. Sunpointe is a registered investment advisor the U.S. Securities and Exchange Commission. The information in this Disclosure Brochure has not been approved or verified by the 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 Sunpointe to assist you in determining whether to retain the Advisor. Additional information about Sunpointe 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# 282505. Sunpointe, LLC 8301 Maryland Avenue, Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com  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 Sunpointe, which is provided separately. Sunpointe 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. Sunpointe encourages all current and prospective clients to read this Disclosure Brochure and discuss any questions you may have with the Advisor. Material Changes The following material changes have been made to this Disclosure Brochure since the annual amendment filing on February 24, 2025. • The Advisor now requires a minimum relationship size. Please see Item 7 for additional information. • Certain Advisory Persons are also licensed as independent insurance professionals. Please see Item 5E and Item 10 for additional information. 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# 282505. You may also request a copy of this Disclosure Brochure at any time by contacting the Advisor at (314) 880-0821. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com 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 ................................................................................................................... 9 E. Compensation for Sales of Securities ............................................................................................................................. 9 Item 6 – Performance-Based Fees and Side-By-Side Management ................................................................. 10 Item 7 – Types of Clients....................................................................................................................................... 10 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ......................................................... 10 A. Methods of Analysis ...................................................................................................................................................... 10 B. Risk of Loss ................................................................................................................................................................... 11 Item 9 – Disciplinary Information ......................................................................................................................... 13 Item 10 – Other Financial Industry Activities and Affiliations .......................................................................... 13 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ............... 13 A. Code of Ethics ............................................................................................................................................................... 13 B. Personal Trading with Material Interest ......................................................................................................................... 13 C. Personal Trading in Same Securities as Clients ......................................................................................................... 133 D. Personal Trading at Same Time as Client .................................................................................................................... 14 Item 12 – Brokerage Practices ............................................................................................................................. 14 A. Recommendation of Custodian[s] ................................................................................................................................. 14 B. Aggregating and Allocating Trades ............................................................................................................................... 15 Item 13 – Review of Accounts .............................................................................................................................. 15 A. Frequency of Reviews ................................................................................................................................................... 15 B. Causes for Reviews ...................................................................................................................................................... 15 C. Review Reports ............................................................................................................................................................. 15 Item 14 – Client Referrals and Other Compensation ......................................................................................... 15 A. Compensation Received by Sunpointe ......................................................................................................................... 15 B. Compensation for Client Referrals ................................................................................................................................ 16 Item 15 – Custody .................................................................................................................................................. 16 Item 16 – Investment Discretion ........................................................................................................................... 16 Item 17 – Voting Client Securities ........................................................................................................................ 17 Item 18 – Financial Information ............................................................................................................................ 17 Privacy Policy......................................................................................................................................................... 18 Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 3  Item 4 – Advisory Services A. Firm Information Sunpointe, LLC (“Sunpointe” 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 State of Missouri. Sunpointe was founded in December 2015 and is wholly owned by Sunpointe Financial Holdings, LLC, which is wholly owned by Pompian, LLC. The Advisor is operated by Michael Pompian (Managing Principal, Founder and Chief Investment Officer), John Dwyer (Managing Director) and Angela Pompian (Chief Compliance Officer). This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by Sunpointe. For information regarding this Disclosure Brochure, please contact Angela Pompian, Chief Compliance Officer, at (314) 880-0821 or by email at angela@sunpointeinvestments.com. B. Advisory Services Offered Sunpointe offers investment advisory services to individuals, high net worth individuals, trusts, estates, charitable organizations, and business entities each referred to as a “Client”). 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. Sunpointe'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. Investment Services Sunpointe provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary and non-discretionary investment management and related advisory services. Sunpointe 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. The Advisor may retain certain types of investments in a Client’s legacy investment account based on portfolio fit and/or tax considerations, or other reasons as identified between the Advisor and the Client. The Advisor’s portfolio management process is guided by the following core tenets: 1. Managing Behavior Helps Enhance Investment Results 2. History Informs but Does Not Guide the Future 3. A Blend of Active and Passive Investing Helps Achieve a Desirable Solution 4. Invest With a “Margin of Protection” When Considering Valuations of Asset Classes Sunpointe will construct a portfolio, generally by gaining exposure through investment vehicles, across the following asset classes: • Domestic and International Fixed Income • Domestic and International Equity Securities • Emerging Market Equity • Hedge Funds • Equity Long/Short • Private Equity • Master Limited Partnerships (MLPs) • Real Estate • Natural Resources Sunpointe’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. Sunpointe will construct, implement and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. 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. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 4  Sunpointe evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process or those due diligence services it contracts with other investment research providers. Sunpointe may recommend, on occasion, redistributing investment allocations to diversify the portfolio. Sunpointe 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. Sunpointe 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 or generating cash to meet Client needs. Under certain circumstances, Sunpointe may accept or maintain custody of Client’s funds or securities. Please see Item 15 – Custody for more information. Retirement Accounts – When deemed to be in the Client’s best interest, the Advisor will recommend that a Client take a distribution from an ERISA sponsored plan or to roll over the assets to Individual Retirement Accounts (“IRAs”), 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). In such instances, the Advisor will serve as an investment fiduciary as that term is defined under The Employee Retirement Income Security Act of 1974 (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. 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 Sunpointe will typically provide a variety of financial planning services to Clients, pursuant to a written financial planning 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 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. 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. Sunpointe may also refer Clients to an accountant, attorney or other specialists, as appropriate for their unique situation. The Advisor may also leverage a third party for estate planning services under a separate agreement. 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. Sunpointe also advises business owners on tax strategies, maximizing retirement plans and other business ownership financial advice. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 5  Family Office and Consulting Services Sunpointe advises family offices and UHNW clients with additional services beyond investment advice and financial planning. For these clients, Sunpointe offers advice on matters such as philanthropy, family governance, tax planning, trust and estate planning, bill pay services, operations, family meetings and in-depth investment policy statement creation. Additionally, Sunpointe utilizes investment strategies that cater to wealthy families such as tax loss harvesting, private equity and venture capital, private debt and enhanced cash strategies. Sunpointe will provide these services as a retainer/flat fee or as part of an investment advisory relationship (or both). Use of Independent Managers Sunpointe will recommend that Clients utilize one or more unaffiliated investment managers or investment platforms (collectively “Independent Managers”) for all or a portion of a Client’s investment portfolio, based on the Client’s needs and objectives. The Advisor will perform initial and ongoing oversight and due diligence over each Independent Manager to ensure the strategy remains aligned with Client’s investment objectives and overall best interests. The Advisor will also assist the Client in the development of the initial policy recommendations and managing the ongoing Client relationship. The Client will be provided with the Independent Manager's Form ADV Part 2A - Disclosure Brochure (or a brochure that makes the appropriate disclosures). Retirement Plan Advisory Services Sunpointe provides retirement plan advisory services on behalf of the retirement plans (each a “Plan”) and the company (the “Plan Sponsor”). The Advisor’s retirement plan advisory services are designed to assist the Plan Sponsor in meeting its fiduciary obligations to the Plan and its Plan Participants. Each engagement is customized to the needs of the Plan and Plan Sponsor. Services generally include: Investment Policy Statement (“IPS”) Design and Monitoring Investment Oversight Services (ERISA 3(21)) ● Vendor Analysis ● Plan Participant Enrollment and Education Tracking ● ● ● Performance Reporting ● Ongoing Investment Recommendation and Assistance These services are provided by Sunpointe serving in the capacity of fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). In accordance with ERISA Section 408(b)(2), the Plan Sponsor is provided with a written description of Sunpointe’s fiduciary status, the specific services to be rendered and all direct and indirect compensation the Advisor reasonably expects under the engagement. C. Client Account Management Prior to engaging Sunpointe 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 – Sunpointe, in connection with the Client, will develop a strategy that seeks to achieve the Client’s goals and objectives. • Asset Allocation –Sunpointe develops strategic asset allocations for Clients with the following key aspects: 1. Maintain an appropriate time horizon and risk tolerance level for each client 2. Starting valuations matter 3. Diversification manages risk: uncorrelated strategies help during market volatility 4. Employ systematic risk management strategies where appropriate • Portfolio Construction – Sunpointe will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client. • Investment Management and Supervision – Sunpointe will provide investment management and ongoing oversight of the Client’s investment portfolio. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 6  D. Wrap Fee Programs Sunpointe does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by Sunpointe. E. Assets Under Management As of December 31, 2024, Sunpointe manages $559,202,794 in Client assets, $479,114,711 of which are managed on a discretionary basis and $80,088,083 on a non-discretionary basis. The Advisor has assets under advisement of $3,631,211,087. as of December 31, 2024. 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 more written agreements with the Advisor. A. Fees for Advisory Services Investment Management and Consulting Services Investment advisory fees are paid quarterly, in advance of each calendar quarter, pursuant to the terms of the investment advisory agreement. Investment advisory fees are based on the market value of assets under management at the end of the prior calendar quarter. Investment advisory fees range up to 1.50%. Sunpointe offers investment management services for assets under management and investment consulting services for assets under advisement for a fixed engagement fee ranging from $20,000 to $600,000 per year, charged quarterly. Fees may be negotiable based on the nature and complexity of the services to be provided and the overall relationship with the Advisor. Fixed fees charged for assets under management will never exceed the fee schedule above. Certain legacy engagements may have fees that differ from the above fee schedule. All securities held in accounts managed by Sunpointe will be independently valued by the Custodian. Sunpointe will conduct periodic reviews of the Custodian’s valuations to ensure accurate billing. The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and other related costs and expenses described in Item 5.C below, which may be incurred by the Client. However, the Advisor shall not receive any portion of these commissions, fees, and costs. Financial Planning Services Sunpointe offers financial planning services for a fixed annual engagement fee ranging from $5,000 and up, per engagement. Fees may be negotiable based on the nature and complexity of the services to be provided and the overall relationship with the Advisor. Family Office Services Sunpointe provides comprehensive wealth planning and administrative coordination services. These services include liquidity and multi-year budgeting analysis, tax trust and estate coordination, multi-generational charitable planning, family governance and education sessions, and consolidated performance reporting across legal entities and account owners. Sunpointe also offers custom investment research and due diligence, as well as direct private investment activities. In addition to investment advisory fees, a quarterly fixed retainer fee is based on the advisory fee. Use of Independent Managers As noted in Item 4, the Advisor may implement all or a portion of a Client’s investment portfolio utilizing one or more Independent Managers. To eliminate any conflict of interest, the Advisor does not earn any compensation from an Independent Manager. The Advisor will only earn its investment advisory fee as described above. The Advisor will allocate a portion of the advisory fee collected to the Independent Manager pursuant to the terms of the executed agreement between the Advisor and the Independent Manager. The total blended fee, including the Advisor’s fee and the Independent Manager’s fee, will not exceed 2.00% annually. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 7  Retirement Plan Advisory Services Fees for retirement plan advisory services are charged an annual asset-based fee of up to 1.00% and are billed in advance pursuant to the terms of the retirement plan advisory agreement. Retirement plan advisory fees are based on the market value of assets under management at the end of the prior calendar quarter. Fees may be negotiable depending on the size and complexity of the Plan. B. Fee Billing Investment Management and Consulting 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 beginning of the respective quarter. The amount due is calculated by applying the quarterly rate (annual rate divided by 4) to the total assets under management with Sunpointe at the end of the prior quarter. Clients will be provided with a statement, at least quarterly, from the Custodian reflecting deduction of the investment advisory fee. Clients are urged to also review and compare the statement provided by the Advisor to the brokerage statement from the Custodian, as the Custodian does not perform a verification of fees. Clients provide written authorization permitting advisory fees to be deducted by Sunpointe and 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 for fixed annual engagements are paid quarterly in advance of each Billing Period, pursuant to the terms of the financial planning agreement. The amount due is calculated by applying the annual fee divided by four (4). Sunpointe does not collect advance fees of $1,200 or more for services to be performed six months or more in the future. Use of Independent Managers For Client accounts implemented through an Independent Manager or index fund, the Client’s overall fees will include Sunpointe’s investment advisory fee (as noted above) plus investment management fees and/or platform fees charged by the Independent Manager. The Advisor will assume the responsibility for calculating the Client’s fees and deducting all fees from the Client’s account[s]. Retirement Plan Advisory Services Retirement plan advisory fees may be directly invoiced to the Plan Sponsor or deducted from the assets of the Plan, depending on the terms of the retirement plan advisory agreement. The investment advisory fee in the first quarter of service is prorated from the inception date of the account[s] to the end of the first quarter. 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. C. Other Fees and Expenses Clients may incur certain fees or charges imposed by third parties, other than Sunpointe, in connection with investments made on behalf of the Client’s account[s]. The Client is responsible for all custody and securities execution fees charged by the Custodian, as applicable. The Advisor's recommended Custodian does not charge securities transaction fees for ETF and equity trades in a Client's account, provided that the account meets the terms and conditions of the Custodian's brokerage requirements. However, the Custodian typically charges for mutual funds and other types of investments. The fees charged by Sunpointe are separate and distinct from these custody and execution fees. In addition, all fees paid to Sunpointe 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 Sunpointe, but would not receive the services provided by Sunpointe which are designed, among other things, to assist the Client Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 8  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 Sunpointe to fully understand the total fees to be paid. Please refer to Item 12 – Brokerage Practices for additional information. D. Advance Payment of Fees and Termination Investment Management and Consulting Services Sunpointe may be compensated for its investment management services in advance of the quarter in which 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. Upon termination, the Advisor will refund any unearned, prepaid investment advisory fees from the effective date of termination to the end of the quarter. The Client’s investment advisory agreement with the Advisor is non- transferable without the Client’s prior consent. Financial Planning Services Sunpointe may be compensated for its financial planning services in advance of which services are rendered. 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 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 Advisor will refund any unearned, prepaid planning fees from the effective date of termination to the end of the quarter. The Client’s financial planning agreement with the Advisor is non-transferable without the Client’s prior consent. Use of Independent Managers In the event that the Advisor has determined that an Independent Manager is no longer in the Client’s best interest or a Client should wish to terminate their relationship with the Independent Manager, the terms for the termination will be set forth in the respective agreements between the Client or the Advisor and the Independent Manager. Sunpointe will assist the Client with the termination and transition as appropriate. Retirement Plan Advisory Services Sunpointe is compensated for its services at the beginning of the quarter before advisory services are rendered. Either party may terminate the retirement plan advisory agreement, at any time, by providing advance written notice to the other party. The Advisor will refund any unearned, prepaid retirement plan advisory fees from the effective date of termination to the end of the quarter. The Client’s retirement plan advisory agreement with the Advisor is non-transferable without the Client’s prior consent. E. Compensation for Sales of Securities Broker-Dealer Affiliations Certain Advisory Persons of Sunpointe are also registered representatives of APW Capital Inc. (herein “APW”). APW is a registered broker-dealer (CRD No. 43814), member FINRA, SIPC. In one’s separate capacity as a registered representative, an Advisory Person may implement securities transactions under APW and not through Sunpointe. In such instances, an Advisory Person will typically 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 an 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 Advisory Persons who are registered representatives have 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 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. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 9  Insurance Agency Affiliations Certain Advisory Persons are also licensed as independent insurance professionals. As an independent insurance professional, an Advisory Person will earn commission-based compensation for selling insurance products, including insurance products they sell to Clients. Insurance commissions earned by an Advisory Person are separate and in addition to Sunpointe’s advisory fees. This practice presents a conflict of interest as there is an incentive to recommend insurance products to Clients for the purpose of generating commissions rather than solely based on Client needs. However, Clients are under no obligation, contractually or otherwise, to purchase insurance products through our Advisory Persons. Please see Item 10 below. Item 6 – Performance-Based Fees and Side-By-Side Management Sunpointe does not charge performance-based fees for its investment advisory services. The fees charged by Sunpointe are as described in Item 5 above and are not based upon the capital appreciation of the funds or securities held by any Client. Sunpointe 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 Sunpointe offers investment advisory services to individuals, high net worth individuals, trusts, estates, charitable organizations, business entities and state-municipal entities. The amount of each type of Client is available on Sunpointe’s Form ADV Part 1A. These amounts may change over time and are updated at least annually by the Advisor. Sunpointe generally requires a minimum relationship size of $500,000, which may be reduced at the sole discretion of the Advisor. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss A. Methods of Analysis Sunpointe analyzes the capital markets on an ongoing basis as a foundation for Client portfolio recommendations. In addition, the Advisor continuously monitors asset class valuations that assess medium-term (3-5 year) opportunities and risks in the global investment markets. Specific asset allocation strategies are developed and then, ultimately, investment solutions are deployed in a manner consistent with medium and long-term recommendations. Client portfolios are customized to reflect both firm views and Client investment objectives. Sunpointe primarily employs fundamental and behavioral analysis methods in developing investment strategies for its Clients. Research and analysis from Sunpointe is derived from numerous sources, including financial research 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. These criteria consist 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. Behavioral finance analysis involves an examination of conventional economics as well as behavioral and cognitive psychological factors. Behavioral finance methodology seeks to combine a qualitative and quantitative approach to provide explanations for why individuals may, at times, make irrational financial decisions. Where conventional financial theories have failed to explain certain patterns, the behavioral finance methodology investigates the underlying reasons and biases that cause some people to behave against their best interests. The risks relating to behavioral finance analysis are that it relies on spotting trends in human behavior that may not predict future trends. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 10  As noted above, Sunpointe generally employs a long-term investment strategy for its Clients, as consistent with their financial goals. Sunpointe 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, Sunpointe 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. Sunpointe 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 Sunpointe 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 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. Bonds Bonds are subject to specific risks, including the following: (1) interest rate risks, i.e. the risk that bond prices will fall if interest rates rise, and vice versa. The risk depends on two things: the bond's time to maturity, and the coupon rate of the bond. (2) reinvestment risk, i.e. the risk that any profit gained must be reinvested at a lower rate than was previously being earned, (3) inflation risk, i.e. the risk that the cost of living and inflation increase at a rate that exceeds the income investment, thereby decreasing the investor’s rate of return, (4) credit default risk, i.e. the risk associated with purchasing a debt instrument which includes the possibility of the company defaulting on its repayment obligation, (5) rating downgrades, i.e. the risk associated with a rating agency’s downgrade of the company’s rating which impacts the investor’s confidence in the company’s ability to repay its debt and (6) Liquidity Risks, i.e. the risk that a bond may not be sold as quickly as there is no readily available market for the bond. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 11  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. Alternative Investments (Limited Partnerships) The performance of alternative investments (limited partnerships) can be volatile and may have limited liquidity. An investor could lose all or a portion of their investment. Such investments often have concentrated positions and investments that may carry higher risks. Client should only have a portion of their assets in these investments. Interval Fund Risks Certain Mutual Funds also invest in the equity securities of private operating or growth companies or real estate and are structured as a closed-end interval fund. Similar to a private fund, these mutual funds can also bear a high degree of risk, be leveraged, speculative and volatile, and an investor could lose all or a substantial amount of their investment. Interval funds are less liquid than a standard mutual fund, as they usually limit shareholders to quarterly or other specific repurchase window and may also be limited as to the dollar amount that can be liquidated in each window. Options Risks An option is a financial derivative that represents a contract sold by one party (the option writer) to another party (the option holder, or option buyer). The contract offers the buyer the right, but not the obligation, to buy or sell a security or other financial asset at an agreed-upon price (the strike price) during a certain period of time or on a specific date (exercise date). Options are extremely versatile securities. Traders use options to speculate, which is a relatively risky practice, while hedgers use options to reduce the risk of holding an asset. In terms of speculation, option buyers and writers have conflicting views regarding the outlook on the performance of a: • Call Option: Call options give the option to buy at certain price, so the buyer would want the stock to go up. Conversely, the option writer needs to provide the underlying shares in the event that the stock's market price exceeds the strike due to the contractual obligation. An option writer who sells a call option believes that the underlying stock's price will drop relative to the option's strike price during the life of the option, as that is how he will reap maximum profit. This is exactly the opposite outlook of the option buyer. The buyer believes that the underlying stock will rise; if this happens, the buyer will be able to acquire the stock for a lower price and then sell it for a profit. However, if the underlying stock does not close above the strike price on the expiration date, the option buyer would lose the premium paid for the call option. • Put Option: Put options give the option to sell at a certain price, so the buyer would want the stock to go down. The opposite is true for put option writers. For example, a put option buyer is bearish on the underlying stock and believes its market price will fall below the specified strike price on or before a specified date. On the other hand, an option writer who sells a put option believes the underlying stock's price will increase about a specified price on or before the expiration date. If the underlying stock's price closes above the specified strike price on the expiration date, the put option writer's maximum profit is achieved. Conversely, a put option holder would only benefit from a fall in the underlying stock's price below the strike price. If the underlying stock's price falls below the strike price, the put option writer is obligated to purchase shares of the underlying stock at the strike price. The potential risks associated with these transactions are that (1) all options expire. The closer the option gets to expiration, the quicker the premium in the option deteriorates; and (2) Prices can move very quickly. Depending on factors such as time until expiration and the relationship of the stock price to the option’s strike price, small movements in a stock can translate into big movements in the underlying options. Past performance is not a guarantee of future returns. Investing in securities and other investments involves a risk of loss that each Client should understand and be willing to bear. Clients are reminded to discuss these risks with the Advisor. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 12  Item 9 – Disciplinary Information There are no legal, regulatory or disciplinary events involving Sunpointe or management person[s]. Sunpointe 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# 282505. Item 10 – Other Financial Industry Activities and Affiliations Broker-Dealer Affiliations As noted in Item 5, certain Advisory Persons of Sunpointe are also registered representatives of APW. In one’s separate capacity as a registered representative, an Advisory Person will receive commissions for the implementation of recommendations for commissionable transactions. Clients are not obligated to implement any recommendation provided by an Advisory Person. Neither the Advisor nor an Advisory Person will earn any investment advisory fees in connection with any services implemented in an Advisory Person’s separate capacity as a registered representative. Insurance Agency Affiliations As noted in Item 5, certain Advisory Persons are also licensed insurance professionals. Implementations of insurance recommendations are separate and apart from one’s role with the Advisor. As an insurance professional, an Advisory Person will 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 practice presents a conflict of interest in recommending certain products of the insurance companies. Clients are under no obligation to implement any recommendations made by An Advisory Person or the Advisor. Use of Independent Managers As noted in Item 4, the Advisor may implement all or a portion of a Client’s investment portfolio with one or more Independent Managers. The Advisor does not receive any compensation nor does this present a material conflict of interest. The Advisor will only earn its investment advisory fee as described in Item 5.A. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading A. Code of Ethics Sunpointe 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 Sunpointe (“Supervised Persons”). The Code was developed to provide general ethical guidelines and specific instructions regarding the Advisor’s duties to each Client. Sunpointe and its Supervised Persons owe a duty of loyalty, fairness and good faith towards each Client. It is the obligation of Sunpointe’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 us at (314) 880-0821. B. Personal Trading with Material Interest Sunpointe allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Sunpointe does not act as principal in any transactions. In addition, Sunpointe does not act as the general partner of a fund, or advise an investment company. Sunpointe does not have a material interest in any securities traded in Client accounts. C. Personal Trading in Same Securities as Clients Sunpointe 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 Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 13  fiduciary duty to act in the best interest of its Clients can be violated if personal trades are made with more advantageous terms than Client trades, or by trading based on material non-public information. This risk is mitigated by Sunpointe requiring reporting of personal securities trades by its Supervised Persons for review by the Chief Compliance Officer (“CCO”) or delegate. Sunpointe 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 Sunpointe 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 Sunpointe, or any Supervised Person of Sunpointe, transact in any security to the detriment of any Client. Item 12 – Brokerage Practices A. Recommendation of Custodian[s] Sunpointe 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 Sunpointe to direct trades to the Custodian as agreed upon in the investment advisory agreement. Further, Sunpointe does not have the discretionary authority to negotiate commissions on behalf of Clients on a trade-by-trade basis. Where Sunpointe 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 Sunpointe. However, the Advisor may be limited in the services it can provide if the recommended Custodian is not engaged. Sunpointe 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. Sunpointe will generally recommend that Clients establish their account[s] at Charles Schwab & Co., Inc. (“Schwab”) or Pershing Advisor Solutions, a division of Pershing, LLC (“Pershing”), FINRA-registered broker- dealers and members SIPC. Schwab and Pershing will serve as the Client’s “qualified custodian”. Sunpointe maintains an institutional relationship with both Schwab and Pershing, whereby the Advisor receives economic benefits from both custodians. 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. Sunpointe does not participate in soft dollar programs sponsored or offered by any broker- dealer/custodian. However, the Advisor receives certain economic benefits from the Custodian. Please see Item 14 below. 2. Brokerage Referrals - Sunpointe 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 Sunpointe 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]). Sunpointe 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. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 14  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, 4) confidentiality and 5) skill required of the Custodian. Sunpointe will execute its transactions through the Custodian as authorized by the Client. Sunpointe 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 regular and continuous basis by Angela Pompian, Chief Compliance Officer of Sunpointe. Formal reviews are generally 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 Sunpointe 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 Sunpointe Sunpointe is a fee-based advisory firm, that is compensated solely by its Clients and not from any investment product. Sunpointe does not receive commissions or other compensation from product sponsors, broker-dealers or any un- related third party. Sunpointe may refer Clients to various unaffiliated, non-advisory professionals (e.g., attorneys, accountants, estate planners) to provide certain financial services necessary to meet the goals of its Clients. Likewise, Sunpointe may receive non-compensated referrals of new Clients from various third-parties. Participation in Institutional Advisor Platform Sunpointe has established an institutional relationship with Schwab through its “Schwab Advisor Services” unit, a division of Schwab dedicated to serving independent advisory firms like Sunpointe. As a registered investment advisor participating on the Schwab Advisor Services platform, Sunpointe 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. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 15  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 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 Sunpointe 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. Sunpointe believes, however, that the selection of Schwab as Custodian is in the best interests of its Clients. Participation in Institutional Advisor Platform Sunpointe has established an institutional relationship with Pershing to assist the Advisor in managing Client account[s]. Access to the Pershing platform is provided at no charge to the Advisor. The Advisor receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at Pershing. The software and related systems support may benefit the Advisor, but not its Clients directly. 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. B. Compensation for Client Referrals Sunpointe does not compensate, either directly or indirectly, any persons who are not supervised persons, for Client referrals. Item 15 – Custody Sunpointe does not accept or maintain custody of Client accounts, except for the limited circumstances outlined below: Deduction of Advisory Fees - To ensure compliance with regulatory requirements associated with the deduction of advisory fees, all Clients for whom Sunpointe exercises discretionary authority must hold their assets with a "qualified custodian." Clients are responsible for engaging a “qualified custodian” to safeguard their funds and securities and must instruct Sunpointe to utilize that Custodian for securities transactions on their behalf. Clients are encouraged to review statements provided by the Custodian and compare to any reports provided by Sunpointe to ensure accuracy, as the Custodian does not perform this review. Money Movement Authorization - For instances where Clients authorize Sunpointe to move funds between their accounts, Sunpointe and the Custodian have implemented safeguards to ensure that all money movement activities are conducted strictly in accordance with the Client’s documented instructions. Item 16 – Investment Discretion Sunpointe 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 Sunpointe. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 16  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 Sunpointe will be in accordance with each Client's investment objectives and goals. Item 17 – Voting Client Securities Sunpointe 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 Sunpointe, nor its management, have any adverse financial situations that would reasonably impair the ability of Sunpointe to meet all obligations to its Clients. Neither Sunpointe, nor any of its Advisory Persons, have been subject to a bankruptcy or financial compromise. Sunpointe 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. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 17  Privacy Policy Effective: May 20, 2025 Our Commitment to You Sunpointe, LLC (“Sunpointe” or the “Advisor”) is committed to safeguarding the use of personal information of our Clients (also referred to as “you” and “your”) that we obtain as your Investment Advisor, as described here in our Privacy Policy (“Policy”). Our relationship with you is our most important asset. We understand that you have entrusted us with your private information, and we do everything that we can to maintain that trust. Sunpointe (also referred to as "we", "our" and "us”) protects the security and confidentiality of the personal information we have and implements controls to ensure that such information is used for proper business purposes in connection with the management or servicing of our relationship with you. Sunpointe does not sell your non-public personal information to anyone. Nor do we provide such information to others except for discrete and reasonable business purposes in connection with the servicing and management of our relationship with you, as discussed below. Details of our approach to privacy and how your personal non-public information is collected and used are set forth in this Policy. Why you need to know? Registered Investment Advisors (“RIAs”) must share some of your personal information in the course of servicing your account. Federal and State laws give you the right to limit some of this sharing and require RIAs to disclose how we collect, share, and protect your personal information. What information do we collect from you? Driver’s license number Date of birth Social security or taxpayer identification number Assets and liabilities Name, address and phone number[s] Income and expenses E-mail address[es] Investment activity Account information (including other institutions) Investment experience and goals What Information do we collect from other sources? Custody, brokerage and advisory agreements Other advisory agreements and legal documents Transactional information with us or others Account applications and forms Investment questionnaires and suitability documents Other information needed to service account How do we protect your information? To safeguard your personal information from unauthorized access and use we maintain physical, procedural and electronic security measures. These include such safeguards as secure passwords, encrypted file storage and a secure office environment. Our technology vendors provide security and access control over personal information and have policies over the transmission of data. Our associates are trained on their responsibilities to protect Client’s personal information. We require third parties that assist in providing our services to you to protect the personal information they receive from us. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 18  How do we share your information? An RIA shares Client personal information to effectively implement its services. In the section below, we list some reasons we may share your personal information. Basis For Sharing Do we share? Can you limit? Yes No Servicing our Clients We may share non-public personal information with non-affiliated third parties (such as administrators, brokers, custodians, regulators, credit agencies, other financial institutions) as necessary for us to provide agreed upon services to you, consistent with applicable law, including but not limited to: processing transactions; general account maintenance; responding to regulators or legal investigations; and credit reporting. Sunpointe shares Client information with APW Capital Inc. (“APW”). This sharing is due to the oversight APW has over certain Supervised Persons of the Advisor. You may also contact us at any time for a copy of the APW Privacy Policy. No Not Shared Yes Yes No Not Shared Marketing Purposes Sunpointe does not disclose, and does not intend to disclose, personal information with non-affiliated third parties to offer you services. Certain laws may give us the right to share your personal information with financial institutions where you are a customer and where Sunpointe or the client has a formal agreement with the financial institution. We will only share information for purposes of servicing your accounts, not for marketing purposes. Authorized Users Your non-public personal information may be disclosed to you and persons that we believe to be your authorized agent[s] or representative[s]. Information About Former Clients Sunpointe does not disclose and does not intend to disclose, non-public personal information to non-affiliated third parties with respect to persons who are no longer our Clients. Changes to our Privacy Policy We will send you a copy of this Policy annually for as long as you maintain an ongoing relationship with us. Periodically we may revise this Policy and will provide you with a revised Policy if the changes materially alter the previous Privacy Policy. We will not, however, revise our Privacy Policy to permit the sharing of non-public personal information other than as described in this notice unless we first notify you and provide you with an opportunity to prevent the information sharing. Any Questions? You may ask questions or voice any concerns, as well as obtain a copy of our current Privacy Policy by contacting us at (314) 880-0821. Sunpointe, LLC 8301 Maryland Avenue; Suite 300, St. Louis, MO 63105 Phone: (314) 880-0821 * Fax: (314) 551-9147 www.sunpointeinvestments.com Page 19