SYKON CAPITAL LLC

Form ADV Disclosure Brochure January 1, 2025 Office Locations: 500 Mamaroneck Ave, Suite 435 Harrison, NY 10528 601 Heritage Drive, Suite 229 Jupiter, FL 33458 (914) 898-3694 www.sykoncapital.com This Brochure provides information about the qualifications and business practices of Sykon Capital LLC (“Sykon Capital” or “the Firm”). If you have any questions about the contents of this brochure, please contact us at the telephone number listed above. For compliance specific requests, please call 610-871-1593. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Additional information about the Firm is available on the SEC’s website at www.adviserinfo.sec.gov. The Firm has filed to become an SEC registered investment adviser. Registration does not imply any level of skill or training.  ITEM 2 - MATERIAL CHANGES In this Item, Sykon Capital LLC (hereby known as “Sykon Capital” or the “Firm”) is required to discuss any material changes that have been made to the Brochure since the last annual amendment. Material changes since the last update of this brochure include: • The Firm has updated Item 5 – Fees and Compensation We will ensure that all current clients receive a Summary of Material Changes and an updated Brochure within 120 days of the close of our business’ fiscal year. A Summary of Material Changes is also included with our Brochure on the SEC’s website at www.adviserinfo.sec.gov. The searchable IARD/CRD number for Sykon Capital is #326728. We may further provide other ongoing disclosure information about material changes as necessary and will further provide you with a new Brochure as necessary based on changes or new information, at any time, without charge. Currently, our Brochure may be requested by contacting Christopher Plummer, Chief Compliance Officer at 610-871-1593 or chris@tru-ind.com. 2  ITEM 3 – TABLE OF CONTENTS ITEM 2 - MATERIAL CHANGES ........................................................................................................... 2 ITEM 3 – TABLE OF CONTENTS .......................................................................................................... 3 ITEM 4 - ADVISORY BUSINESS ........................................................................................................... 4 ITEM 5 - FEES AND COMPENSATION ................................................................................................. 6 ITEM 6 - PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT ....................................... 8 ITEM 7 - TYPES OF CLIENTS ............................................................................................................... 8 ITEM 8 - METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS ............................ 8 ITEM 9 - DISCIPLINARY INFORMATION ............................................................................................ 14 ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS ......................................... 14 ITEM 11 - CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING ........................................................................................................................ 16 ITEM 12 - BROKERAGE PRACTICES .................................................................................................. 17 ITEM 13 - REVIEW OF ACCOUNTS ................................................................................................... 19 ITEM 14 - CLIENT REFERRALS AND OTHER COMPENSATION .......................................................... 20 ITEM 15 - CUSTODY ......................................................................................................................... 20 ITEM 16 - INVESTMENT DISCRETION ............................................................................................... 21 ITEM 17 - VOTING CLIENT SECURITIES ............................................................................................ 22 ITEM 18 - FINANCIAL INFORMATION .............................................................................................. 22 3  ITEM 4 - ADVISORY BUSINESS Description of Advisory Firm Sykon Capital LLC (“Sykon Capital”, the “Firm”, “we” , “our,” or “us”) is a privately owned limited liability company headquartered in Harrison, NY. The Firm is registered as an investment adviser with the U.S. Securities and Exchange Commission. The Firm was formed in 2023 and is owned by Stephen M. Ruvituso, Todd A. Stankiewicz, Joseph P. Castiglie III, and Julie Ackerman. As of December 31, 2024, Sykon Capital managed approximately $329,897,589 in assets for approximately 705 accounts on a discretionary basis and approximately $551,350 in assets for approximately 2 accounts on a non-discretionary basis. In total, the Firm managed $330,448,939 in assets for approximately 707 accounts. No accounts are in a wrap fee program. While this brochure generally describes the business of the Firm, certain sections also discuss the activities of its Supervised Persons, which refer to the Firm’s officers, partners, directors (or other persons occupying a similar status or performing similar functions), employees or any other person who provides investment advice on the Firm’s behalf and is subject to the Firm’s supervision or control. Advisory Services Offered The Firm offers discretionary and non-discretionary investment management and investment advisory services as well as financial planning and consulting. Prior to the Firm rendering any of the foregoing advisory services, clients are required to enter into one or more written agreements with the Firm setting forth the relevant terms and conditions of the advisory relationship (the “Advisory Agreement”). Investment Management Services The Firm offers continuous and regular investment supervisory services on a discretionary or non- discretionary basis as well as financial planning and consulting. We work with clients and have the ongoing responsibility to select and/or make recommendations based upon the objectives of the client, as to specific securities or other investments that he/she recommends or purchases/sells in clients’ accounts. We utilize a variety of investment types when making investment recommendations/purchases in client accounts which include, but are not limited to equity securities, fixed-income securities, alternatives, and mutual funds. The investments recommended/purchased are based on the clients’ individual needs, goals, and objectives. The Firm offers investment advice on any investment held by the client at the start of the advisory relationship. We describe the material investment risks under Item 8 – Methods of Analysis, Investment Strategies, and Risk of Loss. Financial Planning may be provided to clients as a part of the Investment Management Services. When being provided as a separate service it is described in this section under Financial Consulting Services below. We discuss our discretionary authority below under Item 16 – Investment Discretion. For more information about the restrictions clients can put on their accounts, see Tailored Services and Client Imposed Restrictions in this item below. We describe the fees charged for investment management services 4  below under Item 5 – Fees and Compensation. Financial Planning, Consulting and Performance Reporting The Firm provides a variety of consulting services to individuals, families, and other c lients regarding their financial resources based upon an analysis of client’s current situation, goals, and objectives. Consulting encompasses one or more of the following areas: additional Financial Planning, Performance Reporting, Investment Planning, Retirement Planning, Education Planning, and Business and Personal Financial Planning. Services provided under an ongoing consultation agreement are conducted on a regular basis, but no less than annually with the client. The client is under no obligation to act upon the investment adviser’s recommendation. If the client elects to act on our recommendations, the client is under no obligation to affect the transaction through us. We describe fees charged for Consultation Services below under Item 5 - Fees and Compensation. Subscription Services The Firm does offer a subscription-based service for readers to access and read various commentary and market updates from the Firm. These fees are described in Item 5 – Fee and Compensation. Sykon clients are not required to subscribe to the service. Use of Independent Managers and Sub-Advisors The Firm does not utilize Independent Managers and/or Sub-Advisors to manage assets at this time. Other Third-Party Services The Firm has entered into a service agreement with Pontera to provide asset management services for accounts held away from our primary custodial affiliations. Through this, we are able to create a portfolio, consisting of the securities/investment opportunities available depending on the type of held away account being managed by our firm. The Pontera platform allows us to avoid being considered to have custody of Client funds since we do not have direct access to Client log-in credentials to affect trades. We are not affiliated with the platform in any way and receive no compensation from them for using their platform. A link will be provided to the Client allowing them to connect an account(s) to the platform. The client’s individual investment strategy is tailored to their specific needs and may include some or all of the securities made available. Portfolios will be designed to meet a particular investment goal, determined to be suitable to the client’s circumstances. Once the appropriate portfolio has been determined, portfolios are continuously and regularly monitored, and if necessary, rebalanced. Sponsor and Manager of Wrap Program The Firm does not provide a Wrap Program at this time. 5  ITEM 5 - FEES AND COMPENSATION Fee Schedule & Billing Method Sykon Capital offers services on a fee basis, which may include fixed fees, as well as fees based upon a percentage of assets under management or advisement. Investment Management Services The annual management fee for our Investment Management Services, including Financial Planning, is based on the total dollar asset value of the assets maintained in your account. The fee assessed and/or charged is based on what is stipulated in the Investment Advisory Agreement signed by each client. Our annual fee ranges up to 1.60% annually and is assessed and/or charged monthly in advance, based on the value at the end of the previous period. Inflows and outflows of cash are not included in this calculation. Fees can be structured in one of the following ways: a fixed percentage fee based on total assets in the account or a flat fee schedule. For some clients and households, the management fee that is calculated based on a percentage on a total dollar asset value may be collected along with a flat fee for which the client is billed separately. The flat fee, as described below, may be billed separately and away from the account(s) where the investment management services fee is billed. Clients should refer to their specific investment advisory agreements for more details. In addition to the flat fee outlined in the client investment advisory agreement, an inflation adjustment of 4% will be added to the agreed upon fee each year, beginning on the anniversary date of the signed client agreement of the following year from when the client commences the advisory relationship with the Firm. This inflation adjuster will be in effect every year thereafter. The Firm retains the right to change, rescind, or alter the inflation adjustment amount on a client-by-client basis and Clients should refer to their investment advisory agreement for more details. Financial Planning, Consulting and Performance Reporting Fees In addition to the advisory fees paid, Adviser may provide financial planning, consulting, and performance reporting services to Client regarding the management of Client’s financial resources, which is based upon an analysis of Client’s current personal and financial situations, goals, and objectives. These services are based on the total dollar asset value of the assets maintained in your account. The fee assessed and/or charged is based on what is stipulated in the Investment Advisory Agreement signed by each client. The Firm offers services on a fixed fee basis. Other Fees and Expenses In addition to the advisory fees paid to the Firm, clients may incur certain charges imposed by other third parties, such as broker-dealers, custodians, trust companies, platform service providers, banks, and other financial institutions (collectively “Financial Institutions”). These additional charges may include securities 6  brokerage commissions, transaction fees, custodial fees, fees attributable to alternative assets, reporting charges, margin costs, charges imposed directly by a mutual fund or ETF in a client’s account, as disclosed in the fund’s prospectus (e.g., fund management fees and other fund expenses), deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Subscription Fees As described above, in Item 4 – Advisory Services, clients may at their own direction, subscribe to various periodicals offered by the Firm, including newsletters and market commentary. These fixed fees may be charged monthly or annually, as directed by the subscriber, and separate and distinct from any other management or custodial fee, if the subscriber is also a client. Hourly Fee In addition to the advisory fees paid to the Firm as described above, clients may also choose to book time with advisory staff for an hourly rate. Direct Fee Debit Clients generally provide the Firm with the authority to directly debit their accounts for payment of the investment advisory fees. The Financial Institutions that act as the qualified custodian for client accounts, from which the Firm retains the authority to directly deduct fees, have agreed to send statements to clients not less than quarterly detailing account transactions, including any amounts paid to the Firm. Account Additions and Withdrawals As stated above, clients may make additions to and withdrawals from their account at any time, subject to the Firm’s right to terminate an account. Additions may be in cash or securities provided that the Firm reserves the’ right to liquidate any transferred securities or declines to accept particular securities into a client’s account. Clients may withdraw account assets on notice to the Firm, subject to the usual and customary securities settlement procedures. However, the Firm generally designs its portfolios as long- term investments, and the withdrawal of assets may impair the achievement of a client’s investment objectives. The Firm may consult with its clients about the options and implications of transferring securities. Clients are advised that when transferred securities are liquidated, they may be subject to transaction fees, short- term redemption fees, fees assessed at the mutual fund level (e.g., contingent deferred sales charges) and/or tax ramifications. Termination Either party may terminate the advisory agreement at any time by providing written notice to the other party. The client may terminate the agreement at any time by writing or phoning the Firm at our office. The Firm will refund any prepaid, unearned advisory fees. Terminations will not affect liabilities or obligations from transactions initiated in client accounts prior to termination. In the event the client terminates the investment advisory agreement. The Firm will not liquidate any securities in the account unless instructed by the client to do so. In the event of Client’s death or disability, the Firm will continue management of the account until we are notified of Client’s death or disability and given alternative instructions by an authorized party. 7  ITEM 6 - PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT Sykon Capital does not charge performance-based fees or other fees based on a share of capital gains or capital appreciation of the assets of a client. ITEM 7 - TYPES OF CLIENTS Sykon Capital provides asset management, financial consulting, ERISA plan advisory & consulting, and investment advisory consultation. Our services are provided on a discretionary or non-discretionary basis to a variety of clients, such as institutional investors, individuals, high-net-worth individuals, trusts and estates, qualified purchasers, and individual participants of retirement plans. In addition, we may also provide advisory services to entities such as pension and profit-sharing plans, businesses, and other investment advisers. Account Requirements The Firm does not impose a stated minimum annual fee or minimum portfolio value for starting and maintaining an investment management relationship. ITEM 8 - METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS Methods of Analysis and Investment Strategies Sykon Capital will typically use fundamental, cyclical, charting, and/or technical analysis in the selection of individual securities. The Firm selects categories of investments based on the clients' attitudes about risk and their need for capital appreciation or income. Different instruments involve different levels of exposure to risk. We seek to select individual securities with characteristics that are most consistent with the client’s objectives. Since the Firm treats each client account uniquely, client portfolios with similar investment objectives and asset allocation goals may own different securities. General Investment Strategies The Firm generally uses diversification in an effort to minimize risk and optimize the potential return of a portfolio. More specifically, we utilize multiple asset classes, investment styles, market capitalizations, sectors, and regions to provide diversification. Each portfolio composition is determined in accordance with the clients’ investment objectives, risk tolerance, and time horizon. We utilize both passive and active investment management strategies in an effort to optimize portfolios. Our general investment strategy is to seek real capital growth proportionate to the level of risk the client is willing to take. We develop a Client Profile to help identify the client’s investment objectives, time horizon, risk tolerance, tax considerations, target asset allocation, and any special considerations and/or restrictions the client chooses to place on the management of the account. The Firm will then recommend investments that we feel are consistent with the Client Profile. After defining client needs, the Firm develops and implements plans for the client’s account. Then, we 8  monitor the results and make adjustments as needed. As the initial assumptions change, the plans themselves may need to be adapted. Continuous portfolio management is important in an effort to keep the client’s portfolio consistent with the client’s objectives. Methods of Analysis for Selecting Securities The Firm’s IARs may use, among others, technical, fundamental, and/or charting analysis in the selection of individual equity securities. Additionally, our IARs may use specific strategies or resources in the method of analysis and selection of mutual funds. Technical Analysis The effectiveness of technical analysis depends upon the accurate forecasting of major price moves or trends in the securities traded by the IAR. However, there is no assurance of accurate forecasts or that trends will develop in the markets we follow. In the past, there have been periods without discernable trends and similar periods will presumably occur in the future. Even where major trends develop, outside factors like government intervention could potentially shorten them. Furthermore, one limitation of technical analysis is that it requires price movement data, which can translate into price trends sufficient to dictate a market entry or exit decision. In a trendless or erratic market, a technical method may fail to identify trends requiring action. In addition, technical methods may overreact to minor price movements, establishing positions contrary to overall price trends, which may result in losses. Finally, a technical trading method may underperform other trading methods when fundamental factors dominate price moves within a given market. The calculations that underline our system, methods, and strategies involve many variables, including determinants from information generated by computers and/or charts. The use of a computer in collating information or in developing and operating a trading method does not assure the success of the method because a computer is merely an aid in compiling and organizing trade information. Accordingly, no assurance is given that the decisions based on computer-generated information will produce profits for a client’s account. Relative Strength Analysis Relative strength measures one stock versus another or a group of stocks versus an index, such as the S&P 500. Through relative strength analysis, we can rank areas of the market that are outperforming or underperforming the broad market, whether the Russell 3000 or S&P 500. For our purposes, we use the S&P 500. We then add the highest relative strength sectors and macro areas (i.e. small cap vs. large cap) to our investment model, using primarily ETFs. The general premise is that those areas of the market with highest relative strength outperform over the long term. Additionally, as a risk override, we run moving average analysis to identify when markets are most vulnerable, and from time to time lighten market exposure. Fundamental Analysis Fundamental analysis assesses the financial health and management effectiveness of a business by analyzing a company’s financial reports, key financial ratios, industry developments, economic data, competitive landscape, and management. The objective of fundamental analysis is to use historical and 9  current financial data to assess the stock valuation of a company, evaluate company profitability, credit risk, and forecast future performance of the company and its share price. Fundamental analysis assumptions and calculations are based on historical data and forecasts; therefore, the quality of information and assumptions used are critical. Differences can exist between market fundamentals and how you analyze them. Charting Analysis Charting analysis involves the use of patterns in performance charts. Our IARs use this charting technique to search for patterns in an effort to predict favorable conditions for buying and/or selling a security. Mutual Funds In analyzing mutual funds, our IARs use various sources of information. We review key characteristics such as historical performance, consistency of returns, risk level, and size of fund. Expense ratio and other costs are also significant factors in fund selection. We also subscribe to/access additional information from other sources that inform our general macro-economic view. Options IARs may use options as an investment strategy. An option is a contract that gives the buyer the right, but not the obligation, to buy or sell an asset (such as a share of stock) at a specific price on or before a certain date. An option, just like a stock or bond, is a security. An option is also a derivative because it derives its value from an underlying asset. The two types of options are calls and puts. A call gives the holder the right to buy an asset at a certain price within a specific period of time. A call may be purchased if the expectation is that the stock will increase substantially in value before the option expires. It may also be sold as a hedge to protect gains or principal of an existing holding (covered calls). A put gives the holder the right to sell an asset at a certain price within a specific period of time. A put may be purchased if the expectation is that the stock will decrease substantially in value before the option expires. They are typically purchased as a hedge to protect gains or principal of a portfolio. There are various options strategies that our IARs may deploy in a strategy, as appropriate for a client’s needs. These include but may not be limited to covered options (selling a call or put for a premium payment while retaining the cash or securities required to facilitate the underlying purchase or sale of securities if an option is exercised) or spreads/straddles (buying or selling call or put options on the same or opposite side of the market to benefit from the bid/ask “spread” or to straddle the market based on value or time variances). Alternative Investments IARs may use Alternative Investments as a way to diversify a portfolio. Alternative Investments are considered to be “non-correlated” assets, meaning that they do not tend to run up or down (track) with the market like standard securities typically do. The main goal of alternatives is to provide access to other return sources, with the potential benefit of reducing risk of a client’s portfolio, improving returns, or both. Specific Investment Strategies for Managing Portfolios IARs may use Modern Portfolio Theory tactical asset allocation, cash as a strategic asset, long-term holding, trend, dollar-cost-averaging, defensive portfolio strategies in the construction and management of client portfolios. There is no guarantee that any of the following strategies will be successful and we make 10  no promises or warranties as to the accuracy of our market analysis. Modern Portfolio Theory (MPT) IARs use the Modern Portfolio Theory, which has a basic concept of using diversification in an effort to help minimize risk and optimize the potential return of a portfolio. Tactical Asset Allocation IARs may use a tactical asset allocation strategy in the shorter term to deviate from a client’s long-term strategic asset allocation target in an effort to take advantage of what we perceive as market pricing anomalies or strong market sectors or to avoid perceived weak sectors. Once they achieve the desired short-term opportunities or perceive those opportunities have passed, we generally return a client’s portfolio to the original strategic asset mix. Cash as a Strategic Asset IARs may use cash as a strategic asset and at times move or keep Client’s assets in cash or cash equivalents. While high cash levels can help protect a client’s assets during periods of market decline, there is a risk that our timing in moving to cash is less than optimal upon either exit or reentry into the market, potentially resulting in missed opportunities during positive market moves. Long-term Holding IARs do not generally purchase securities for clients with the intent to sell the securities within 30 days of purchase, as we do not generally use short-term trading as an investment strategy. However, there may be times when we will sell a security fora client when the client has held the position for less than 30 days. IARs do not attempt to time short-term market swings. Short-term buying and selling of securities is typically limited to those cases where a purchase has resulted in an unanticipated gain or loss in which we believe that a subsequent sale is in the best interest of the client. Trend IARs may manage client assets using a trend following methodology based on the 200-day average and grounded in a strong sell discipline for all positions within the portfolio. Dollar-Cost-Averaging Dollar cost averaging involves investing money in multiple installments over time to take advantage of price fluctuations in the attempt to get a lower average cost per share. Defensive Strategies If our IAR anticipates poor near-term prospects for equity markets, we may adopt a defensive strategy for clients’ accounts by investing substantially in fixed income securities and/or money market instruments. We may also utilize low, non or negative correlated investments through mutual funds and EFT’s. There can be no guarantee that the use of defensive techniques would be successful in avoiding losses. Margin 11  Some clients of the Firm maintain margin accounts to facilitate short-term borrowing needs, which are unrelated to our investment strategy (ies). For some high-net worth (HNW) clients that are seeking a more aggressive strategy for their portfolio, our IARs may work with those clients on an individual basis to develop a leveraged strategy utilizing margin to increase market participation portfolio as part of a customized investment strategy. Clients are responsible for any brokerage or margin charges in addition to advisory fees. Risks of using margin include “margin calls” (also called "fed calls" or "maintenance calls.") Margin calls occur when account values decrease below minimum maintenance margin levels established by the broker-dealer that holds the securities in the client’s account, requiring the investor to deposit additional money or securities into their margin account. While the use of margin borrowing can increase returns, it can also magnify losses. Clients must specifically request to establish a margin account. Additional Strategies Clients interested in learning more about any of the above strategies should contact us for more information and/or refer to the prospectus of any mutual fund. We may also consider additional strategies by specific client request. Investing Involves Risk General Risks of Owning Securities Investing in securities involves risk of loss that clients should be prepared to bear. While the stock market may increase and your account(s) could enjoy a gain, it is also possible that the stock market may decrease, and your account(s) could suffer a loss. It is important that you understand the risks associated with investing in the stock market, are appropriately diversified in your investments, and ask us any questions you may have. Risk of Loss Diversification does not guarantee a profit or guarantee to protect you against loss, and there is no guarantee that your investment objectives will be achieved. The Firm strategies and recommendations may lose value. All investments have certain risks involved including, but not limited to the following: • Stock Market Risk: The value of securities in the portfolio will fluctuate and, as a result, the value may decline suddenly or over a sustained period of time. • Managed Portfolio Risk: The manager’s investment strategies or choice of specific securities may • be unsuccessful and may cause the portfolio to incur losses. Industry Risk: The portfolio’s investments could be concentrated within one industry or group of industries. Any factors detrimental to the performance of such industries will disproportionately impact your portfolio. Investments focused in a particular industry are subject to greater risk and are more greatly impacted by market volatility than less concentrated investments. • Non-U.S. Securities Risk: Non-U.S. securities are subject to the risks of foreign currency fluctuations, generally higher volatility and lower liquidity than U.S. securities, less developed securities markets and economic systems and political economic instability. • Emerging Markets Risk: To the extent that your portfolio invests in issuers located in emerging markets, the risk may be heightened by political changes and changes in taxation or currency controls that could adversely affect the values of these investments. Emerging markets have been 12  more volatile than the markets of developed countries with more mature economies. • Currency Risk: The value of your portfolio’s investments may fall as a result of changes in exchange rates. • Credit Risk: Most fixed-income instruments are dependent on the underlying credit of the issuer. If we are wrong about the underlying financial strength of an issuer, we may purchase securities where the issuer is unable to meet its obligations. If this happens, your portfolio could sustain an unrealized or realized loss. • Inflation Risk: Most fixed-income instruments will sustain losses if inflation increases or the market anticipates increases in inflation. If we enter a period of moderate or heavy inflation, the value of your fixed-income securities could go down. Interest Rate Risk: Fluctuations in interest rates may cause investment prices to fluctuate. • • Margin Risk: The use of margin is not suitable for all investors since it increases leverage in your Account and therefore risk. • ETF and Mutual Fund Risk: When we invest in an ETF or mutual fund for a client, the client will bear additional expenses based on its pro rata share of the ETF or mutual fund’s operation expenses, including the potential duplication of management fees. The risk of owning an ETF or mutual fund greatly reflects the risks of owning the underlying securities the ETF or mutual fund holds. Clients may also incur brokerage costs when purchasing ETFs. • Derivative Risk: Derivatives are securities, such as futures contracts or options, whose value is derived from that of other securities or indices. Derivatives can be used for hedging (attempting to reduce risk by offsetting one investment position with another) or non-hedging purposes. Hedging with derivatives may increase expenses, and there is no guarantee that a hedging strategy will achieve the desired results. Utilizing derivatives can cause greater than ordinary investment risk, which could result in losses. • Alternative Investment Risk: Alternative Investments involve a high degree of risk, often engage in leveraging and other speculative investment practices that may increase the risk of investment loss, can be highly illiquid, are not always required to provide periodic pricing or valuation information to investors, may involve complex tax structures and delays in distributing important tax information, are not subject to the same regulatory requirements as mutual funds, often charge high fees which may offset any trading profits, and in many cases the underlying investments are not transparent and are known only to the investment manager. Alternative investment performance can be volatile. An investor could lose all or a substantial amount of his or her investment. • Management Risk: Your investment with us varies with the success and failure of our investment investment • strategies, research, analysis, and determination of portfolio securities. If our strategies do not produce the expected returns, the value of the investment may decrease. Inverse and Leveraged ETF Risk: Inverse and leveraged ETFs are complex investment products, and clients considering ETFs should evaluate each investment closely and not assume all ETFs are alike. ETFs have evolved over the years, and some ETFs, such as leveraged and inverse ETFs, have become more complex than traditional ETFs and may be designed to deliver multiples of daily performance, or opposite performance, of an index or benchmark. Most leveraged ETFs reset each day, which means they are designed to achieve their stated objective on a daily basis and their performance over longer time periods can differ significantly from the underlying index or benchmark from the same period. Clients should review product prospectuses and understand 13  how specific products fit into your investment strategy. ITEM 9 - DISCIPLINARY INFORMATION Sykon Capital and our personnel seek to maintain the highest level of business professionalism, integrity, and ethics. We are required to disclose the facts of any legal or disciplinary events that are material to a client’s evaluation of our business or the integrity of our management. We the Firm does not have any required disclosures to this Item, our personnel do have personal disclosures. Please visit www.adviserinfo.sec.gov for information on these disclosures. ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS Sykon Capital is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons. Relationship with tru Independence, LLC for investment professionals and an SEC-registered The Firm maintains a business relationship with tru Independence, LLC (“tru Independence”), a service platform investment adviser. Through its relationship with tru Independence, the Firm gains access to services related to reporting, custody, investments, compliance, trading, technology, transition support, and other related services. In fulfilling its duties to its clients, the Firm endeavors at all times to put the interests of its clients first. The Firm reviews all of its service provider relationships on an ongoing basis in an effort to ensure decisions are made in the best interests of clients. Clients should be aware, however, that this relationship may pose certain conflicts of interest. Specifically, tru Independence charges the Firm a platform fee that decreases as assets increase. Accordingly, the Firm has an incentive to increase the it places through the tru Independence platform. tru Independence also provided transition assets support aimed at helping the Firm launch its new advisory firm. The receipt of economic and other benefits as described above from tru Independence creates an incentive for the Firm to choose tru Independence over other service providers that do not furnish similar benefits. Relationship with DPL Financial Partners, LLC DPL Financial Partners, LLC (“DPL”) is a third-party provider of a platform of insurance consultancy services to Clients with a current or future need for insurance products. DPL offers [FIRM] a membership to its platform for a fixed annual fee and, through its licensed insurance agents who are registered representatives of The Leaders Group, Inc. (“The Leaders Group”), an unaffiliated SEC-registered broker dealer and FINRA member, offers the Firm a variety of services relating to fee-based insurance products. These services include, among others, providing the Firm with analyses of their current methodology for evaluating client insurance needs, educating, and acting as a resource to members regarding insurance products generally and specific insurance products owned by their clients or that their clients are considering purchasing, and providing members access to and product marketing support regarding fee based products that insurers have agreed to offer to Clients through DPL’s platform. For providing 14  platform services to the Firm, DPL receives service fees from the insurers that offer their fee-based products through the platform. These service fees are based on the insurance premiums received by the insurers. DPL is licensed as an insurance producer in jurisdictions where required to perform the platform services. Its representatives are also licensed as insurance producers, appointed as insurance agents of the insurers offering their products through the platform, and registered representatives of The Leaders Group. Relationship with SYKON Asset Management SYKON Asset Management is an affiliated entity to SYKON Capital LLC and is owned and operated by all the same individuals of SYKON Capital, as listed in Item 4 above. SYKON Asset Management formally applied for registration as a registered investment advisor with the Securities & Exchange Commission, and was the Formed in 2025. SYKON Asset Management will offer investment management services to investment companies (“the client(s)”) registered under the Investment Company Act of 1940. Retirement Plan Accounts The Firm may from time to time recommend the rollover to an IRA from an employer-sponsored retirement plan. This product will be recommended when it is deemed by the Firm to be in the best interest of the client. It is understood that the Investment Advisor Representative will receive a management fee paid by me as indicated by the client agreement that will be signed when the account is opened. When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interests ahead of yours. Under this special rule’s provisions, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. When recommending the rollover to an IRA from an employer-sponsored retirement plan, you will be provided with disclosure on the reasons why the transaction is in your best interest, it will be required to be signed by both you and the advisor and will be maintained in your file. 15  ITEM 11 - CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL TRADING Code of Ethics Sykon Capital believes that we owe clients the highest level of trust and fair dealing. As part of our fiduciary duty, we place the interests of our clients ahead of the interests of the firm and our personnel. We have adopted a Code of Ethics that emphasizes the high standards of conduct that the Firm seeks to observe. Our personnel are required to conduct themselves with integrity at all times and follow the principles and policies detailed in our Code of Ethics. The Firm’s Code of Ethics attempts to address specific conflicts of interest that either we have identified or that could likely arise. The Firm’s personnel are required to follow clear guidelines from the Code of Ethics in areas such as gifts and entertainment, other business activities, prohibitions of insider trading, and adherence to applicable federal securities laws. Additionally, individuals who formulate investment advice for clients, or who have access to nonpublic information regarding any clients’ purchase or sale of securities, are subject to personal trading policies governed by the Code of Ethics (see below). The Firm will provide a complete copy of the Code of Ethics to any client or prospective client upon request. Personal Trading Practices The Firm and our personnel may purchase or sell securities for themselves, regardless of whether the transaction would be appropriate for a client’s account. The Firm and our personnel may purchase or sell securities for themselves that we also recommend/utilize for clients. This includes related securities (e.g., warrants, options, or other derivatives). This presents a potential conflict of interest, as we have an incentive to take investment opportunities from clients for our own benefit, favor our personal trades over client transactions when allocating trades, or use the information about the transactions we intend to make for clients to our personal benefit by trading ahead of clients. Our policies to address these conflicts include the following: 1. The client receives the opportunity to act on investment decisions/recommendations prior to and in preference to accounts of your investment advisor representative (“IAR”). 2. The Firm prohibits trading in a manner that takes personal advantage of price movements caused 3. by client transactions. If your IAR wishes to purchase or sell the same security as he/she recommends or takes action to purchase or sell for a client, he/she will not do so until the custodian fills the client’s order, if the order cannot be aggregated with the client order. As a result of this policy, it is possible that clients may receive a better or worse price than IAR for transactions in the same security on the same day as a client. 4. The Firm requires our IARs to report personal securities transactions on at least a quarterly basis. 5. Conflicts of interest also may arise when Firm IARs become aware of limited offerings or IPOs, including private placements or offerings of interests in limited partnerships or any thinly traded securities, whether public or private. Given the inherent potential for conflict, limited offerings 16  and IPOs demand extreme care. IARs are required to obtain pre-approval from the Chief Compliance Officer before trading in limited offerings and are prohibited from transacting in IPOs for personal accounts. 6. Under certain limited circumstances, we make exceptions to the policies stated above. The Firm will maintain records of these trades, including the reasons for any exceptions. ITEM 12 - BROKERAGE PRACTICES Sykon Capital generally requests accounts to be established with either Charles Schwab Corporation or Goldman Sachs (hereby referred to as the “Custodians”), both members FINRA/SIPC. The Firm engages custodians to clear transactions and custody assets. The Custodians provide the Firm with services that assist us in managing and administering clients' accounts which include software and other technology that (i) provide access to client account data (such as trade confirmations and account statements); (ii) facilitate trade execution and allocate aggregated trade orders for multiple client accounts; (iii) provide research, pricing and other market data; (iv) facilitate payment of fees from its clients' accounts; and (v) assist with certain back-office functions, recordkeeping and client reporting. As part of the arrangement described above, the Custodians also make certain research and brokerage services available at no additional cost to our firm. These services include certain research and brokerage services, including research services obtained by the Custodians directly from independent research companies, as selected by our Firm (within specific parameters). Research products and services provided by the Custodians to our firm may include research reports on recommendations or other information about, particular companies or industries; economic surveys, data and analyses; financial publications; portfolio evaluation services; financial database software services; computerized news and pricing services; quotation equipment for use in running software used in investment decision-making; and other products or services that provide lawful and appropriate assistance by the Custodians to our firm in the performance of our investment decision-making responsibilities. The aforementioned research and brokerage services are used by our firm to manage accounts. Without this arrangement, our firm might be compelled to purchase the same or similar services at our own expense. As a result of receiving the services discussed above, we have an incentive to continue to use or expand the use of the Custodians’ services. Our firm examined this conflict of interest when we chose to enter into the relationship with the Custodians and we have determined that the relationship is in the best interest of our firm’s clients and satisfies our client obligations, including our duty to seek best execution. The Custodians charge brokerage commissions and transaction fees for effecting certain securities transactions (i.e., transaction fees are charged for certain no-load mutual funds, and commissions are charged for individual equity and debt securities transactions). The Custodians generally do not charge clients separately for custody services but are compensated by account holders through commissions and other transaction-related or asset-based fees for securities trades that are executed through the Custodians or that settle into accounts at the Custodians. The Custodians charge brokerage commissions and transaction fees for effecting certain securities transactions (i.e., transaction fees are charged for certain no-load mutual funds, commissions are charged 17  for individual equity and debt securities transactions). The Custodians enable us to obtain many no-load mutual funds without transaction charges and other no-load funds at nominal transaction charges. The Custodians’ commission rates are generally discounted from customary retail commission rates. However, the commission and transaction fees charged by the Custodians may be higher or lower than those charged by other custodians and broker-dealers. We may aggregate (combine) trades for ourselves or our associated persons with your trades, providing that the following conditions are met: 1. Our policy for the aggregation of transactions shall be fully disclosed separately to our existing clients (if any) and the broker-dealer(s) through which such transactions will be placed; 2. We will not aggregate transactions unless we believe that aggregation is consistent with our duty to seek the best execution (which includes the duty to seek best price) for you and is consistent with the terms of our investment advisory agreement with you for which trades are being aggregated. 3. No advisory client will be favored over any other client; each client that participates in an aggregated order will participate at the average share price for all our transactions in a given security on a given business day, with transaction costs based on each client’s participation in the transaction; 4. We will prepare a procedure specifying how to allocate the order among those clients; 5. If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the allocation statement; if the order is partially filled, it will be allocated pro-rata based on the allocation statement; 6. Our books and records will separately reflect, for each client account, the orders of that are aggregated, the securities held by, and bought for that account. 7. We will receive no additional compensation or remuneration of any kind as a result of the 8. proposed aggregation; and, Individual advice and treatment will be accorded to each advisory client. As a matter of policy and practice, we do not utilize research, research-related products, and other services obtained from broker-dealers, or third parties, on a soft dollar commission basis other than what is described above. Factors Considered in Recommending Custodians We consider several factors in recommending custodians to a client. Factors that we consider when recommending custodians may include financial strength, reputation, execution, pricing, reporting, research, and service. We will also take into consideration the availability of the products and services received or offered (detailed above) by the custodians. Directed Brokerage Transactions The Firm does not allow clients to direct brokerage to a specific broker-dealer. Special Considerations for ERISA Clients A retirement or ERISA plan client may direct all or part of portfolio transactions for its account through a 18  specific broker or dealer in order to obtain goods or services on behalf of the plan. Such direction is permitted provided that the goods and services provided are reasonable expenses of the plan incurred in the ordinary course of its business for which it otherwise would be obligated and empowered to pay. ERISA prohibits directed brokerage arrangements when the goods or services purchased are not for the exclusive benefit of the plan. Consequently, we will request that plan sponsors who directs plan brokerage provide us with a letter documenting that this arrangement will be for the exclusive benefit of the plan. Trade Errors We have implemented procedures designed to prevent trade errors; however, trade errors in client accounts cannot always be avoided. Consistent with our fiduciary duty, it is our policy to correct trade errors in a manner that is in the best interest of the client. In cases where the client causes the trade error, the client will be responsible for any loss resulting from the correction. Depending on the specific circumstances of the trade error, the client may not be able to receive any gains generated as a result of the error correction. In all situations where the client does not cause the trade error, the client will be made whole, and we will absorb any loss resulting from the trade error if the error was caused by the Firm. If the error is caused by the Custodian, the Custodian will be responsible for covering all trade error costs. If an investment gain results from the correcting trade, the gain will be donated to charity. We will never benefit or profit from trade errors. ITEM 13 - REVIEW OF ACCOUNTS Account Reviews & Reporting Managed Accounts Reviews Sykon Capital manages portfolios on a continuous basis and generally review all positions in client accounts on a regular basis, but no less than annually. We generally offer account reviews to clients annually. Clients may choose to receive reviews in person, by telephone, or via e-mail. Firm IARs conduct reviews based on a variety of factors. These factors include, but are not limited to, stated investment objectives, economic environment, outlook for the securities markets, and the merits of the securities in the accounts. In addition, we may conduct a special review of an account based on, but not limited to, the following: 1. A change in the client’s investment objectives, guidelines, and/or financial situation; 2. Changes in diversification; 3. Tax considerations; or 4. Material cash deposits or withdrawals. Consulting Service Consultation clients do not receive reviews of their written plans unless they take action to schedule a financial consultation with us separately contract with us for a post-financial plan meeting or update to their initial written financial plan. The type of reporting is agreed upon by the Firm and the client on a case- by-case basis. We do not provide ongoing services to financial consultation clients but are willing to meet with such clients upon their request to discuss updates to their plans or changes in their circumstances. The Client's IAR provides financial consultation services to the client. In cases when we have been 19  contracted to conduct ongoing financial consultation services, the Investment Adviser Representatives will conduct reviews as agreed upon with the client. ITEM 14 - CLIENT REFERRALS AND OTHER COMPENSATION Brokerage Support Products and Services Sykon Capital receives an economic benefit from the brokers used for transactions in client accounts in the form of the support products and services they make available to us and other independent firms whose clients maintain their accounts at the broker. These products and services, how they benefit us, and the related conflicts of interest are described above (see Item 12 – Brokerage Practices). We do not base particular investment advice, such as buying particular securities for our clients, on the availability of the brokers’ products and services to us. Outside Compensation The Firm does not pay referral fees (non-commission based) to traditional independent solicitors for the referral of their clients to our firm. Firm IARs may refer clients to unaffiliated professionals for specific needs, such as mortgage brokerage, real estate sales, estate planning, legal, and/or tax/accounting. In turn, these professionals may refer clients to our IARs for investment management needs. We do not have any arrangements with individuals or companies that we refer clients to, and we do not receive any compensation for these referrals. However, it could be concluded that our IARs are receiving an indirect economic benefit from this practice, as the relationships are mutually beneficial. For example, there could be an incentive for us to recommend services of firms who refer clients to the Firm. Our IARs only refer clients to professionals we believe are competent and qualified in their field, but it is ultimately the client’s responsibility to evaluate the provider, and it is solely the client’s decision whether to engage a recommended firm. Clients are under no obligation to purchase any products or services through these professionals, and our IARs have no control over the services provided by another firm. Clients who chose to engage these professionals will sign a separate agreement with the other firm. Fees charged by the other firm are separate from and in addition to fees charged by the Firm. If the client desires, our IARs will work with these professionals or the client’s other advisers (such as an accountant, attorney, or other investment adviser) to help ensure that the provider understands the client’s investments and coordinates services for the client. We do not share information with an unaffiliated professional unless first authorized by the client. ITEM 15 - CUSTODY Sykon Capital has limited custody of some of our Clients’ funds or securities when the clients authorize us to deduct our management fees directly from the client’s account. A qualified custodian (generally a broker-dealer, bank, trust company, or other financial institution) holds clients’ funds and securities. Clients will receive statements directly from their qualified custodian at least quarterly. The statements will reflect the client’s funds and securities held with the qualified custodian as well as any transactions that 20  occurred in the account, including the deduction of our fee. Clients should carefully review the account statements they receive from the qualified custodian. When clients receive statements from the Firm as well as from the qualified custodian, they should compare these two reports carefully. Clients with any questions about their statements should contact us at the address or phone number on the cover of this brochure. Clients who do not receive a statement from their qualified custodian at least quarterly should also notify us. Third-Party Standing Letters of Authorization (“SLOA”) Our firm is deemed to have custody of clients’ funds or securities when clients have standing authorizations with their custodian to move money from a client’s account to a third party (“SLOA”) and, under that SLOA, it authorizes us to designate the amount or timing of transfers with the custodian. The SEC has set forth a set of standards intended to protect client assets in such situations, which we follow. By working with the qualified custodian, the Firm has in place seven provisions set forth by the SEC to assist in mitigating risk. The below must be followed to clients with third-party SLOAs: 1. 2. 3. 4. 5. 6. 7. The client provides an instruction to the qualified custodian, in writing, that includes the client’s signature, the third party’s name, and either the third party’s address or the third party’s account number at a custodian to which the transfer should be directed. The client authorizes the Firm, in writing, either on the qualified custodian’s form or separately, to direct transfers to the third party either on a specified schedule or from time to time. The client’s qualified custodian performs appropriate verification of the instruction, such as a signature review or other method to verify the client’s authorization and provides a transfer of funds notice to the client promptly after each transfer. The client can terminate or change the instruction to the client’s qualified custodian. The Firm has no authority or ability to designate or change the identity of the third party, the address, or any other information about the third party contained in the client’s instruction. The Firm maintains records showing that the third party is not a related party of the Firm or located at the same address as the Firm. The client’s qualified custodian sends the client, in writing, an initial notice confirming the instruction and an annual notice reconfirming the instruction. As stated earlier in this section, account statements reflecting all activity on the account(s), are delivered directly from the qualified custodian to each client or the client’s independent representative, at least quarterly. You should carefully review those statements and are urged to compare the statements against reports received from us. When you have questions about your account statements, you should contact us, your Advisor or the qualified custodian preparing the statement. ITEM 16 - INVESTMENT DISCRETION Sykon Capital accepts discretionary or non-discretionary authority over client accounts. If an IAR is acting in a discretionary capacity, the IAR may place trades within a client account without pre-approval from the client. If acting in a non-discretionary capacity, any trades will require preapproval from the client. 21  ITEM 17 - VOTING CLIENT SECURITIES Voting of Proxies In regard to SEC Rule 206(4)-6 under the Advisers Act, Sykon Capital will not vote proxies relating to equity securities in client accounts. You are responsible for: (1) directing the manner in which proxies solicited by issuers of securities beneficially owned in your Account are voted and voting or causing such proxies to be so voted and (2) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy proceedings or other similar type events pertaining to your Assets. Please contact us if you would like to receive a copy of our Proxy Voting Policy. Class Action Lawsuits As a matter of company policy, Advisor does not file proofs of claim relating to class action lawsuits affecting individual client accounts. However, upon Client’s request Advisor will provide any and all documentation required to complete any such proof of claim. Mutual Funds The investment adviser that manages the assets of a registered investment company (i.e., mutual fund) generally votes proxies issued on securities held by the mutual fund. ITEM 18 - FINANCIAL INFORMATION Registered investment advisers are required in this item to provide clients with certain financial information or disclosures about the firm’s financial condition. The firm does not require the prepayment of more than $1,200 in fees per client, six months or more in advance, does not have or foresee any financial condition that is reasonably likely to impair our ability to meet contractual commitments to clients, and has not been the subject of a bankruptcy proceeding. Charles Schwab & Co., Inc. (“Schwab”) has provided a loan to Sykon Capital LLC to assist its business operations, and the loan is guaranteed by Stephen M. Ruvituso, Todd A. Stankiewicz, Joseph P. Castiglie III and Julie Ackerman principal(s) of Advisor. The terms of the loan require that management fees to the Firm be paid to an account at Schwab for the deduction of interest and principal payments on the loan before the Firm may access such management fees. The loan agreement contains various representations and covenants by the Firm, including, among others, that the Firm will maintain at least 80% of AUM in end client net assets held at Schwab (“Assets Under Management at Schwab”), and that Advisor will comply with all applicable laws, regulations, and agreements, and obtain all necessary licenses, consents, and permits. Upon the occurrence and during the continuance of an event of default under the loan agreement, Schwab may terminate and/or accelerate the loan, which may have a material adverse effect on the Firm’s ability to perform services for you. Some of the products, services, and other benefits provided by Schwab, including the loan noted above, benefit the Firm, and may not benefit the Firm's client accounts. The Firm's recommendation or requirement that a client place assets in Schwab's custody may be based in part on benefits Schwab provides to the Firm, or their agreement to maintain certain Assets Under Management at Schwab, and 22  not solely on the nature, cost or quality of custody and execution services provided by Schwab. The Firm places trades for its clients' accounts subject to its duty to seek best execution and its other fiduciary duties. The Firm may use broker-dealers other than Schwab to execute trades for client accounts maintained at Schwab, but this practice may result in additional costs to clients so the Firm is more likely to place trades through Schwab rather than other broker-dealers. Schwab's execution quality may be different than other broker-dealers. 23