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ITEM 1 – COVER PAGE
Transce3nd, LLC.
835 Main Street Building 200
Buda, Texas 78610
512-268-9220
February 24, 2026
Part 2A Brochure
This brochure provides information about the qualifications and business practices of Transce3nd LLC (“TE3”).
TE3 markets the advisory business under the name e3 Wealth. If you have any questions about the contents of
this brochure, please contact us at 512-268-9220. The information in this brochure has not been approved or
verified by the United States Securities and Exchange Commission or by any state securities authority. Transce3nd
LLC is a Registered Investment Adviser. Registration with the United States Securities and Exchange Commission
or any state securities authority does not imply a certain level of skill or training. Additional information about
Transce3nd LLC is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by a unique
identifying number, known as an IARD number. The IARD number for Transce3nd LLC is 317745.
ITEM 2 – MATERIAL CHANGES
SUMMARY OF MATERIAL CHANGES
This section of the Brochure will address only those “material changes” that have been incorporated
since our last delivery or posting of this document on the SEC’s public disclosure website (IAPD)
www.adviserinfo.sec.gov.
We have made the following material changes since our last annual amendment filing made on March
17, 2025:
- NONE
Currently, a free copy of our Brochure may be requested by contacting Bruce Wheadon, Chief
Compliance Officer of TE3 at 512-268-9220.
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ITEM 3 – TABLE OF CONTENTS
ITEM 1 – COVER PAGE
0
ITEM 2 – MATERIAL CHANGES
1
ITEM 3 – TABLE OF CONTENTS
2
ITEM 4 – ADVISORY BUSINESS
3
ITEM 5 - FEES AND COMPENSATION
10
ITEM 6 - PERFORMANCE BASED FEES AND SIDE-BY-SIDE MANAGEMENT
14
ITEM 7 - TYPES OF CLIENTS
14
ITEM 8 - METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
14
ITEM 9 - DISCIPLINARY INFORMATION
24
ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
24
ITEM 11 - CODE OF ETHICS
27
ITEM 12 - BROKERAGE PRACTICES
28
ITEM 13 - REVIEW OF ACCOUNTS
31
ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION
32
ITEM 15 – CUSTODY
33
ITEM 16 – INVESTMENT DISCRETION
33
ITEM 17 – VOTING CLIENT SECURITIES
33
ITEM 18 – FINANCIAL INFORMATION
34
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ITEM 4 – ADVISORY BUSINESS
This Disclosure document is being offered to you by Transce3nd LLC (“TE3” or “Firm”) about the
investment advisory services we provide. It discloses information about the services that we provide
and the way those services are made available to you, the client.
Transce3nd LLC (TE3” or the “Firm”) is a registered investment advisor. The Firm markets their advisory
services under the name e3 Wealth. TE3 was founded in November 2021 and became a registered
investment adviser in the State of Texas in May 2022. The Principal Owner of TE3 is Joseph Allen
Quartucci. The Chief Compliance Officer of TE3 is Bruce Wheadon.
We are committed to helping clients build, manage, and preserve their wealth. Our Firm provides
services that help clients to achieve their stated financial goals. We will offer initial complimentary
meetings upon our discretion; however, investment advisory services are initiated only after you and
TE3 execute an Investment Management Agreement.
INVESTMENT MANAGEMENT AND SUPERVISION SERVICES
We offer discretionary and non-discretionary investment management and investment supervisory
services for a fee based on a percentage of your assets under management. The discretionary
investment management services include investment analysis, allocation of investments, and ongoing
monitoring of client portfolios.
We determine your portfolio composition based on your needs, your portfolio restrictions, if any, your
financial goals and your risk tolerances. We will work with you to obtain necessary information
regarding your financial condition, investment objectives, liquidity requirements, risk tolerance, time
horizons, and any restrictions on investing. This information enables us to determine the portfolio best
suited for your investment objective and needs. We primarily allocate client assets among individual
stocks, bonds, exchange traded funds (“ETFs”), options, mutual funds, cash and other public and
private securities or investments. All of which are considered asset allocation categories for the
client’s investment strategy.
We will rebalance the portfolio, as we deem appropriate, to meet your financial objectives. For
discretionary accounts, we will trade these portfolios and rebalance them on a discretionary basis
based on our market views and on your investment objectives, using our investment philosophy and
process as outlined in Item 8 in this Brochure. We tailor our advisory services to meet the needs of our
clients and seek to ensure that client portfolios are managed in a manner consistent with those
financial needs and investment objectives.
We do have limited authority to direct the Custodian to deduct our investment advisory fees from your
accounts, but only with the appropriate authorization by you of our Discretionary Investment
Management Agreement and the Custodian paperwork.
You are advised and are expected to understand that our past performance is not a guarantee of future
results. Certain market and economic risks exist that may adversely affect an account’s performance.
This could result in capital losses in your account.
There may be times a non-discretionary account relationship exists with our firm. In these
circumstances, the client may call in to facilitate a trade on their account. Our Advisors will assist in
facilitating the transaction on behalf of the client but we do not have continuous or supervisory
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oversight on such accounts and do not bill advisory fees for such relationships. Under a non-
discretionary relationship, the custodian may charge additional fees such as transaction costs,
custodial fees, redemption fees, retirement plan and administrative fees or commissions.
Clients may engage us to advise on certain investment products that are not maintained at our Firm’s
recommended custodian, and assets held in employer sponsored retirement plans. Where
appropriate, we provide advice about any type of held away account that is part of a client portfolio.
You are advised and are expected to understand that our past performance is not a guarantee of future
results. Certain market and economic risks exist that adversely affect an account’s performance. This
could result in capital losses in your account.
In performing our services, we shall not be required to verify any information received from you or
from other professionals. We may recommend and/or engage the services of other professionals for
implementation purposes. You are under no obligation to engage the services of any such
recommended professional.
FINANCIAL PLANNING
Through the financial planning process, our team strives to engage our clients in conversations around
the family’s goals, objectives, priorities, vision, and legacy – both for the near term as well as for future
generations. With the unique goals and circumstances of each family in mind, our team will offer
financial planning ideas and strategies to address the client’s holistic financial picture, including estate,
income tax, charitable, cash flow, wealth transfer, and family legacy objectives. Our team partners
with our client’s other advisors (CPAs, Enrolled Agents, Estate Attorneys, Insurance Brokers, etc.) to
ensure a coordinated effort of all parties toward the client’s stated goals. Such services include various
reports on specific goals and objectives or general investment and/or planning recommendations,
guidance to outside assets, and periodic updates.
Our specific services in preparing your plan may include:
• Review and clarification of your financial goals.
• Assessment of your overall financial position including cash flow, balance sheet, investment
strategy, risk management, and estate planning.
• Creation of a unique plan for each goal you have, including personal and business real estate,
education, retirement or financial independence, charitable giving, estate planning, business
succession, and other personal goals.
• Development of a goal-oriented investment plan, with input from various advisors to our
clients around tax suggestions, asset allocation, expenses, risk, and liquidity factors for each
goal. This includes IRA and qualified plans, taxable, and trust accounts that require special
attention.
• Design of a risk management plan including risk tolerance, risk avoidance, mitigation, and
transfer, including liquidity as well as various insurance and possible company benefits; and
• Crafting and implementation of, in conjunction with your estate and/or corporate attorneys as
tax advisor, an estate plan to provide for you and/or your heirs in the event of an incapacity or
death.
A written evaluation of each client's initial situation or Financial Plan may be provided to the client.
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USE OF THIRD-PARTY MONEY MANAGERS
We provide investment advice, recommendations and utilize the investment strategies of Outside
Investment Managers (“Managers”) through a tri-party relationship. Selected Managers are evaluated
by us for use in a client’s account. Managers selected by us may offer multiple strategies. Our Firm will
monitor Managers to ensure that it adheres to the philosophy and investment style for which it was
selected and to ensure that its performance, portfolio strategies, and management remain aligned with
the client’s overall investment goals and objectives. Our ongoing review includes, but is not limited to,
assessment of the Manager’s disclosure brochure, performance information, materials, personnel
turnover, and regulatory events. Factors we will consider in recommending a particular Manager
include, but are not limited to, the client’s stated investment objectives, management style,
independence, stature of the custodian utilized by the Manager, performance, philosophy, financial
strength, continuation of management, client service, reporting, commitment to a particular
investment mandate, fees, trading efficiency, and research.
When the use of a Manager is recommended in a client portfolio, the account will be traded by outside
the Manager (externally traded). All research, investment selections and portfolio decisions are the
responsibility of the Manager, not by our Firm. Performance reporting may be provided by the
Manager. Our Firm will maintain discretion over the client account to move within strategies offered
by the Manager.
The client will enter into a tri-party agreement with the Manager and our Firm. All third-party Managers
to whom we will refer or engage for clients will be licensed as registered investment advisors by their
resident state and any applicable jurisdictions or registered investment advisors with the U.S. Securities
and Exchange Commission (“SEC”).
Our Firm receives no additional benefits from the Manager related to this arrangement outside of the
advisory fee billed by our Firm. Our Firm, in conjunction with the Manager, will continue to provide
advisory services to the Client for the ongoing monitoring, review, and reporting of the overall account
performance and maintain the appropriate strategy for the client portfolio in line with their risk profile.
Third-party managed programs generally have account minimum requirements that will vary from
investment advisor to investment advisor. A complete description of the Manager’s services, fee
schedules and account minimums will be disclosed in the Manager’s Form ADV or similar Disclosure
Brochure which will be provided to clients at the time an agreement for services is executed and
account is established.
USE OF MODEL MANAGERS AND PLATFORM PROVIDER
The determination to use a particular model or models is based on each client’s individual investment
goals, objectives and mandates. The Firm has entered into an agreement with AE Wealth Management,
LLC (“AEWM”), an SEC registered investment advisor, to provide asset management services that
include:
• model money managers
• portfolio managers
•
strategists.
As part of the AEWM program, Clients provide the Firm and AEWM discretion to select third party,
non-affiliated investment managers (“Model Managers”) to design and manage model portfolios.
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Our Firm has access to AEWM’s reporting systems, client relationship management systems and
workflow systems to assist clients to establish an advisory account. Due to this arrangement, AEWM
will have access to client information, but AEWM will not serve as an investment advisor to the Firm’s
Clients. Our Firm and AEWM are non-affiliated companies. AEWM charges the Firm an annual fee for
each account administered by AEWM. The annual fee is paid from the portion of the management fee
retained by us. Clients receive continuous investment advice based on investment objective, risk
profile and time-horizon. While investment strategies and recommendations are tailored to the
individual needs of each client, they consist of an asset allocation consistent as outlined in Item 8 of
this Brochure.
We will not enter an investment advisor relationship with a prospective client whose investment
objectives are considered incompatible with the Firm’s investment philosophy or strategies or where
the prospective client seeks to impose unduly restrictive investment guidelines. However, Clients have
the ability to impose reasonable restrictions on the management of their accounts, including the ability
to instruct the Firm not to purchase certain securities.
We do have limited authority to direct the Custodian to deduct the Firm’s investment advisory fees
from accounts, but only with the appropriate written authorization from clients.
Clients may engage us to advise on certain investment products that are not maintained at the Firm’s
recommended custodian, such as life insurance, annuity contracts, and assets held in employer
sponsored retirement plans. Where appropriate, we provide advice about any type of held away
account that is part of a client portfolio.
Clients are advised and are expected to understand that the Firm’s past performance is not a guarantee
of future results. Certain market and economic risks exist that adversely affect an account’s
performance. This could result in capital losses in Client accounts.
RETIREMENT PLAN ADVISORY SERVICES
Our Firm offers the following services under our employer-sponsored retirement plans and their
participants:
• Non-Discretionary Investment Advisory Services and/or
• Retirement Plan Consulting Services.
Depending on the type of Plan and the specific arrangement with the Sponsor, we may provide one or
more of these services. Prior to being engaged by the Sponsor, we will provide a copy of this Form ADV
Part 2A along with a copy of our Privacy Policy and Plan Sponsor Investment Management Agreement
("Agreement") that contains the information required under Sec. 408(b)(2) of the Employee
Retirement Income Security Act ("ERISA") as applicable.
Non-discretionary Investment Management Services
These services are designed to allow the Sponsor to retain full discretionary authority or control over
assets of the Plan. We will solely be making recommendations to the Sponsor. We will perform these
non-discretionary investment advisory services through our IARs and charge fees as described in this
Form ADV and the Agreement. If the Plan is covered by ERISA, we will perform these investment
advisory services to the Plan as a "fiduciary" defined under ERISA Section 3(21). The Sponsor may
engage us to perform one or more of the following non-discretionary investment advisory services:
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INVESTMENT POLICY STATEMENT ("IPS")
Our Firm will review with Sponsor the investment objectives, risk tolerance and goals of the
Plan. If the Plan does not have an IPS, we will provide recommendations to Sponsor to assist
with establishing an IPS. If the Plan has an existing IPS, our Firm will review it for consistency
with the Plan's objectives. If the IPS does not represent the objectives of the Plan, we will
recommend to Sponsor revisions to align the IPS with the Plan's objectives.
ADVICE REGARDING DESIGNATED INVESTMENT ALTERNATIVES ("DIAs")
Based on the Plan's IPS or other guidelines established by the Plan, our Firm will review the
investment options available to the Plan and will make recommendations to assist Sponsor
with selecting DIAs to be offered to Plan participants. Once Sponsor selects the DIAs, we will,
on a periodic basis and/or upon reasonable request, provide reports and information to assist
Sponsor with monitoring the DIAs. If a DIA is required to be removed, our Firm will provide
recommendations to assist Sponsor with replacing the DIA.
PARTICIPANT INVESTMENT ADVICE
Our Firm will meet with Plan participants, upon reasonable request, to collect information
necessary to identify the Plan participant's investment objectives, risk tolerance, time horizon,
etc. We will provide written recommendations to assist the Plan participant with creating a
portfolio using the Plan's DIAs or Models, if available. The Plan participant retains sole
discretion over the investment of his/her account.
Retirement Plan Consulting Services
Retirement Plan Consulting Services are designed to allow our IARs to assist the Sponsor in meeting
his/her fiduciary duties to administer the Plan in the best interests of Plan participants and their
beneficiaries. Retirement Plan Consulting Services are performed so that they would not be considered
“investment advice” under ERISA. The Sponsor may elect for our IARs to assist with any of the following
services:
ADMINISTRATIVE SUPPORT
✓ Assist Sponsor in reviewing objectives and options available through the Plan
✓ Review Plan committee structure and administrative policies/procedures
✓ Recommend Plan participant education /communication policies under ERISA 404(c)
✓ Assist with development/maintenance of fiduciary audit file and document retention
policies
✓ Deliver fiduciary training and/or education periodically or upon reasonable request
✓ Recommend procedures for responding to Plan participant requests
SERVICE PROVIDER SUPPORT
✓ Assist fiduciaries with a process to select, monitor and replace service providers
✓ Assist fiduciaries with review of Covered Service Providers ("CSP") and fee
benchmarking
✓ Provide reports and/or information designed to assist fiduciaries with monitoring CSPs
✓ Coordinate and assist with CSP replacement and conversion
INVESTMENT MONITORING SUPPORT
✓ Periodic review of investment policy in the context of Plan objectives
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✓ Assist the Plan committee with monitoring investment performance
✓ Educate Plan committee members, as needed, regarding replacement of DIA(s) and/or
QDIA(s)
PARTICIPANT SERVICES
✓ Facilitate group enrollment meetings and coordinate investment education
✓ Assist Plan participants with financial wellness education, retirement planning and/or
gap analysis
POTENTIAL ADDITIONAL RETIREMENT SERVICES PROVIDED OUTSIDE OF THE
AGREEMENT
We and our IARs, in the course of providing Retirement Plan Services or otherwise, may establish a
client relationship with one or more plan participants or beneficiaries. Such client relationships develop
in various ways, including, without limitation:
• as a result of a decision by the plan participant or beneficiary to purchase services from us
not involving the use of plan assets;
•
• as part of an individual or family financial plan for which any specific recommendations
concerning the allocation of assets or investment recommendations relating to assets held
outside of a plan; or
through a rollover of an Individual Retirement Account ("IRA Rollover").
In providing these optional services, we may offer employers and employees information on other
financial and retirement products or services offered by us and our IARs. If we are providing
Retirement Plan Services to a plan, IARs may, when requested by a participant or beneficiary, arrange
to provide services to that participant or beneficiary through a separate agreement.
When a participant requests assistance with an IRA Rollover from his/her plan to an account advised
or managed by us, we will have a conflict of interest if our fees are reasonably expected to be higher
than those we would otherwise receive in connection with the Retirement Plan Services. For
participants invested in plans which we do not advise, we also have a conflict of interest given that we
may not earn any compensation if they remain invested in their current plan. We will disclose relevant
information about the applicable fees charged by us prior to opening an IRA account. Any decision to
affect the rollover or about what to do with the rollover assets remain that of the plan participant or
beneficiary alone.
Participant one-on-ones
We can also be engaged to provide financial education to plan participants. The scope of education
provided to participants will not constitute “investment advice” within the meaning of ERISA and
participant education will relate to general principles for investing and information about the
investment options currently in the plan.
TAX PLANNING AND PREPARATION
Our Firm’s Investment Adviser Representatives, through separate entities, can provide tax planning
and preparation for individuals and business owners. These services are provided to the client for a
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separate fee. Accounting services performed by these tax professionals will be separate and distinct
from our advisory services.
SEMINARS AND WORKSHOPS
Our Firm holds seminars and workshops to educate the public on different types of investments and
the different services they offer. The seminars are educational in nature and no specific investment or
tax advice is given.
CONSULTING SERVICES
We also provide clients investment advice on a more-limited basis on one-or-more isolated areas of
concern such as estate planning, real estate, retirement planning, or any other specific topic.
Additionally, we provide advice on non-securities matters about the rendering of estate planning,
insurance, real estate, and/or annuity advice or any other business advisory / consulting services for
equity or debt investments in privately held businesses. For business owners, our Firm does offer
consulting and specializes in generational transitions, sale preparation, and exit planning.
DISCLOSURE REGARDING ROLLOVER RECOMMENDATIONS
A client or prospect leaving an employer typically has four options regarding an existing retirement
plan (and may engage in a combination of these options): (i) leave the money in the former employer’s
plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers
are permitted, (iii) rollover to an Individual Retirement Account (“IRA”), or (iv) cash out the account
value (which could, depending upon the client’s age, result in adverse tax consequences). Our Firm
may recommend an investor roll over plan assets to an IRA for which our Firm provides investment
advisory services. As a result, our Firm and its representatives may earn an asset-based fee. In contrast,
a recommendation that a client or prospective client leave their plan assets with their previous
employer or roll over the assets to a plan sponsored by a new employer will generally result in no
compensation to our Firm. Our Firm therefore has an economic incentive to encourage a client to roll
plan assets into an IRA that our Firm will manage, which presents a conflict of interest. To mitigate the
conflict of interest, there are various factors that our Firm will consider before recommending a
rollover, including but not limited to: (i) the investment options available in the plan versus the
investment options available in an IRA, (ii) fees and expenses in the plan versus the fees and expenses
in an IRA, (iii) the services and responsiveness of the plan’s investment professionals versus those of
our Firm, (iv) protection of assets from creditors and legal judgments, (v) required minimum
distributions and age considerations, and (vi) employer stock tax consequences, if any. All rollover
recommendations are also reviewed by our Firm’s Chief Compliance Officer in a best effort to
determine that the recommendation to a client was reasonable or that the client has determined to
make the rollover after being provided ample information about their options. No client is under any
obligation to roll over plan assets to an IRA advised by our Firm or to engage our Firm to monitor and/or
advise on the account while maintained with the client's employer. Our Firm’s Chief Compliance Officer
remains available to address any questions that a client or prospective client has regarding this
disclosure.
We are fiduciaries under the Investment Advisers Act of 1940 and when we provide investment advice
to you regarding your retirement plan account or individual retirement account, we are also fiduciaries
within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal
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Revenue Code, as applicable, which are laws governing retirement accounts. We have to act in your
best interest and not put our interest ahead of yours. At the same time, the way we make money
creates some conflicts with your interests.
WRAP FEE PROGRAM
TE3 is the sponsor and manager of Wrap Program (the “Program”), a wrap fee program (i.e., an
arrangement where brokerage commissions and transaction costs are absorbed by the Firm). The fee
covers transaction costs or commissions resulting from the management of your accounts, however,
most investments trade without transaction fees today, so our payment of these and other incidental
custodial related expenses should not be considered a significant factor in determining the relative
value of our wrap program. Participants in the Program may pay a higher aggregate fee than if
brokerage services are purchased separately. Additional information about the Program is available in
TE3’s Wrap Brochure, which appears as Part 2A Appendix 1 of the Firm’s Form ADV.
ASSETS
As of December 31, 2025, our Firm managed a total of $418,926,290 in regulatory assets under
management, all of which are managed under discretionary authority.
ITEM 5 - FEES AND COMPENSATION
INVESTMENT MANAGEMENT FEES AND COMPENSATION
Clients receive investment management services through TE3. TE3 utilizes a third-party IMO (AEWM)
for the billing of these services through a Wrap Program. Fees will be calculated as a percentage of
assets under management (AUM) based on the average daily balance of account(s) and deducted from
Client account(s) in arrears on a monthly basis.
The wrap program fees do not exceed 1.65% and will cover the cost charged by TE3, AEWM, any other
third-party partners we utilize and the custodian (Schwab/Fidelity). No other management fees are
charged to client accounts by the Firm. The specific advisory fees are set forth in your Investment
Advisory Agreement.
The Fee is custom per client based on services provided based on the entirety of their relationship with
the firm. A lower fee percentage may not always reflect a lower fee amount. If our firm charges asset-
based fees, it is important to understand that the more assets held in the account, the more you will
pay in fees.
The market value will be determined as reported by the Custodian. Fees are assessed on all assets
under management. Cash and money market balances will be included in billing. Margin account
balances are not included in the fee billing. We do not impose a minimum account value to initiate our
Firm’s advisory and money management services. In certain circumstances, our fees and the timing of
the fee payments may be negotiated. Our employees and their family-related accounts are charged a
reduced fee for our services.
Unless otherwise instructed by the client, in certain cases, we will aggregate asset amounts in accounts
from your same household together to determine the advisory fee for all your accounts. For example,
if we manage accounts from the individual, our Firm will include joint accounts for a spouse, minor
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children and/or Trust accounts. This consolidation practice is designed to allow you the benefit of an
increased asset total, which could cause your account(s) to be assessed a lower advisory fee.
The independent qualified custodian holding your funds and securities will debit your account directly
for the advisory fee and pay that fee to us. You will provide written authorization permitting the fees
to be paid directly from your account held by the qualified custodian. Further, the qualified custodian
agrees to deliver an account statement monthly directly to you indicating all the amounts deducted
from the account including our advisory fees. At our discretion, our Firm will allow advisory fees to be
paid by check as indicated in the Investment Advisory Agreement. You are encouraged to review your
account statements for accuracy.
The investment advisory Agreement may be terminated by the client within five (5) business days of
signing the Agreement without penalty or incurring any advisory fees. After the 5 business days, either
party giving written notice to the other may cancel the Investment Advisory Agreement at any time for
any reason. Either TE3 or you may terminate the management agreement immediately upon written
notice to the other party. The management fee will be pro-rated to the date of termination, for the
month in which the cancellation notice was given. Upon termination, you are responsible for
monitoring the securities in your account, and we will have no further obligation to act or advise with
respect to those assets. In the event of client’s death or disability, TE3 will continue management of
the account until we are notified of client’s death or disability and given alternative instructions by an
authorized party.
Our Firm will not require prepayment of more than $1,200 in fees per client, six (6) or more months in
advance of providing any services. In no case are our fees based on, or related to, the performance of
your funds or investments.
USE OF MODEL MANAGERS AND PLATFORM PROVIDER AE WEALTH MANAGEMENT, LLC
(AEWM)
Through an administrative platform arrangement, we have contracted with AEWM to utilize its
technology platforms to support data reconciliation, performance reporting, fee calculation and billing,
client database maintenance, quarterly performance evaluations, payable reports, and other functions
related to the administrative tasks of managing client accounts. Due to this arrangement, AEWM will
have access to client information.TE3 and AEWM are non-affiliated companies. AEWM receives a
portion of our advisory fee for each account. AEWM will not serve as the discretionary investment
advisor to our clients. Please note that the fee charged to the client will not increase due to the annual
fee TE3 pays to AEWM, the fee is paid from the portion of the management fee retained by our Firm.
For accounts where AEWM is engaged as a platform provider, clients’ fees will be calculated and
deducted from your account by AEWM with our portion of the overall fee paid directly by AEWM to
our firm. Fees are billed monthly in arrears based on the average daily balance by the 5th business day
of each month. Billing will begin after the account has trade activity or after two full monthly billing
cycles, whichever is sooner.
Under our fee billing described above, only one rate is charged against all of the client’s assets under
management in this program. AEWM retains a portion of the advisory fee charged. For some “Model
Managers”, their fee is included in the portion retained directly by AEWM and others receive a fee
separate in addition to the fee retained by AEWM. Our Firm does not adjust the overall Program fee
depending on selected Model Managers.
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The client will provide written authorization permitting the fees to be paid directly from the account
held by the qualified custodian through AEWM. The qualified custodian agrees to deliver an account
statement at least quarterly directly to the client indicating all the amounts deducted from the account
including our advisory fees. Refer to Item 15 for details. Clients are encouraged to review your account
statements for accuracy.
FINANCIAL PLANNING FEES
Our firm may include financial planning as part of our investment advisory services at no additional fee.
If requested, our firm offers standalone financial planning services for a separate fee for those clients
not engaged in our investment management services. Financial Planning fees range from $500 to
$10,000 and are negotiable. Fees may vary based on the extent and complexity of your individual or
family circumstances and the amount of your assets under our management. The fee will be
determined based on factors including the complexity of your financial situation, agreed upon
deliverables, and whether you intend to implement any recommendations through TE3.
Your billing method is agreed to in advance of performing services and is agreed to and acknowledged
in the Financial Planning Agreement executed by you and our Firm. 50% down and the remainder (50%)
at delivery. Fees are to be paid via check to TE3 or billed through AdvicePay (refer to disclosure below
regarding AdvicePay). The specific fee for your financial plan will be discussed with you and specified
in your planning agreement with TE3. Typically, we complete a plan within a month and will present
it to you within 90 days of the contract date, if you have provided us all information needed to prepare
the financial plan.
If you choose to terminate the financial planning agreement by providing us with written notice. Upon
termination, any fees will be fully refunded back to you.
RETIREMENT PLAN SERVICES
For Retirement Plan Advisory Services compensation, we charge an advisory fee as negotiated with the
Plan Sponsor and as disclosed in the Employer Sponsored Retirement Plans Consulting Agreement
(“Plan Sponsor Agreement”). The compensation method is explained and agreed upon in advance
before any services are rendered. Asset based fees range from 0.50% to 1.00% annually and fixed fees
range from $3,000-$25,000 annually.
Plan advisory services begin with the effective date of the Plan Sponsor Agreement, which is the date
you sign the Plan Sponsor Agreement. For that calendar quarter, fees will be adjusted pro rata based
upon the number of calendar days in the calendar quarter that the Agreement was effective. Our fee
is billed in advance and/or arrears on the last business day of the calendar quarter or month as outlined
in the Agreement. For Plans where our fee is billed to the custodian, the fee is deducted directly from
the participant accounts. Written authorization permitting us to be paid directly from the custodial
account is outlined in the Agreement.
Either party may terminate the Investment Advisory Agreement at any time upon immediate notice.
You are responsible to pay for services rendered until the termination of the Agreement. If billed in
advance, the management fee will be pro-rated to the date of termination and any unearned fees will
be refunded to you or any earned fee will be billed to the account. Upon termination, you are
responsible for monitoring the securities in your account, and we will have no further obligation to act
or advise with respect to those assets.
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CONSULTING FEES
TE3 provides consulting services for clients who need advice on a limited scope of work. The Firm will
negotiate consulting fees with you. Fees may vary based on the extent and complexity of the
consulting project. Fees will be billed as services are rendered. Either party may terminate the
agreement. Upon termination, fees will be prorated to the date of termination and any unearned
portion of the fee will be refunded to you as described above.
ADVICEPAY
Fees can be paid via check to our Firm from your personal bank account or can be invoiced and
processed through a third-party nonaffiliated service, AdvicePay. Clients will be asked to set up their
bank account or credit card at AdvicePay to enable credit card or ACH payments. While AdvicePay
allows firms like ours to receive payments directly from the client’s credit card or bank account, it does
not give our Firm access to the bank account itself, nor to any of the client’s credit card or bank account
information. Our Firm is not able to initiate any additional payments via AdvicePay as agreed upon and
outlined in the Agreement.
ADMINISTRATIVE SERVICES
Through our relationship with AE Wealth Management (AEWM), our Firm utilizes AEWM’s technology
platform to support data reconciliation, performance reporting, fee calculation and billing, research,
client database maintenance, quarterly performance evaluations, payable reports, web site
administration, models, trading platforms, and other functions related to the administrative tasks of
managing client accounts. Due to this arrangement, AEWM will have access to client information, but
AEWM will not serve as an investment advisor to our clients. TE3 and AEWM are non-affiliated
companies. AEWM charges our Firm an annual fee for each account administered by AEWM. The
annual fee is paid from the portion of the Client’s monthly management fee billed to the Client by our
Firm.
ADDITIONAL FEES AND EXPENSES
In addition to the advisory fees paid to our Firm, clients also incur certain charges imposed by other
third parties, such as broker-dealers, custodians, trust companies, banks, and other financial
institutions (collectively “Financial Institutions”). These additional charges include custodial fees,
charges imposed 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, same day settlement fees, wire transfer and electronic fund fees, and other fees and
taxes on brokerage accounts and securities transactions. Our brokerage practices are described at
length in Item 12, below.
Examples of the investments outside the typical securities that may have additional fees at the
Custodian:
• REITS (To be billed by custodian - $100 initial purchase fee, $125 annual holding fee,
$10 redemption fee)
• Private Investments (To be billed by custodian - $100 initial purchase fee, $125 annual
holding fee, $10 redemption fee)
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TREATMENT OF NO TRANSACTION FEE SECURITIES
As described in our Brochure, certain securities qualify for no transaction fee pricing (i.e., $0.00
commissions) with our custodians.
If you receive services on a wrap fee basis and participate in transactions that qualify for no transaction
fee pricing, please know that our Firm does not require your IAR to lower their fee. Our Firm may
receive favorable pricing on specific securities offered at our custodians for the trading of ETFs and
individual equities. For services you receive through our wrap fee programs, we may compensate the
custodian(s) for their custodial services with a portion of the fee that we charge you. Depending on
the products you hold in your account, our Firm sometimes does not incur custodial service fees from
the custodian. In the event our Firm does not incur custodial fees, no additional discounts are applied
to the fees you pay our Firm. Additionally, an investment in a no transaction fee mutual fund does not
necessarily mean that the investment is in that mutual fund’s lowest share class, nor will it necessarily
be the lowest cost option when comparing funds and classes.
REGULATORY FEES
To facilitate the execution of trades, regulatory Trading Activity Fees (TAF) are added to applicable
sales transactions. The Securities and Exchange Commission (SEC) regulatory fee is assessed on client
accounts for sell transactions, and a FINRA fee is assessed on client accounts for sell transactions, for
certain covered securities. This fee is not charged by the Firm but is accessed and collected by the
custodian. The Custodian that the Firm uses, is a FINRA member firm. These fees recover the costs
incurred by the SEC and FINRA, for supervising and regulating the securities markets and securities
professionals. The fee rates vary depending on the type of transaction and the size of that transaction.
For more information on the SEC and FINRA fees, please visit their websites:
www.sec.gov/fast-answers/answerssec31htm.html
www.finra.org/industry/trading-activity-fee
ITEM 6 - PERFORMANCE BASED FEES AND SIDE -BY-SIDE MANAGEMENT
Our Firm does not engage in performance-based fees. No supervised person is compensated by
performance-based fees. Performance-based fees may create an incentive for the advisor to
recommend an investment that may carry a higher degree of risk.
ITEM 7 - TYPES OF CLIENTS
Our Firm works with the following types of clients: individuals, high net-worth individuals, foundations,
employer sponsored retirement plans, charitable organizations, institutions, trusts and estates.
We do not impose a minimum account value to initiate our Firm’s advisory and wealth management
services.
ITEM 8 - METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
We seek to recommend investment strategies that will give a client a diversified portfolio consistent
with the client’s investment objective. We do this by analyzing the various securities, investment
strategies, and third-party management firms. The goal is to identify a client’s risk tolerance, and then
find a manager with the maximum expected return for that level of risk.
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Our investment strategies and advice may vary depending upon each client's specific financial situation.
As such, we determine investments and allocations based upon your predefined objectives, risk
tolerance, time horizon, financial horizon, financial information, liquidity needs, and other various
suitability factors. Your restrictions and guidelines may affect the composition of your portfolio.
We utilize both fundamental and technical analysis. We gather our information from a broad array of
financial resources including financial newspapers, magazines, research prepared by others, corporate
rating services, company press releases, annual reports, prospectuses and filings with the Securities
and Exchange Commission.
We determine how to allocate assets among the various asset classes based on the client’s investment
strategy that is chosen, prevailing economic conditions and our determination of where we are in the
economic cycle. Potential risks and opportunities are weighed to determine to what degree the
portfolio should be invested.
From time-to-time, market conditions may cause your account to vary from the established allocation.
To remain consistent with the asset allocation guidelines established, your account is monitored on an
ongoing basis and rebalanced to the original allocation, or if deemed beneficial, to a new allocation
based on the then prevailing economic conditions and within the guidelines of the chosen investment
strategy.
In addition to the rebalancing, overall market conditions and microeconomic factors that affect specific
holdings in your account may trigger changes in allocation. Your account may also receive informal
reviews more frequently.
INVESTMENT ANALYSIS
▪ FUNDAMENTAL ANALYSIS: We attempt to measure the intrinsic value of a security by
looking at economic and financial factors (including the overall economy, industry conditions,
and the financial condition and management of the company itself) to determine if the
company is underpriced (indicating it may be a good time to buy) or overpriced (indicating it
may be time to sell). Fundamental analysis does not attempt to anticipate market movements.
This presents a potential risk, as the price of a security can move up or down along with the
overall market regardless of the economic and financial factors considered in evaluating the
stock.
▪ QUANTITATIVE ANALYSIS: We use mathematical ratios and other performance appraisal
methods in attempt to obtain more accurate measurements of a model manager’s investment
acumen, idea generation, consistency of purpose and overall ability to outperform their stated
benchmark throughout a full market cycle. Additionally, we perform periodic measurements
to assess the authenticity of returns. A risk in using quantitative analysis is that the models
used may be based on assumptions that prove to be incorrect.
▪ TECHNICAL ANALYSIS: We use this method of evaluating securities by analyzing statistics
generated by market activity, such as past prices and volume. Technical analysts do not
attempt to measure a security's intrinsic value, but instead use charts and other tools to
identify patterns that can suggest future activity. Technical analysts believe that the historical
performance of stocks and markets are indications of future performance. Technical analysis
is even more subjective than fundamental analysis in that it relies on proper interpretation of
a given security's price and trading volume data. A decision might be made based on a historical
move in a certain direction that was accompanied by heavy volume; however, that heavy
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volume may only be heavy relative to past volume for the security in question, but not
compared to the future trading volume. Therefore, there is the risk of a trading decision being
made incorrectly, since future trading volume is an unknown. Technical analysis is also done
through observation of various market sentiment readings, many of which are quantitative.
Market sentiment gauges the relative degree of bullishness and bearishness in a given security,
and a contrarian investor utilizes such sentiment advantageously. When most traders are
bullish, then there are very few traders left in a position to buy the security in question, so it
becomes advantageous to sell it ahead of the crowd. When most traders are bearish, then
there are very few traders left in a position to sell the security in question, so it becomes
advantageous to buy it ahead of the crowd. The risk in utilization of such sentiment technical
measures is that a very bullish reading can always become more bullish, resulting in lost
opportunity if the money manager chooses to act upon the bullish signal by selling out of a
position. The reverse is also true in that a bearish reading of sentiment can always become
more bearish, which may result in a premature purchase of a security.
▪ ASSET ALLOCATION: Rather than focusing primarily on securities selection, we attempt to
identify an appropriate ratio of securities, fixed income, and cash suitable to the client’s
investment goals and risk tolerance. A risk of asset allocation is that the client may not
participate in sharp increases in a particular security, industry or market sector. Another risk is
that the ratio of securities, fixed income, and cash will change over time due to stock and
market movements and, if not corrected, will no longer be appropriate for the client’s goals.
INVESTMENT PHILOSOPHY
Prior to making recommendations, we determine your financial status, needs, time horizon,
investment objectives, risk tolerance, and tax status. From this, we create an investor profile and
general asset allocation target. While we believe asset allocation is a key factor affecting long-term
rate of return, we also believe fundamental research and securities selection are vital. To that end, we
select from a narrow, refined list of institutional fund managers known for excellence in their
respective disciplines. We focus primarily on the people, processes, research, consistency, and culture
rather than simply recent “high performance” or “track record”.
As much as reasonably possible, we strive to:
• Diversify strategically with non-correlating assets.
• Balance between growth and value styles.
• Diversify globally.
• Rebalance as markets change.
• Manage for tax efficient returns wherever possible.
SUB-ADVISOR, INDEPENDENT THIRD-PARTY MANAGER
We seek to recommend investment strategies that will give a client a diversified portfolio consistent
with the Client’s investment objective. We do this by analyzing the various securities, investment
strategies, and third-party management firms. The goal is to identify a client’s risk tolerance, and then
find a manager with the maximum expected return for that level of risk.
We examine the experience, expertise, investment philosophies and past performance of independent,
third-party managers in an attempt to determine if that Manager has demonstrated an ability to invest
over a period of time and in different economic conditions. We monitor the Managers’ underlying
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holdings, strategies, concentrations, and leverage as part of our overall periodic risk assessment.
Additionally, as part of our due-diligence process, we survey the Managers’ compliance and business
enterprise risks.
A risk of investing with a third-party Manager who has been successful in the past is that he/she may
not be able to replicate that success in the future. In addition, as we do not control the underlying
investments in a managers’ portfolio, there is also a risk that the Manager may deviate from the stated
investment mandate or strategy of the portfolio, making it a less suitable investment for our clients.
Moreover, as we do not control the Managers’ daily business and compliance operations, we may be
unaware of the lack of internal controls necessary to prevent business, regulatory or reputational
deficiencies.
NITROGEN PLATFORM
The Firm does utilize Nitrogen, a third-party vendor tool to assist in identifying the client’s risk
tolerance. Nitrogen technology assists financial planners in two critical tasks: (1) measuring the risk
preferences of investors, and (2) applying these preference measurements to portfolio selection.
Nitrogen summarizes an investor’s mean-variance risk aversion on a 99-point scale. In connection with
this output, the Nitrogen tool “quantifies” the client’s indicated investment risk tolerance through the
illustration of expected return (plus/minus) and investment volatility (investment variance) which uses
past data to calculate expected variance. The Firm works with Nitrogen to customize client portfolios
using a combination of existing holdings and recommended allocation strategies to provide the client
with the desired risk score. Once the Risk Score is identified, the Firm prepares a strategy, which is also
scored by Nitrogen tools. Generally, clients are recommended a mixture of strategies with various
allocations, including strategies which focus on fixed income, growth, balanced, moderate, or
aggressive investments, which correlate to the client’s risk score.
INVESTMENT SUBSCRIPTION SERVICES
Our Firm does engage the services of unaffiliated and independent registered investment advisor(s)
(“Signal Providers”) to receive buy and sell signals, research, or other information that the Firm uses to
manage a particular strategy/portfolio. Such Signal Providers will not act as fiduciaries with respect to
any client as they are engaged to provide market-related services to our Firm. In providing
individualized investment advice, our Firm will invest a client’s assets in accordance with the
recommendations of one or more Signal Providers or may invest the account in any manner it deems
appropriate based on the client’s personal objectives. All fees incurred by the subscription to various
Signal Providers are paid by our Firm (as a percentage of the fees generated within a particular strategy).
Thus, a portion of the advisory fee paid by a client to our Firm may be used to compensate such third-
party providers or consultants.
MUTUAL FUND SHARE CLASS
Mutual funds often offer multiple share classes with differing internal fee and expense structures. Our
firm’s planning methodology does not include the purchase of mutual fund portfolios. However, if
mutual funds are transferred to our platform, they may not be the lowest cost share class option. Other
instances that may not include the lowest share class include:
These instances include but are not limited to:
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• Instances in which a certain custodian has a share class available that has a lower internal fee and
expense structure than is available for the same mutual fund at other custodians: In such instances,
our Firm will select the lowest cost share class available at the custodian that holds your account even
though a lower cost share class is available at another custodian.
• Instances in which the custodian that holds your account offers others a share class with a lower
internal fee and expense structure than what is available to our Firm at the same custodian: In such
instances, our Firm will select the lowest cost share class that the custodian makes available. This
situation sometimes occurs because the custodian places conditions on the availability of the lower
cost share class that our Firm has determined are not appropriate to accept due to additional costs
imposed by said conditions.
• Instances in which a share class with a lower internal fee and expense structure than the share class
you currently hold is available at your custodian, but there are limitations as it relates to share class
eligibility, custodian restrictions, or additional fees/taxes that the conversion would trigger: Our Firm
cannot convert to a share class with a lower internal fee and expense structure if the account is
ineligible (e.g., the fund company only allows certain types of registration types to use the share class
or the account doesn’t meet the investment minimum for the share class) or if the fund company won’t
accept a conversion if the share amount is too small. Our Firm also cannot convert to a lower internal
fee and expense structure if the custodian will not allow it (e.g., custodial restrictions). Also, our Firm
does not convert to a share class with a lower internal fee and expense structure if the conversion will
cause a taxable event or other expense/cost to you that negates the advantage of the lower cost share
class.
• Instances in which a Model Manager selects a share class for inclusion in a model that is not the
lowest cost share class available: Our firm uses model managers that build investment portfolios that
are designed to meet the needs of our clients and fall within in their risk scores. Our firm does not have
the authority to modify or provide input to the selection of the securities in the model.
• Instances in which you make your own investment selections in a Client-Directed Account In such
circumstances, our Firm does not screen for the lowest mutual fund share class available.
PERIODS OF PORTFOLIO INACTIVITY
The firm has a fiduciary duty to provide services consistent with the client’s best interest. As part of
its investment advisory services, the firm will review client portfolios on an ongoing basis to determine
if any changes are necessary based upon various factors, including but not limited to investment
performance, fund manager tenure, style drift, account additions/withdrawals, the client’s financial
circumstances, and changes in the client’s investment objectives. Based upon these and other factors,
there may be extended periods of time when the firm determines that changes to a client’s portfolio
are neither necessary nor prudent. Notwithstanding, unless otherwise agreed in writing, the firm’s
annual investment advisory fee will continue to apply during these periods, and there can be no
assurance that investment decisions made by the firm will be profitable or equal any specific
performance level(s).
STRUCTURED PRODUCTS
Transce3nd LLC will recommend Structured Products. Structured Products are complicated investment
alternatives that combine features of debt and equity. It is important that you fully understand their
potential risks and benefits before investing.
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Structured Products may involve a high degree of risk including, but not limited to, unanticipated
market conditions, counterparty or issuer default, issues involving the underlying security, and
liquidity. Please read the important disclosures contained in the Pricing Supplement, Product
Supplement, Term Sheet, Fact Supplement, Offering Circular, Preliminary, Supplemental or Final
Prospectus, Offering Memorandum, or other materials prepared by the issuer (collectively, “Sales
Material”) prior to any purchase of a Structured Product. For more information, or to request Sales
Material for a specific Structured Product, contact your Registered Associated Persons.
RISK OF LOSS
A client’s investment portfolio is affected by general economic and market conditions, such as interest
rates, availability of credit, inflation rates, economic conditions, changes in laws and national and
international political circumstances.
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. TE3 will assist Clients in determining an
appropriate strategy based on their tolerance for risk.
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). TE3 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 TE3 of any changes in financial condition, goals or other factors that may affect this analysis.
Our methods rely on the assumption that the underlying companies within our security allocations are
accurately reviewed by the rating agencies and other publicly available sources of information about
these securities, are providing accurate and unbiased data. While we are alert to indications that data
may be incorrect, there is always a risk that our analysis may be compromised by inaccurate or
misleading information.
Investors should be aware that accounts are subject to the following risks:
▪ MARKET RISK - Even a long-term investment approach cannot guarantee a profit. Economic,
political, and issuer-specific events will cause the value of securities to rise or fall. Because the
value of investment portfolios will fluctuate, there is the risk that you will lose money and your
investment may be worth more or less upon liquidation.
▪ FOREIGN SECURITIES AND CURRENCY RISK - Investments in international and emerging-
market securities include exposure to risks such as currency fluctuations, foreign taxes and
regulations, and the potential for illiquid markets and political instability.
▪
▪ CAPITALIZATION RISK - Small-cap and mid-cap companies may be hindered as a result of
limited resources or less diverse products or services Their stocks have historically been more
volatile than the stocks of larger, more established companies.
INTEREST RATE RISK - In a rising rate environment, the value of fixed-income securities
generally declines, and the value of equity securities may be adversely affected.
▪ CREDIT RISK - Credit risk is the risk that the issuer of a security may be unable to make
interest payments and/or repay principal when due. A downgrade to an issuer’s credit rating
or a perceived change in an issuer’s financial strength may affect a security’s value and thus,
impact the fund’s performance.
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▪
LIQUIDITY RISK - Liquidity risk is the risk that there may be limited buyers for a security
when an investor wants to sell. Typically, this results in a discounted sale price in order to
attract a buyer.
▪ DEFAULT RISK - A default occurs when an issuer fails to make payment on a principal or
interest payment.
▪ EVENT RISK - Event risk is difficult to predict because it may involve natural disasters such as
earthquakes or hurricanes, as well as changes in circumstance from regulators or political
bodies.
▪ POLITICAL RISK - Political risk is the risk associated with the laws of the country, or to events
that may occur there. Particular political events such as a government’s change in policy could
restrict the flow of capital.
▪ DURATION RISK - Duration is a way to measure a bond's price sensitivity to changes in
interest rates. The duration of a bond is determined by its maturity date, coupon rate, and call
feature. Duration is a method to compare how different bonds will react to interest rate
changes. If a bond has a duration of five (5) years, it means that the value of that security will
decline by approximately five percent (5%) for every one percent (1%) increase in interest rates.
▪ REINVESTMENT RISK - Reinvestment risk is the risk that future interest and principal
payments may be reinvested at lower yields due to declining interest rates.
▪ TAX RISK: For municipal bonds, depending on the client’s state of residence, the interest
earned on certain bonds may not be tax-exempt at the state level. Also, changes in federal tax
policy may impact the tax treatment of interest and capital gains of an investment.
▪ REGULATORY RISK - Market participants are subject to rules and regulations imposed by
one or more regulators. Changes to these rules and regulations could have an adverse effect
on the value of an investment.
▪ CONCENTRATION RISK - The risk of amplified losses that may occur from having a large
portion of your holdings in a particular investment, asset class or market segment relative to
your overall portfolio.
▪ SECURITIES LENDING RISK - Securities lending involves the risk that the fund loses money
because the borrower fails to return the securities in a timely manner or at all. The fund could
also lose money if the value of the collateral provided for loaned securities, or the value of the
investments made with the cash collateral, falls. These events could also trigger adverse tax
consequences for the fund.
▪ EXCHANGE-TRADED FUNDS - ETFs face market-trading risks, including the potential lack of
an active market for shares, losses from trading in the secondary markets, and disruption in
the creation/redemption process of the ETF. Any of these factors may lead to the fund’s shares
trading at either a premium or a discount to its “net asset value.”
▪ CYBERSECURITY RISK - In addition to the Material Investment Risks listed above, investing
involves various operational and “cybersecurity” risks. These risks include both intentional and
unintentional events at our firm or one of its third-party counterparties or service providers,
that may result in a loss or corruption of data, result in the unauthorized release or other
misuse of confidential information, and generally compromise our Firm’s ability to conduct its
business. A cybersecurity breach may also result in a third-party obtaining unauthorized access
to our clients’ information, including social security numbers, home addresses, account
numbers, account balances, and account holdings. Our Firm has established business
continuity plans and risk management systems designed to reduce the risks associated with
cybersecurity breaches. However, there are inherent limitations in these plans and systems,
including those certain risks may not have been identified, in large part because different or
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unknown threats may emerge in the future. As such, there is no guarantee that such efforts
will succeed, especially because our Firm does not directly control the cybersecurity systems
of our third-party service providers. There is also a risk that cybersecurity breaches may not be
detected.
▪ COMMODITIES RISK - Exposure to commodities in Adviser Clients accounts is in non-
physical form, such as ETFs or mutual funds, there are risks associated with the movement in
gold prices and the ability of the fund or trust manager to respond or deal with those price
movements. There also may be initial charges as well as annual management fees associated
with the fund or trust.
▪ OPTION RISK - Variable degree of risk. Transactions in options carry a high degree of risk.
Purchasers and sellers of options should familiarize themselves with the type of option (i.e.,
put or call) which they contemplate trading and the associated risks. Traders of options should
calculate the extent to which the value of the options must increase for the position to become
profitable, taking into account the premium and all transaction costs.
o The purchaser of options may offset or exercise the options or allow the options to
expire. The exercise of an option results either in a cash settlement or in the purchaser
acquiring or delivering the underlying interest. If the option is on a future, the
purchaser will acquire a futures position with associated liabilities for margin (see the
section on Futures below). If the purchased options expire worthless, the purchaser
will suffer a total loss of the investment. In purchasing deep out-of-the-money options,
the purchaser should be aware that the chance of such options becoming profitable
ordinarily is remote.
o Selling ("writing" or "granting") an option generally entails considerably greater risk
than purchasing options. Although the premium received by the seller is fixed, the
seller may sustain a loss well in excess of that amount. The seller will be liable for
additional margin to maintain the position if the market moves unfavorably. The seller
will also be exposed to the risk of the purchaser exercising the option and the seller
being obligated to either settle the option in cash or to acquire or deliver the
underlying interest. If the option is on a future, the seller will acquire a position in a
future with associated liabilities for margin (see the section on Futures below). If the
option is "covered" by the seller holding a corresponding position in the underlying
interest or a future or another option, the risk may be reduced. If the option is not
covered, the risk of loss can be unlimited.
o Certain exchanges in some jurisdictions permit deferred payment of the option
premium, exposing the purchaser to liability for margin payments not exceeding the
amount of the premium. The purchaser is still subject to the risk of losing the premium
and transaction costs. When the option is exercised or expires, the purchaser is
responsible for any unpaid premium outstanding at that time.
▪ RESPONSIBLE INVESTING AND ESG RISK - clients utilizing responsible investing strategies
and environment, social responsibility, and corporate governance (ESG) factors may
underperform strategies which do not utilize responsible investing and ESG considerations.
Responsible investing and ESG strategies may operate by either excluding the investments of
certain issuers or by selecting investments based on their compliance with factors such as ESG.
This strategy may exclude certain sectors or industries from a client’s portfolio, potentially
negatively affecting the client’s investment performance if the excluded sector or industry
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outperforms. Responsible investing and ESG are subjective by nature, and our firm may rely
on analysis and ‘scores’ provided by third parties in determining whether an issuer meets our
firm’s standards for inclusion or exclusion. A client’s perception may differ from our firm or a
third parties on how to judge an issuers adherence to responsible investing principles.
▪ MARGIN RISK - When you purchase securities, you may pay for the securities in full or you
may borrow part of the purchase price from your brokerage firm. If you choose to borrow
funds through a margin account, securities purchased are the firm's collateral for the loan to
you. If the securities in your account decline in value, so does the value of the collateral
supporting your loan, and, as a result, the firm can take action, such as issue a margin call
and/or sell securities or other assets in any of your accounts held with the member, in order
to maintain the required equity in the account. Investing with margin is characterized by
unique risks including amplified losses due to increased leverage; margin calls; forced
liquidations; and additional fees including margin interest charges. In order to manage margin
risk, we recommend leveraging responsibly (borrowing less than the amount available);
keeping a diversified portfolio; and monitoring the account and evaluating risk regularly.
Before investing on margin, be sure to read the Margin Disclosure Statement provided by your
custodian.
▪ NON-LIQUID ALTERNATIVE INVESTMENTS - From time to time, our Firm will recommend
to certain qualifying clients that a portion of such clients’ assets be invested in private funds,
investments (collectively, “Nonliquid
private fund-of-funds and/or other alternative
Alternative Investments”). Nonliquid Alternative Investments are not suitable for all of our
Firm’s clients and are offered only to those qualifying clients for whom our Firm believes such
an investment is suitable and in line with their overall investment strategy. Nonliquid
Alternative Investments typically are available to only a limited number of sophisticated
investors who meet the definition of “accredited investor” under Regulation D of the Securities
Act of 1933, as amended (the “Securities Act”), or “qualified client” under the Investment
Advisers Act of 1940, or “qualified purchaser” under the Investment Company Act of 1940.
Nonliquid Alternative Investments present special risks for our Firm’s clients, including without
limitation, limited liquidity, higher fees and expenses, volatile performance, no assurance of
investment returns, heightened risk of loss, limited transparency, additional reliance on
underlying management of the investment, special tax considerations, subjective valuations,
use of leverage and limited regulatory oversight. When a Nonliquid Alternative Investment
invests part or all of its assets in real estate properties, there are additional risks that are
unique to real estate investing, including but not limited to: limitations of the appraisal value;
the borrower’s financial conditions (if the underlying property has been obtained by a loan),
including the risk of foreclosures on the property; neighborhood values; the supply of and
demand for properties of like kind; and certain city, state and/or federal regulations.
Additionally, real estate investing is also subject to possible loss due to uninsured losses from
natural and man-made disasters. The above list is not exhaustive of all risks related to an
investment in Nonliquid Alternative Investments. A more comprehensive discussion of the
risks associated with a particular Nonliquid Investment is set forth in that fund’s offering
documents, which will be provided to each client subscribing to a Nonliquid Alternative
Investment, for review and consideration. It is important that each potential, qualified investor
carefully read each offering or private placement memorandum prior to investing.
▪ ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING Certain service providers utilized
by the Firm to service client accounts have artificial intelligence components, such as our client
relationship management system that utilizes artificial intelligence to summarize client
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meeting notes. The use of artificial intelligence and machine learning includes increased risk of
data inaccuracies and security vulnerabilities. Due to the rapid advancement of machine
learning technologies, future risks related to artificial intelligence are unpredictable. As a
measure to mitigate these risks to our clients, our Firm performs periodic due diligence of our
service providers for assurance that the service providers have appropriate controls in place
to protect our clients’ information and to limit data inaccuracies when artificial intelligence is
used by the service provider.
▪ STRUCTURED PRODUCTS - are designed to facilitate highly customized risk- return
objectives. While structured products come in many different forms, they typically consist of a
debt security that is structured to make no interest payments but a principal payment based
upon various assets, rates, or formulas. Further, some notes recommended for clients are
paying interest on a monthly basis. Many structured products include an embedded derivative
component. Structured products may be structured in the form of a security, in which case
these products may receive benefits provided under federal securities law, or they may be cast
as derivatives, in which case they are offered in the over-the-counter market and are subject
to no regulation. Investment in structured products includes significant risks, including
valuation, liquidity, price, credit/issuer default, and market risks. One common risk associated
with structured products is a relative lack of liquidity due to the highly customized nature of
the investment. Moreover, the full extent of returns from the complex performance features
is often not realized until maturity. As such, structured products tend to be more of a buy-and-
hold investment decision rather than a means of trading in and out of a position with speed
and efficiency. Another risk with structured products is the credit quality and related default
risk of the issuer. Although the cash flows are derived from other sources, the products
themselves are legally considered to be the issuing financial institution’s liabilities. The vast
majority of structured products are from investment-grade issuers, but that does not eliminate
default risk by the issuer. Also, there is a lack of pricing transparency. Our Firm will value
structured notes at the price determined by the client’s custodian, it will not attempt to assess
the value of structured notes independently for the purposes of client reporting and billing.
There is no uniform standard for pricing, making it harder to compare the net-of-pricing
attractiveness of alternative structured product offerings than it is, for instance, to compare
the net expense ratios of different mutual funds or commissions among broker-dealers. Our
Firm may purchase Structured Notes on a discretionary basis in client portfolios only when the
investment is suitable for the client, without notifying the client in advance of the specific
terms and conditions of each note.
DIGITAL CURRENCY - Our Firm’s use of digital currency in a client portfolio is limited only
to publicly traded securities that passively or actively invest in digital currency assets. The
shares of certain Products are also publicly quoted on OTC Markets and shares that have
become unrestricted in accordance with the rules and regulations of the SEC may be bought
and sold throughout the day through any brokerage account. Cryptocurrency (notably, bitcoin),
often referred to as “virtual currency”, “digital currency,” or “digital assets,” operates as a
decentralized, peer-to-peer financial exchange and value storage that is used like money. If
deemed appropriate, Clients may have exposure to bitcoin, a cryptocurrency. Cryptocurrency
operates without central authority or banks and is not backed by any government.
Cryptocurrencies (i.e., bitcoin) may experience very high volatility. Cryptocurrency is also not
legal tender. Federal, state, or foreign governments may restrict the use and exchange of
cryptocurrency, and regulation in the U.S. is still developing. The SEC has issued a public report
stating U.S. federal securities laws require treating some digital assets as securities.
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Cryptocurrency exchanges may stop operating or permanently shut down due to fraud,
technical glitches, hackers, or malware. Due to its relatively recent launch, bitcoin has a limited
trading history, making it difficult for investors to evaluate investments in this cryptocurrency.
It is possible that another entity could manipulate the blockchain in a manner that is
detrimental to the bitcoin network. Bitcoin transactions are irreversible such that an improper
transfer can only be undone by the receiver of the bitcoin agreeing to return the bitcoin to the
original sender. Digital assets are highly dependent on their developers and there is no
guarantee that development will continue or that developers will not abandon a project with
little or no notice. Third parties may assert intellectual property claims relating to the holding
and transfer of digital assets, including cryptocurrencies, and their source code. Any
threatened action that reduces confidence in a network’s long-term ability to hold and transfer
cryptocurrency may affect investments in cryptocurrencies. Investments in the Products are
speculative investments that involve high degrees of risk, including a partial or total loss of
invested funds. The shares of each Product are intended to reflect the price of the digital
asset(s) held by such Product (based on digital asset(s) per share), less such Product’s expenses
and other liabilities. Because each Product does not currently operate a redemption program,
there can be no assurance that the value of such Product’s shares will reflect the value of the
assets held by such Product, less such Product’s expenses and other liabilities, and the shares
of such Product, if traded on any secondary market, may trade at a substantial premium over,
or a substantial discount to, the value of the assets held by such Product, less such Product’s
expenses and other liabilities, and such Product may be unable to meet its investment
objective.
ITEM 9 - DISCIPLINARY INFORMATION
We are required to disclose any legal or disciplinary events that are material to a client, or prospective
client's, evaluation of our advisory business or the integrity of our management. Our Firm has not been
subject to any legal or disciplinary events to disclose.
ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
INSURANCE
E3 Wealth, a separate entity affiliated by common ownership, is a licensed insurance agency. Some of
our Investment Advisor Representatives (“IARs”) are licensed insurance agents and sell various non-
variable, life insurance products and long-term care. Our IARs receive compensation (commissions,
trails, or other compensation from the respective product sponsors) as a result of effecting insurance
transactions for clients. A portion of the time IARs spend (generally less than 10%) is in connection
with these insurance activities. The advisor has an incentive to recommend insurance and this
incentive creates a conflict of interest between your interests and our Firm. Clients should note that
they have the right to decide whether or not to engage the services of our IARs. Further, clients should
note they have the right to decide whether to act on the recommendations and the right to choose
any professional to execute the advice for any insurance products through our IAR or any licensed
insurance agent not affiliated with our Firm. We recognize the fiduciary responsibility to place your
interests first and have established policies in this regard to avoid any conflicts of interest.
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THIRD PARTY MARKETING ORGANIZATION (IMO) – ADVISORS EXCEL
The Firm will utilize the services of Advisors Excel, a third-party insurance marketing organization
("IMO") to select appropriate products. Advisors Excel is an affiliate of AE Wealth Management. IMOs
offer incentive compensation to meet certain overall sales goals by placing annuities and/or other
insurance products through the IMO. The receipt of commissions and additional incentive
compensation itself creates a conflict of interest. Clients are not required to purchase any insurance
products through us in the Firm’s separate capacity as insurance agents. The purpose of the IMO is to
assist us in finding the insurance company that best fits the client’s situation.
Advisors Excel and Advisors Excel Wealth Management provides marketing assistance and business
development tools to acquire new clients, technology with the goal of improving the client experience
and the Firm’s efficiency, back office and operations support to assist in the processing of the Firm’s
insurance (through Advisors Excel) and investment services (Advisors Excel Wealth Management) for
clients, business succession planning, business conferences and incentive trips for the Firm. Although
some of these services can benefit a client, other services obtained by us from Advisors Excel such as
marketing assistance, business development and incentive trips will not benefit an existing client. The
Firm can also receive bonus payments from an insurance company for selling a targeted number of
annuities during a specified period of time which creates a conflict of interest.
The Firm has taken steps to manage these conflicts of interest by requiring that each investment
advisor representative:
• only recommend insurance and annuities when in the best interest of the client and without
• not recommend
regard to the financial interest of the Firm and its investment advisor representative.
insurance and/or annuities which result
in
its
investment advisor
representative and/or the Firm receiving unreasonable compensation related to the
recommendation; and,
• disclose material conflicts of interest related to insurance or annuity recommendations.
TAX PREPARATION SERVICES
Certain of our Firm’s management personnel, in their individual capacities, are also managing members
of a tax preparation, bookkeeping, and accounting business, E3 Tax, LLC. A conflict of interest exists to
the extent that TE3 may recommend tax preparation and accounting services and receive additional
compensation for the tax services performed by the accounting related work. TE3 has procedures in
place to limit conflict of interest. Any fees received through the tax services do not offset advisory fees
the client may pay for advisory services under TE3. However, clients should note that they have the
right to decide whether or not to engage in services with the accounting firm. As a result, a conflict
arises between your interests and our Firm’s interest. However, at all times TE3 will act in your best
interest and act as a fiduciary in carrying out services provided to you.
BROKER DEALER
Our Firm is not a broker/dealer, but some of our Investment Adviser Representatives (“IAR”) are
registered representatives of Madison Avenue Securities, LLC., and Realta Equities, Inc. Madison
Avenue Securities, LLC and Realta Equities, Inc. are full-service broker-dealers, and members
FINRA/SIPC, which compensate our IARs for effecting securities transactions. When placing securities
transactions through the appointed Broker Dealer, in their capacity as registered representatives, the
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IAR may earn sales commissions. Because the IARs are dually registered with Broker Dealers and TE3,
Broker Dealers have certain supervisory and administrative duties pursuant to the requirements of
FINRA Conduct Rule 3040. Madison Avenue Securities, LLC., and Realta Equities, Inc. and TE3 are not
affiliated companies. IARs of TE3 spend a portion their time in connection with broker/dealer activities.
Broker Dealers engage in a broad range of activities normally associated with securities brokerage
firms. Pursuant to the investment advice given by TE3 or its IARs, investments in securities may be
recommended for clients. If a specific Broker Dealer is selected, the Broker Dealer and its registered
representatives, including IARs of TE3, may receive commissions for executing securities transactions.
You are advised that transaction charges may be higher or lower than the charges you may pay if the
transactions were executed at other broker/dealers. You should note, however, that you are under no
obligation to purchase securities through IARs of TE3 or appointed Broker Dealer.
Moreover, you should note that under the rules and regulations of FINRA, the Broker Dealer has an
obligation to maintain certain client records and perform other functions regarding certain aspects of
the investment advisory activities of its registered representatives. These obligations require the
Broker Dealer to coordinate with and have the cooperation of its registered representatives that
operate as, or are otherwise associated with, investment advisers other than the appointed Broker
Dealer. Accordingly, the Broker Dealer may limit the use of certain custodial and brokerage
arrangements available to clients of TE3 and the Broker Dealer may collect, as paying agent of TE3, the
investment advisory fee remitted to TE3 by the account custodian. Madison Avenue may charge an
administrative Fee to the Firm. This charge will not increase the advisory fee you have agreed to pay
TE3.
IARs of TE3, in their capacity as registered representatives of a Broker Dealer, or as agents appointed
with various life, disability or other insurance companies, receive commissions, 12(b)-1 fees, fee trails,
or other compensation from the respective product sponsors and/or as a result of effecting securities
transactions for clients. However, clients should note that they have the right to decide whether or not
to purchase any investment products through TE3’s representatives.
OTHER AFFILIATIONS
Additionally, management personnel of TE3 may engage in outside business activities. The following
is a list of other affiliated companies under common ownership with Transce3nd LLC:
• e3 Wealth LLC – This is a commonly owned entity and a name used to market the advisory
business conducted under TE3. E3 Wealth is used for the insurance business as disclosed
above.
• APU Partners LLC – This is wholly owned by Joe Quartucci and used as personal bookkeeping
entity for outside revenue from Insurance and Broker/dealer commission business as disclosed
above.
• e3 Interests LLC – This is a commonly owned entity and holding company for personal real
estate property and personal private equity investments.
• APU Tax dba e3 Tax LLC - This is a commonly owned entity used for the tax preparation services
•
as disclosed in Item 4 and 10 of this Brochure.
LMFB LLC, 835 Main LLC, MQT LLC – These are commonly owned entities used for personal
investment opportunities by the Firm owner.
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Our Firm does not have an application pending to register, as a futures commission merchant,
commodity pool operator, a commodity trading adviser, or an associated person of the foregoing
entities.
Neither our firm nor any of its management persons are registered or have an application pending to
register as a broker-dealer.
Clients should be aware that the ability to receive additional compensation by our Firm and its
management persons or employees creates conflicts of interest that impair the objectivity of the Firm
and these individuals when making advisory recommendations. Our Firm endeavors at all times to put
the interest of its clients first as part of our fiduciary duty as a registered investment adviser; we take
the following steps, among others to address this conflict:
• we disclose to clients the existence of all material conflicts of interest, including the potential
for the Firm and our employees to earn compensation from advisory clients in addition to the
Firm's advisory fees.
• we disclose to clients that they have the right to decide to purchase recommended investment
products from our employees.
• we collect, maintain and document accurate, complete and relevant client background
•
information, including the client’s financial goals, objectives, and liquidity needs.
the Firm conducts regular reviews of each client advisory account to verify that all
recommendations made to a client are in the best interest of the client’s needs and
circumstances.
• we require that our employees seek prior approval of any outside employment activity so that
we may ensure that any conflicts of interests in such activities are properly addressed.
• we periodically monitor these outside employment activities to verify that any conflicts of
interest continue to be properly addressed by the Firm; and
• we educate our employees regarding the responsibilities of a fiduciary, including the need for
having a reasonable and independent basis for the investment advice provided to clients.
ITEM 11 - CODE OF ETHICS
Our Firm and persons associated with us are allowed to invest for their own accounts, or to have a
financial investment in the same securities or other investments that we recommend or acquire for
your account and may engage in transactions that are the same as or different than transactions
recommended to or made for your account. This creates a conflict of interest. We recognize the
fiduciary responsibility to act in your best interest and have established polices to mitigate conflicts of
interest.
We have developed and implemented a Code of Ethics that sets forth standards of conduct expected
of our advisory personnel to mitigate this conflict of interest. The Code of Ethics addresses, among
other things, personal trading, gifts, and the prohibition against the use of inside information.
The Code of Ethics is designed to protect our clients to detect and deter misconduct, educate personnel
regarding the Firm’s expectations and laws governing their conduct, remind personnel that they are in
a position of trust and must act with complete propriety at all times, protect the reputation of TE3,
safeguard against the violation of the securities laws, and establish procedures for personnel to follow
so that we may determine whether their personnel are complying with the Firm’s ethical principles.
We have established the following restrictions in order to ensure our Firm’s fiduciary responsibilities:
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▪ No supervised employee of TE3 shall prefer his or her own interest to that of the advisory client.
Trades for supervised employees are traded alongside client accounts.
▪ We maintain a list of all securities holdings of anyone associated with this advisory practice
with access to advisory recommendations. These holdings are reviewed on a regular basis by
an appropriate officer/individual of TE3.
▪ We emphasize the unrestricted right of the client to decline implementation of any advice
rendered, except in situations where we are granted discretionary authority of the client’s
account.
▪ We require that all supervised employees must act in accordance with all applicable Federal
and State regulations governing registered investment advisory practices.
▪ Any supervised employee not in observance of the above may be subject to termination.
None of our associated persons may affect for himself/herself or for accounts in which he/she holds a
beneficial interest, any transactions in a security which is being actively recommended to any of our
clients, unless in accordance with the Firm’s procedures.
You may request a complete copy of our Code by contacting us at the address, telephone, or email on
the cover page of this Part 2; ATTN: Bruce Wheadon, Chief Compliance Officer.
ITEM 12 - BROKERAGE PRACTICES
THE CUSTODIAN AND BROKERS WE USE
Investment Management Services
Clients must maintain assets in an account at a “qualified custodian,” generally a broker-dealer or bank.
We use various custodians but typically recommend that our clients use Charles Schwab & Co., Inc.
Advisor Services (“Schwab”), a registered broker-dealer, member SIPC, as the qualified custodian. We
are independently owned and operated, and unaffiliated with Schwab. Schwab will hold client assets
in a brokerage account and buy and sell securities when we instruct them to.
While we recommend that clients use Schwab as custodian/broker, client must decide whether to do
so and open accounts with Schwab by entering into account agreements directly with them. The Client
opens the accounts with Schwab. The accounts will always be held in the name of the client and never
in TE3's name.
How We Select Brokers/Custodians
We seek to recommend a custodian/broker who will hold client assets and execute transactions on
terms that are, overall, most advantageous when compared to other available providers and their
services. We consider a wide range of factors, including, among others:
1. Combination of transaction execution services and asset custody services (generally without a
separate fee for custody)
2. Capability to execute, clear, and settle trades (buy and sell securities for client accounts)
3. Capability to facilitate transfers and payments to and from accounts (wire transfers, check
requests, bill payment, etc.)
4. Breadth of available investment products (stocks, bonds, mutual funds, exchange-traded
funds [ETFs], etc.)
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5. Availability of investment research and tools that assist us in making investment decisions
6. Quality of services
7. Competitiveness of the price of those services (commission rates, other fees, etc.) and
willingness to negotiate the prices
8. Reputation, financial strength, and stability
9. Prior service to TE3 and our other clients
10. Availability of other products and services that benefit us, as discussed below (see Products
and Services Available to Us from Schwab)
Client Brokerage and Custody Costs
For our clients’ accounts that Schwab maintains, Schwab generally does not charge separately for
custody services. However, Schwab receives compensation by charging ticket charges or other fees on
trades that it executes or that settle into clients’ Schwab accounts. We have determined that having
Schwab execute most trades is consistent with our duty to seek “best execution” of client trades. Best
execution means the most favorable terms for a transaction based on all relevant factors, including
those listed above (see How We Select Brokers/Custodians).
Products and Services Available to Us from Schwab
Schwab Advisor Services™ (formerly called Schwab Institutional®) is Schwab’s business serving
independent investment advisory firms like us. They provide TE3 and our clients with access to its
institutional brokerage, trading, custody, reporting, and related services, many of which are not
typically available to Schwab retail customers. Schwab also makes available various support services.
Some of those services help us manage or administer our clients’ accounts; others help us manage and
grow our business. Schwab’s support services generally are available on an unsolicited basis (we do not
have to request them) and at no charge to us. These are considered soft dollar benefits because there
is an incentive to do business with Schwab. This creates a conflict of interest. We recognize the fiduciary
responsibility to act in your best interest and have established policies in this regard to mitigate any
conflicts of interest.
Following is a more detailed description of Schwab’s support services:
Services That Benefit Our Clients
Schwab’s institutional brokerage services include access to a broad range of investment products,
execution of securities transactions, and custody of client assets. The investment products available
through Schwab include some to which we might not otherwise have access or that would require a
significantly higher minimum initial investment by our clients. Schwab’s services described in this
paragraph generally benefit our clients and their accounts.
Services That May Not Directly Benefit Our Clients
Schwab also makes available to us other products and services that benefit us but may not directly
benefit our clients or their accounts. These products and services assist us in managing and
administering our clients’ accounts. They include investment research, both Schwab’s own and that of
third parties. We may use this research to service all or a substantial number of our clients’ accounts,
including accounts not maintained at Schwab. In addition to investment research, Schwab also makes
available software and other technology that:
1. Provide access to client account data (such as duplicate trade confirmations and account
statements)
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2. Facilitate trade execution and allocate aggregated trade orders for multiple client accounts
3. Provide pricing and other market data
4. Facilitate payment of our fees from our clients’ accounts
5. Assist with back-office functions, recordkeeping, and client reporting
Services That Generally Benefit Only Us
Schwab also offers other services intended to help us manage and further develop our business
enterprise.
These services include:
1. Educational conferences and events
2. Consulting on technology, compliance, legal, and business needs
3. Publications and conferences on practice management and business succession
4. Access to employee benefits providers, human capital consultants, and insurance providers
Schwab may provide some of these services itself. In other cases, it will arrange for third-party vendors
to provide the services to us. Schwab may also discount or waive its fees for some of these services or
pay all or a part of a third party’s fees. Schwab may also provide us with other benefits, such as
occasional business entertainment of our personnel.
Our Interest in Schwab’s Services
The availability of these services from Schwab benefits us because we do not have to produce or
purchase them. These services are not contingent upon us committing any specific amount of business
to Schwab in trading commissions. We believe that our selection of Schwab as custodian and broker is
in the best interests of our clients.
Some of the products, services and other benefits provided by Schwab benefit TE3 and may not benefit
our client accounts. Our recommendation or requirement that you place assets in Schwab's custody
may be based in part on benefits Schwab provides to us, or our agreement to maintain certain Assets
Under Management at Schwab, and not solely on the nature, cost or quality of custody and execution
services provided by Schwab. This is a conflict of interest. We believe this arrangement is in the clients
best interest and have developed polices to mitigate this conflict.
We place trades for our clients' accounts subject to its duty to seek best execution and its other
fiduciary duties. Schwab's execution quality may be different than other custodians.
Aggregation and Allocation of Transactions
TE3 may aggregate transactions if we believe that aggregation is consistent with the duty to seek best
execution for our clients and is consistent with the disclosures made to clients and terms defined in
the client investment advisory agreement. No advisory client will be favored over any other client, and
each account that participates in an aggregated order will participate at the average share price (per
custodian) for all transactions in that security on a given business day. TE3 aggregates trades of our
personnel with those of client accounts.
If we do not receive a complete fill for an aggregated order, we will allocate the order on a pro-rata
basis. If we determine that a pro-rata allocation is not appropriate under the particular circumstances,
we will base the allocation on other relevant factors, which may include:
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1. When only a small percentage of the order is executed, with respect to purchase allocations,
allocations may be given to accounts high in cash;
2. With respect to sale allocations, allocations may be given to accounts low in cash;
3. We may allocate shares to the account with the smallest order, or to the smallest position, or
to an account that is out of line with respect to security or sector weightings, relative to other
portfolios with similar mandates;
4. We may allocate to one account when that account has limitations in its investment
5.
6.
guidelines prohibiting it from purchasing other securities that we expect to produce similar
investment results and that can be purchased by other accounts in the block;
If an account reaches an investment guideline limit and cannot participate in an allocation,
we may reallocate shares to other accounts. For example, this may be due to unforeseen
changes in an account’s assets after an order is placed;
If a pro-rata allocation of a potential execution would result in a de minimis allocation in one
or more accounts, we may exclude the account(s) from the allocation and disgorge any
profits. Generally, de minimis allocations do not exceed 5% of the total allocation.
Additionally, we may execute the transactions on a pro-rata basis.
7. We will document the reasons for any deviation from a pro-rata allocation.
Brokerage for Client Referrals
Our Firm does not receive client referrals from any custodian or third party in exchange for using that
broker-dealer or third party.
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. We will never benefit or profit from trade errors.
Directed Brokerage
We do not routinely recommend, request or require that you direct us to execute transaction through
a specified broker dealer. Additionally, we typically do not permit you to direct brokerage. We place
trades for your account subject to our duty to seek best execution and other fiduciary duties.
ITEM 13 - REVIEW OF ACCOUNTS
ACCOUNT REVIEWS AND REVIEWERS – INVESTMENT SUPERVISORY SERVICES
Our Investment Adviser Representatives will monitor client accounts on a regular basis and perform
annual reviews with each client. All accounts are reviewed for consistency with client investment
strategy, asset allocation, risk tolerance, and performance relative to the appropriate benchmark.
More frequent reviews may be triggered by changes in an account holder’s personal, tax, or financial
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status. Geopolitical and macroeconomic specific events may also trigger reviews. You are urged to
notify us of any changes in your personal circumstances.
STATEMENTS AND REPORTS
Reports from our Firm are generated for clients on an annual basis or as requested. These reports
show the rate of return of accounts under management of TE3.
The custodian for the individual client’s account will also provide clients with an account statement at
least quarterly. You are urged to compare the reports provided by TE3 against the account statements
you receive directly from your account custodian.
ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION
CLIENT REFERRALS
Our firm does not compensate any independent third-party promoters to provide referrals to our firm.
OTHER COMPENSATION
We receive an economic benefit from our Custodians in the form of the support products and services
it makes available to us. These products and services, how they benefit us, and the related conflicts of
interest are described above under Item 12 Brokerage Practices. The availability to us of Custodian’s
products and services is not based on us giving particular investment advice, such as buying particular
securities for our clients.
From time to time, we may receive expense reimbursement for travel and/or marketing expenses from
distributors of investment and/or insurance products. Travel expense reimbursements are typically a
result of attendance at due diligence and/or investment training events hosted by product sponsors.
Marketing-expense reimbursements are typically the result of informal expense sharing arrangements
in which product sponsors may underwrite costs incurred for marketing such as advertising, publishing
and seminar expenses. Although receipt of these travel and marketing expense reimbursements are
not predicated upon specific sales quotas, the product sponsor reimbursements are typically made by
those sponsors for whom sales have been made or it is anticipated sales will be made.
Advisors Excel provides the Firm with bonus compensation based on the amount of annuity sales which
is a conflict of interest. They also provide indirect compensation by providing marketing assistance and
business development tools to acquire new clients, technology with the goal of improving the client
experience and the Firm’s efficiency, back office and operations support to assist in the processing of
the Firm’s insurance (through Advisors Excel) services for clients, business succession planning,
business conferences and incentive trips for the Firm. Although some of these services can benefit a
client, other services obtained by us from Advisors Excel such as marketing assistance, business
development and incentive trips will not benefit an existing client and is a conflict of interest. The Firm
can receive bonus payments from an insurance company for selling a targeted number of annuities
during a specified period of time which creates a conflict of interest.
Our Firm may be asked to recommend a financial professional, such as an attorney, accountant, or
mortgage broker. In such cases, our Firm does not receive any direct compensation in return for any
referrals made to individuals or firms in our professional network. Clients must independently evaluate
these firms or individuals before engaging in business with them and clients have the right to choose
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any financial professional to conduct business. Individuals and firms in our financial professional
network may refer clients to our Firm. Again, our Firm does not pay any direct compensation in return
for any referrals made to our Firm. Our Firm does recognize the fiduciary responsibility to place your
interests first and have established policies in this regard to mitigate any conflicts of interest.
ITEM 15 – CUSTODY
Custody has been defined by regulators as having access or control over client funds and/or securities.
Our firm does not have physical custody of funds or securities, as it applies to investment advisors.
DEDUCTION OF ADVISORY FEES
We are also deemed to have constructive custody over those client accounts where we are able to
deduct our fees directly from the account. As long as we comply with certain regulatory requirements,
this constructive custody does not mandate that we undergo a surprise audit for those accounts. Our
clients receive account statements directly from the qualified custodian at least quarterly. We also
send clients quarterly reports that we produce using our portfolio accounting system. We strongly urge
our clients to compare such reports with the statements received from the qualified custodian.
Furthermore, when we calculate our investment management fees and instruct the custodian to remit
these fees to us directly from clients’ accounts, the custodian does not verify our calculation of fees.
We perform quarterly testing to ensure that our fees are charged in accordance with the client’s
Agreement.
ITEM 16 – INVESTMENT DISCRETION
For discretionary accounts, prior to engaging TE3 to provide investment advisory services, you will
enter a written Agreement with us granting the Firm the authority to supervise and direct, on an on-
going basis, investments in accordance with the client’s investment objective and guidelines. In
addition, you will need to execute additional documents required by the Custodian to authorize and
enable TE3, in its sole discretion, without prior consultation with or ratification by you, to purchase,
sell, or exchange securities in and for your accounts. We are authorized, in our discretion and without
prior consultation with you to: (1) buy, sell, exchange and trade any stocks, bonds or other securities
or assets and (2) determine the number of securities to be bought or sold, and (3) place orders with
the custodian. Any limitations to such discretionary authority will be communicated to our Firm in
writing by you, the client.
In some instances, we may not have discretion. We will discuss all transactions with you prior to
execution or you will be required to make the trades in an employer sponsored account.
ITEM 17 – VOTING CLIENT SECURITIES
We will not vote proxies on your behalf. You are welcome to vote proxies or designate an independent
third-party at your own discretion. You designate proxy voting authority in the custodial account
documents. You must ensure that proxy materials are sent directly to you or your assigned third party.
We do not act with respect to any securities or other investments that become the subject of any legal
proceedings, including bankruptcies. Clients can contact our office with questions about a particular
proxy solicitation by phone at 512-268-9220. In the case of accounts managed by third-party money
managers, proxies will be voted on by the third-party money manager or as agreed to in the third-party
money manager agreement and disclosure documents.
TRANSCE3ND LLC
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ITEM 18 – FINANCIAL INFORMATION
We do not require or solicit prepayment of more than $1,200 in fees per client, six months or more in
advance. Therefore, we are not required to include a balance sheet for our most recent fiscal year.
We are not subject to a financial condition that is reasonably likely to impair our ability to meet
contractual commitments to clients. Finally, we have not been the subject of a bankruptcy petition at
any time.
PRIVACY POLICY
Our Firm collects nonpublic personal information about Clients from information provided on
applications or other forms, as well as from information regarding Client transactions with our Firm,
our affiliates, or others. In accordance with Regulation S-P, our Firm does not disclose any nonpublic
personal information about current or former Clients to third parties, except as permitted or required
by law, or as necessary to service Client accounts. Access to Client information is restricted to Firm
personnel who require such information to provide investment advisory services. Our Firm maintains
physical, electronic, and procedural safeguards designed to protect Client information in compliance
with federal standards and Regulation S-P. Our Firm provides a copy of its Privacy Policy to Clients at
the time of account opening, upon request, and annually if the Policy is amended.
TRANSCE3ND LLC
FEBRUARY 2026 | PAGE 34