Trusco Investment Management, LLC

Item 1 - Cover Page Trusco Investment Management, LLC CRD# 285736 2932 Foster Creighton Drive Nashville, Tennessee 37204 615-351-6417 www.truscomgmt.com August 2026 Brochure the contents of This brochure (“Brochure”) provides information about the qualifications and business practices of Trusco Investment Management, LLC (“Trusco” or the “Adviser”). If you have any questions about this Brochure, please contact us at 615-351-6417 or gsmith@truscomgmt.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (the “SEC”) or by any state authority. Additional information about Trusco also is available on the SEC’s website at www.AdviserInfo.sec.gov. 1 75072261;3  Item 2 - Material Changes This Form ADV Part 2A brochure (the “Brochure”) is a document that Trusco provides to its clients as required by SEC and state rules. The purpose of Item 2 of the Brochure is to provide clients with a summary of new and/or updated information that is contained in the remainder of the Brochure. Since the previous annual amendment filing in February 2026 the firm has reached the level of asset under management where it is qualified to transition to registration under the United States Securities and Exchange Commission. 2 75072261;3  Item 3 - Table of Contents Item 1 - Cover Page ........................................................................................................................ 1 Item 2 - Material Changes ............................................................................................................... 2 Item 3 - Table of Contents .............................................................................................................. 3 Item 4 - Advisory Business ............................................................................................................. 4 Item 5 - Fees and Compensation ..................................................................................................... 6 Item 6 - Performance-Based Fees and Side-By-Side Management ................................................ 7 Item 7 - Types of Clients ................................................................................................................ 7 Item 8 - Methods of Analysis, Investment Strategies and Risk of Loss ......................................... 7 Item 9 - Disciplinary Information ................................................................................................. 11 Item 10 - Other Financial Industry Activities and Affiliations ..................................................... 11 Item 11 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 11 Item 12 - Brokerage Practices ....................................................................................................... 12 Item 13 - Review of Accounts ...................................................................................................... 15 Item 14 - Client Referrals and Other Compensation .................................................................... 15 Item 15 - Custody .......................................................................................................................... 16 Item 16 - Investment Discretion ................................................................................................... 17 Item 17 - Voting Client Securities ................................................................................................ 18 Item 18 - Financial Information .................................................................................................... 18 3 75072261;3  Item 4 - Advisory Business General Information Trusco Investment Management, LLC, a Tennessee limited liability company, was formed in October 2016. Advisory Services The Adviser provides portfolio management and financial planning and consulting services to individuals, trusts, foundations, endowments and corporate entities. At the outset of each client relationship, the Adviser spends time with the client, asking questions, discussing the client’s investment experience and financial circumstances, and broadly identifying major goals of the client. Specifically, the Adviser will discuss with the client cash flows, required distributions, significant life events, risk tolerance and return expectations. Clients may elect to retain Trusco to prepare a full financial plan. This written report is presented to the client for consideration. In most cases, clients subsequently retain Trusco to manage the investment portfolio on an ongoing basis. Portfolio Management Based on its review of the information provided by the client, the Adviser generally develops with each client an understanding of the client’s financial circumstances and goals, and the client’s risk tolerance level (the “Financial Profile”), as well as the client's investment objectives and guidelines (the “Investment Plan”). The Financial Profile is a reflection of the client’s current financial situation and a look to the future goals of the client. The Investment Plan outlines the types of investments the Adviser will make on behalf of the client based on the Adviser’s own research and analysis in order to meet those goals. The elements of the Financial Profile and the Investment Plan are discussed periodically with each client, but are not necessarily written documents. To implement the client’s Investment Plan, the Adviser will manage the client’s investment portfolio on a discretionary or non-discretionary basis pursuant to an investment advisory agreement with the Client. As a discretionary investment adviser, the Adviser will have the authority to supervise and direct the portfolio without prior consultation with the client. Clients who choose a non-discretionary arrangement must be contacted prior to the execution of any trade in the account(s) under management. This may result in a delay in executing recommended trades, which could adversely affect the performance of the portfolio. This delay also normally means the affected account(s) will not be able to participate in block trades, a practice designed to enhance the execution quality, timing and/or cost for all accounts included in the block. In a non- discretionary arrangement, the client retains the responsibility for the final decision on all actions taken with respect to the portfolio. Notwithstanding the foregoing, clients may impose certain written restrictions on the Adviser in the management of their investment portfolios, such as prohibiting the inclusion of certain types of investments in an investment portfolio or prohibiting the sale of certain investments held in an investment portfolio at the commencement of the relationship. Each client should note, however, that restrictions imposed by a client may adversely affect the composition and performance of the 4 75072261;3  client’s investment portfolio. Each client should also note that his or her investment portfolio is treated individually by giving consideration to each purchase or sale for the client’s account. For these and other reasons, performance of client investment portfolios within the same investment objectives, goals and/or risk tolerance may differ and clients should not expect that the composition or performance of their investment portfolios would necessarily be consistent with similar clients of the Adviser. Use of Sub-Advisers When appropriate and in accordance with the Investment Plan for a client, the Adviser may engage on behalf of a client one or more separate account managers (each, a “Sub-Adviser”) to manage all or a portion of a client’s portfolio. Having access to various Sub-Advisers offers a wide variety of manager styles, increases opportunities for portfolio diversity and allows clients the opportunity to utilize more than one Sub-Adviser if necessary to meet the needs and investment objectives of the client. Factors that the Adviser considers in selecting Sub-Advisers generally include the client’s stated investment objective(s), management style, performance, risk level, reputation, financial strength, reporting, pricing, and research. In certain instances, the Adviser may engage Tell-Tale Capital Corp. (“Tell-Tale”), an investment adviser with which the Adviser has a solicitation arrangement, as a Sub-Adviser for a client’s portfolio. The Sub-Adviser(s) will generally be granted discretionary trading authority to provide investment advisory services for the portfolio, and the Adviser will be granted discretion to engage or terminate Sub-Advisers for a client’s portfolio. When one or more Sub-Advisers are utilized, the Sub-Advisers’ fees are generally separate from and in addition to the Adviser’s fees. With respect to assets managed by a Sub-Adviser, the Adviser’s role will be to monitor the overall financial situation of the client, to monitor the investment approach and performance of the Sub- Adviser(s), and to assist the client in understanding the investments of the portfolio. Financial Planning and Consulting Trusco also offers financial planning and consulting services, as described below. This service may be provided as a stand-alone service or may be coupled with ongoing portfolio management. Financial planning and consulting may include advice that addresses one or more areas of a client’s financial situation, such as portfolio reviews, estate planning, risk management, budgeting and cash flow controls, retirement planning, education funding, and investment portfolio design and ongoing management. Depending on a client’s particular situation, financial planning may include some or all of the following: • Gathering factual information concerning the client’s personal and financial situation; Assisting the client in establishing financial goals and objectives; • • Analyzing the client’s present situation and anticipated future activities in light of the client’s financial goals and objectives; 5 75072261;3  • Identifying problems foreseen in the accomplishment of these financial goals and objectives and offering alternative solutions to the problems; Making recommendations to help achieve retirement plan goals and objectives; • • Designing an investment portfolio to help meet the goals and objectives of the client; Providing estate planning; • Assessing risk and reviewing basic health, life and disability insurance needs; or • Reviewing goals and objectives and measuring progress toward these goals. • Once financial planning advice is given, the client may choose to have Trusco implement the client’s financial plan and manage the investment portfolio on an ongoing basis. However, the client is under no obligation to act upon any of the recommendations made by Trusco under a financial planning engagement and/or engage the services of any recommended professional. Principal Owner George D. Smith, Jr. is the principal owner of Trusco. Type and Value of Assets Currently Managed As of January 30, 2026, Trusco managed approximately $104,520,966 of client assets on a discretionary basis and $2,453,136 on a non-discretionary basis. Item 5 - Fees and Compensation Portfolio Management Fees Fees paid to the Adviser are exclusive of all custodial and transaction costs paid to the client’s custodian, brokers or other third party consultants. Please see Item 12 – Brokerage Practices for additional information. Fees paid to the Adviser are also separate and distinct from the fees and expenses charged by mutual funds, exchange traded funds (“ETFs”) or other investment pools to their shareholders (generally including a management fee and fund expenses, as described in each fund’s prospectus or offering materials). The client should review all fees charged by funds, brokers, the Adviser and others to fully understand the total amount of fees paid by the client for investment and financial-related services. The annual fee schedule for Discretionary portfolio management, based on a percentage of assets under management, is as follows with a $7,500 minimum annual fee: Discretionary Account Assets $0 - $1,000,000 $1,000,001 - $5,000,000 More than $5,000,000 Fee Rate 0.90% 0.75% 0.65% 6 75072261;3  Portfolio management fees are generally payable monthly, in arrears. If management begins after the start of a month, fees will be prorated accordingly. Fees are normally debited directly from client account(s), unless other arrangements are made. Either the Adviser or the client may terminate their investment advisory agreement at any time, subject to any written notice requirements in the agreement. In the event of termination, any paid but unearned fees will be promptly refunded to the client based on the number of days that the account was managed, and any fees due to the Adviser from the client will be invoiced or deducted from the client’s account prior to termination. Sub-Adviser Fees When one or more Sub-Advisers are utilized, the Sub-Advisers’ fees are generally separate from and in addition to the Adviser’s fees. The Sub-Advisers’ fees are normally debited directly from client account(s), unless other arrangements are made. Financial Planning Fees When the Adviser provides stand-alone financial planning services to clients, these fees can be in the form of an hourly rate that is negotiated at the time of the engagement for such services and are normally based on the scope of the engagement. In addition, Adviser also offers financial planning and consulting services that contains a mutually agreed to fixed initial review fee and an on-going quarterly fee. All fees are negotiable based upon the complexity of the client’s situation and the relationship between the client and Advisor. All fees will be specified in your client agreement. Item 6 - Performance-Based Fees and Side-By-Side Management The Adviser currently does not have any performance-based fee arrangements. “Side by Side Management” refers to a situation in which the same firm manages accounts that are billed based on a percentage of assets under management and at the same time manages other accounts for which fees are assessed on a performance fee basis. Because the Adviser has no performance- based fee accounts, it has no side-by-side management. Item 7 - Types of Clients The Adviser serves individuals, trusts, foundations, endowments, and corporate entities. Item 8 - Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis The Adviser reviews each client’s Investment Plan and develops a customized investment strategy for each client. The primary vehicles for investment used by the Adviser are separately-managed accounts (“SMAs”), mutual funds, ETFs, common stock and fixed income securities. In selecting investments for an individual account in accordance with the client’s Investment Plan, the Adviser generally applies traditional fundamental analysis including, without limitation, the following factors: Financial strength ratios; • 7 75072261;3  Price-to-earnings ratios; • Dividend yields; and • Growth rate-to-price earnings ratios • The Adviser may incorporate other methods of analysis, such as: • Charting Analysis – involves gathering and processing price and volume information for a particular security and may include, without limitation: mathematical analysis; • graphing charts; and • estimations of future price movements based on perceived patterns and trends. • Technical Analysis – involves studying past price patterns and trends in the financial markets to predict the direction of both the overall market and specific stocks. Cyclical Analysis – involves evaluating recurring price patterns and trends. Mutual funds and ETFs are generally evaluated and selected based on a variety of factors, including, as applicable and without limitation, past performance, fee structure, portfolio manager, fund sponsor, overall ratings for safety and returns, and other factors. Fixed income investments may be used as a strategic investment, as an instrument to fulfill liquidity or income needs in a portfolio, or to add a component of capital preservation. The Adviser may evaluate and select individual bonds or bond funds based on a number of factors including, without limitation, rating, yield and duration. Investment Strategies The Adviser’s strategic approach is to invest each portfolio in accordance with the Investment Plan that has been developed specifically for each client. This means that the following strategies may be used in varying combinations over time for a given client, depending upon the client’s individual circumstances: Long Term Purchases – securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Short Term Purchases – securities purchased with the expectation that they will be sold within a relatively short period of time, generally less than one year, to take advantage of the securities’ short term price fluctuations. Short Sales – a securities transaction in which an investor sells securities he or she borrowed in anticipation of a price decline. The investor is then required to return an equal 8 75072261;3  number of shares at some point in the future. A short seller will profit if the stock goes down in price. Margin Transactions – a securities transaction in which an investor borrows money to purchase a security, in which case the security serves as collateral on the loan. Trading – generally considered holding a security for less than thirty (30) days. Options Trading/Writing – a securities transaction that involves buying or selling (writing) an option. If you write an option, and the buyer exercises the option, you are obligated to purchase or deliver a specified number of shares at a specified price at the exercise of the option regardless of the market value of the security at expiration of the option. Buying an option gives you the right to purchase or sell a specified number of shares at a specified price until the date of expiration of the option regardless of the market value of the security at expiration of the option. Risk of Loss While the Adviser seeks to diversify clients’ investment portfolios across various asset classes in an effort to reduce risk of loss, all investment portfolios are subject to risks. Accordingly, there can be no assurance that client investment portfolios will be able to fully meet their investment objectives and goals, or that investments will not lose money. Below is a description of several of the principal risks that client investment portfolios face. Management Risks. While the Adviser manages client investment portfolios or selects one or more Sub-Advisers based on the Adviser’s experience, research and proprietary methods, the value of client investment portfolios will change daily based on the performance of the underlying securities in which they are invested. Accordingly, client investment portfolios are subject to the risk that the Adviser or a Sub-Adviser allocates assets to asset classes that are adversely affected by unanticipated market movements, and the risk that the Adviser’s or a Sub-Adviser’s specific investment choices could underperform their relevant indexes. Economic Conditions. Changes in economic conditions, including, for example, interest rates, inflation rates, employment conditions, competition, technological developments, political and diplomatic events and trends, and tax laws may adversely affect the business prospects or perceived prospects of companies. While the Adviser or a Sub-Adviser performs due diligence on the companies in whose securities it invests, economic conditions are not within the control of the Adviser or the Sub-Adviser and no assurances can be given that the Adviser or Sub-Adviser will anticipate adverse developments. Risks of Investments in Mutual Funds, ETFs and Other Investment Pools. As described above, the Adviser and any Sub-Advisers may invest client portfolios in pooled investment funds. Investments in pooled investment funds are generally less risky than investing in individual securities because of their diversified portfolios; however, these investments are still subject to risks associated with the markets in which they invest. In addition, pooled investment funds’ success will be related to the skills of their particular managers and their performance in managing their funds. Pooled investment funds are also subject to risks due to regulatory restrictions applicable to registered investment companies under the 1940 Act. 9 75072261;3  Risks Related to Alternative Investment Vehicles. From time to time and as appropriate, the Adviser and any Sub-Advisers may invest a portion of a client’s portfolio in alternative vehicles. The value of client portfolios will be based in part on the value of alternative investment vehicles in which they are invested, the success of each of which will depend heavily upon the efforts of their respective managers. When the investment objectives and strategies of a manager are out of favor in the market or a manager makes unsuccessful investment decisions, the alternative investment vehicles managed by the manager may lose money. A client account may lose a substantial percentage of its value if the investment objectives and strategies of many or most of the alternative investment vehicles in which it is invested are out of favor at the same time, or many or most of the managers make unsuccessful investment decisions at the same time. Equity Market Risks. The Adviser and any Sub-Advisers will generally invest portions of client assets directly into equity investments, primarily stocks, or into pooled investment funds that invest in the stock market. As noted above, while pooled investment funds have diversified portfolios that may make them less risky than investments in individual securities, pooled investment funds that invest in stocks and other equity securities are nevertheless subject to the risks of the stock market. These risks include, without limitation, the risks that stock values will decline due to daily fluctuations in the markets, and that stock values will decline over longer periods (e.g., bear markets) due to general market declines in the stock prices for all companies, regardless of any individual security’s prospects. Fixed Income Risks. The Adviser and any Sub-Advisers may invest portions of client assets directly into fixed income instruments, such as bonds and notes, or may invest in pooled investment funds that invest in bonds and notes. While investing in fixed income instruments, either directly or through pooled investment funds, is generally less volatile than investing in stock (equity) markets, fixed income investments nevertheless are subject to risks. These risks include, without limitation, interest rate risks (risks that changes in interest rates will devalue the investments), credit risks (risks of default by borrowers), or maturity risk (risks that bonds or notes will change value from the time of issuance to maturity). Short Sales. The Adviser and any Sub-Advisers, on behalf of its clients, may from time to time sell securities short in anticipation of the realization of a gain if the securities sold short should decline in market value. A short sale is affected by selling a security that the client does not own, or selling a security which the client owns but which it does not deliver upon consummation of the sale. In order to make delivery to the buyer of a security sold short, the client must borrow the security. In so doing, it incurs the obligation to replace that security, whatever its price may be, at the time it is required to deliver it to the lender. The client must also pay to the lender of the security any dividends or interest payable on the security during the borrowing period and may have to pay a premium to borrow the security. This obligation must, unless the client then owns or has the right to obtain, without payment, securities identical to those sold short, be collateralized by a deposit of cash and/or marketable securities with the lender. A short sale of a security involves the risk of a theoretically unlimited increase in the market price of the security, which could result in an inability to cover the short position and a theoretically unlimited loss to the client. Foreign Securities Risks. The Adviser and any Sub-Advisers may invest portions of client assets into pooled investment funds that invest internationally. While foreign investments are important to the diversification of client investment portfolios, they carry risks that may be different from 10 75072261;3  U.S. investments. For example, foreign investments may not be subject to uniform audit, financial reporting or disclosure standards, practices or requirements comparable to those found in the United States. Foreign investments are also subject to foreign withholding taxes and the risk of adverse changes in investment or exchange control regulations. Finally, foreign investments may involve currency risk, which is the risk that the value of the foreign security will decrease due to changes in the relative value of the U.S. dollar and the security’s underlying foreign currency. Lack of Diversification. Client accounts may not have a diversified portfolio of investments at any given time, and a substantial loss with respect to any particular investment in an undiversified portfolio will have a substantial negative impact on the aggregate value of the portfolio. Item 9 - Disciplinary Information Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to a client’s evaluation of Trusco or the integrity of Trusco’s management. Trusco has no disciplinary events to report. Item 10 - Other Financial Industry Activities and Affiliations Trusco is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons. Other Business Activity of Related Person Thomas Landstreet is a minority owner and investment advisor representative of Trusco. Unrelated to his affiliation with Trusco he is also primary owner and co-founder of N3L Capital Partners, manager of the N3L Fund, a strategic investment limited partnership. Although neither the N3L Adviser nor the N3L GP is under common control with Trusco, this relationship may create a conflict of interest because Mr. Landstreet may be incentivized to recommend clients invest in the N3L Fund in order to generate management fees for the N3L Adviser and a performance allocation for the N3L GP. However, to help mitigate against this conflict of interest, clients of Trusco will not pay fees to Trusco with respect to assets invested in the N3L Fund. Instead, with respect to assets invested in the N3L Fund, clients of Trusco will pay only the fees to N3L set forth in the N3L Fund’s Offering Memorandum and Partnership Agreement. Mr. Landstreet also provides public speaking services to industry associations, conferences, and companies. In his speeches, Mr. Landstreet shares his views on the economy, markets, and the outlook for specific industry groups to whom he presents but does not provide investment advice. Mr. Landstreet receives compensation for his speaking services. Mr. Landstreet is also a self- employed musician, he spends less than five hours per month on this activity, none during trading hours. Item 11 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics and Personal Trading Trusco has adopted a Code of Ethics (the “Code”), the full text of which is available to you upon request. Trusco’s Code has several goals. First, the Code is designed to assist Trusco in complying 11 75072261;3  with applicable laws and regulations governing its investment advisory business. Under the Advisers Act, Trusco owes fiduciary duties to its clients. Pursuant to these fiduciary duties, the Code requires Trusco associated persons to act with honesty, good faith and fair dealing in working with clients. In addition, the Code prohibits associated persons from trading or otherwise acting on insider information. Next, the Code sets forth guidelines for professional standards for Trusco’s associated persons (managers, officers and employees). Under the Code’s Professional Standards, Trusco expects its associated persons to put the interests of its clients first, ahead of personal interests. In this regard, Trusco associated persons are not to take inappropriate advantage of their positions in relation to Trusco clients. Third, the Code sets forth policies and procedures to monitor and review the personal trading activities of associated persons. From time to time Trusco’s associated persons may invest in the same securities recommended to clients. This may create a conflict of interest because associated persons of Trusco may invest in securities ahead of or to the exclusion of Trusco clients. Under its Code, Trusco has adopted procedures designed to reduce or eliminate conflicts of interest that this could potentially cause. The Code’s personal trading policies include procedures for limitations on personal securities transactions of associated persons, including generally disallowing trading by an associated person in any security within one day before any client account trades or considers trading the same security and the creation of a restricted securities list, reporting and review of personal trading activities and pre-clearance of certain types of personal trading activities. These policies are designed to discourage and prohibit personal trading that would disadvantage clients. The Code also provides for disciplinary action as appropriate for violations. Participation or Interest in Client Transactions As outlined above, Trusco has adopted procedures to protect client interests when its associated persons invest in the same securities as those selected for or recommended to clients. In the event of any identified potential trading conflicts of interest, Trusco’s goal is to place client interests first. Consistent with the foregoing, Trusco maintains policies regarding participation in initial public offerings (“IPOs”) and private placements in order to comply with applicable laws and avoid conflicts with client transactions. If associated persons trade with client accounts (e.g., in a bundled or aggregated trade), and the trade is not filled in its entirety, the associated person’s shares will be removed from the block, and the balance of shares will be allocated among client accounts in accordance with Trusco’s written policy. Item 12 - Brokerage Practices Best Execution and Benefits of Brokerage Selection When given discretion to select the brokerage firm that will execute orders in client accounts, the Adviser seeks “best execution” for client trades, which is a combination of a number of factors, including, without limitation, quality of execution, services provided and commission rates. Therefore, the Adviser may use or recommend the use of brokers who do not charge the lowest available commission in the recognition of research and securities transaction services, or quality of execution. Research services received with transactions may include proprietary or third party 12 75072261;3  research (or any combination), and may be used in servicing any or all of the Adviser’s clients. Therefore, research services received may not be used for the account for which the particular transaction was effected. The Adviser participates in the Raymond James service program. While there is no direct link between the investment advice the Adviser provides and participation in the Raymond James program, the Adviser receives certain economic benefits from the Raymond James program. These benefits may include software and other technology that provides access to client account data (such as trade confirmations and account statements), facilitates trade execution (and allocation of aggregated orders for multiple client accounts), provides research, pricing information and other market data, facilitates the payment of the Adviser’s fees from its clients’ accounts, and assists with back-office functions, recordkeeping and client reporting. Many of these services may be used to service all or a substantial number of the Adviser’s accounts, including accounts not held at Raymond James. Raymond James may also make available to the Adviser other services intended to help the Adviser manage and further develop its business. These services may include consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance and marketing. In addition, Raymond James may make available, arrange and/or pay for these types of services to be rendered to the Adviser by independent third parties. Raymond James may discount or waive fees it would otherwise charge for some of these services, pay all or a part of the fees of a third-party providing these services to the Adviser, and/or Raymond James may pay for travel expenses relating to participation in such training. Finally, participation in the Raymond James program provides the Adviser with access to mutual funds which normally require significantly higher minimum initial investments or are normally available only to institutional investors. The benefits received through participation in the Raymond James program do not necessarily depend upon the proportion of transactions directed to Raymond James. The benefits are received by the Adviser, in part because of commission revenue generated for Raymond James by the Adviser’s clients. This means that the investment activity in client accounts is beneficial to the Adviser, because Raymond James does not assess a fee to the Adviser for these services. This creates an incentive for the Adviser to continue to recommend Raymond James to its clients. While it may be possible to obtain similar custodial, execution and other services elsewhere at a lower cost, the Adviser believes that Raymond James provides an excellent combination of these services. Soft Dollar Transactions Generally, in addition to a broker’s ability to provide “best execution,” the Adviser may also consider the value of “research” or additional brokerage products and services a broker-dealer has provided or may be willing to provide. The provision of these added benefits may be based in whole or in part on the value of the Adviser’s assets under management held at Raymond James, on the brokerage revenue to Raymond James generated by the Adviser’s activities, or on a combination of these two factors. This is known as paying for those services or products with “soft dollars.” Because many of the services or products could be considered to provide a benefit to the Adviser, and because the “soft dollars” used to acquire them are client assets, the Adviser could be considered to have a conflict of interest in allocating client brokerage business. In this way, the Adviser could receive valuable benefits by selecting a particular broker or dealer to execute client transactions and the transaction compensation charged by that broker or dealer might not be the 13 75072261;3  lowest compensation the Adviser might otherwise be able to negotiate. In addition, the Adviser could have an incentive to cause clients to engage in more securities transactions than would otherwise be optimal in order to generate brokerage compensation with which to acquire products and services. The Adviser’s use of soft dollars is intended to comply with the requirements of Section 28(e) of the Securities Exchange Act of 1934, as amended. Section 28(e) provides a “safe harbor” for investment managers who use commissions or transaction fees paid by their advised accounts to obtain investment research services that provide lawful and appropriate assistance to the manager in performing investment decision-making responsibilities. As required by Section 28(e), the Adviser will make a good faith determination that the amount of commission or other fees paid is reasonable in relation to the value of the brokerage and research services provided. That is, before placing orders with a particular broker, the Adviser generally determines, considering all the factors described below, that the compensation to be paid to Raymond James is reasonable in relation to the value of all the brokerage and research products and services provided by Raymond James. In making this determination, the Adviser typically considers not only the particular transaction or transactions, and not only the value of brokerage and research services and products to a particular client, but also the value of those services and products in the Adviser’s performance of its overall responsibilities to all of its clients. In some cases, the commissions or other transaction fees charged by a particular broker-dealer for a particular transaction or set of transactions may be greater than the amounts another broker-dealer who did not provide research services or products might charge. Directed Brokerage The Adviser does not allow directed brokerage accounts. Aggregated Trade Policy The Adviser may enter trades as a block where possible and when advantageous to clients whose accounts have a need to buy or sell shares of the same security. This blocking of trades permits the trading of aggregate blocks of securities composed of assets from multiple client accounts, so long as transaction costs are shared equally and on a pro-rata basis between all accounts included in any such block. Block trading allows the Adviser to execute equity trades in a timelier, equitable manner, and may reduce overall costs to clients. The Adviser will only aggregate transactions when it believes that aggregation is consistent with its duty to seek best execution (which includes the duty to seek best price) for its clients, and is consistent with the terms of the Adviser’s investment advisory agreement with each client for which trades are being aggregated. No advisory client will be favored over any other client; each client that participates in an aggregated order will participate at the average share price for all the Adviser’s transactions in a given security on a given business day, with transaction costs generally shared pro-rata based on each client’s participation in the transaction. On occasion, owing to the size of a particular account’s pro rata share of an order or other factors, the commission or transaction fee charged could be above or below a breakpoint in a pre-determined commission or fee schedule set by the executing broker, and therefore transaction charges may vary slightly among accounts. Accounts may be excluded from a block due to tax considerations, client direction or other factors making the account’s participation ineligible or impractical. 14 75072261;3  The Adviser will prepare, before entering an aggregated order, a written statement (“Allocation Statement”) specifying the participating client accounts and how it intends to allocate the order among those clients. If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the Allocation Statement. If the order is partially filled, it will generally be allocated pro-rata, based on the Allocation Statement, or randomly in certain circumstances. Notwithstanding the foregoing, the order may be allocated on a basis different from that specified in the Allocation Statement if all client accounts receive fair and equitable treatment over time, and the reason for different allocation is explained in writing and is approved by an appropriate individual/officer of the Adviser. The Adviser’s books and records will separately reflect, for each client account included in a block trade, the securities held by and bought and sold for that account. Funds and securities of clients whose orders are aggregated will be deposited with one or more banks or broker-dealers, and neither the clients’ cash nor their securities will be held collectively any longer than is necessary to settle the transaction on a delivery versus payment basis; cash or securities held collectively for clients will be delivered out to the custodian bank or broker-dealer as soon as practicable following the settlement, and the Adviser will receive no additional compensation or remuneration of any kind as a result of the proposed aggregation. Item 13 - Review of Accounts Managed portfolios are reviewed at least quarterly but may be reviewed more often if requested by the client, upon receipt of information material to the management of the portfolio, or at any time such review is deemed necessary or advisable by the Adviser. These factors may include, but are not limited to, the following: change in general client circumstances (e.g., marriage, divorce, retirement); or economic, political or market conditions. One of the Adviser’s investment adviser representatives or principals is responsible for reviewing all accounts. Account custodians are responsible for providing monthly or quarterly account statements which reflect the positions (and current pricing) in each account as well as transactions in each account, including fees paid from an account. Account custodians also provide prompt confirmation of all trading activity, and year-end tax statements, such as 1099 forms. The Adviser will provide additional written reports as needed or requested by the client. Clients should carefully compare the statements that they receive from the Adviser against the statements that they receive from their account custodian(s). For those clients to whom the Adviser provides separate financial planning services, reviews are conducted on an as-needed or agreed-upon basis. Such reviews are conducted by one of the Adviser’s investment adviser representatives or principals. Item 14 - Client Referrals and Other Compensation As noted above, the Adviser may receive some benefits from Raymond James based on the amount of client assets held at Raymond James. Please see Item 12 - Brokerage Practices for more information. In addition, the Adviser or its affiliates may, in certain instances, receive discounts on products and services provided by portfolio companies, or receive compensation for services provided to portfolio companies. 15 75072261;3  From time to time, the Adviser may enter into arrangements with third parties (“Solicitors”) to identify and refer potential individual clients to the Adviser. Consistent with legal requirements under the Advisers Act, the Adviser enters into written agreements with Solicitors under which, among other things, Solicitors are required to disclose their compensation arrangements to prospective clients before such clients enter into an agreement with the Adviser. The Adviser has a solicitation arrangement with Tell-Tale Capital Corp. (“Tell-Tale”), a Virginia corporation. Pursuant to this arrangement, Tell-Tale pays the Adviser a percentage of the management fees it receives for the management of client assets referred by the Adviser, and Tell- Tale complies with the requirements of Rule 206(4)-3 under the Advisers Act with respect to this arrangement. In certain instances, the Adviser may engage Tell-Tale as a Sub-Adviser for a client’s portfolio. Please see Item 4 – Advisory Business for more information regarding the use of Sub- Advisers. The Adviser has a solicitation arrangement with Moran Tice Capital Management, LLC (“Moran”), a Georgia limited liability company. Pursuant to this arrangement, Moran pays the Adviser a percentage of the management fees it receives for the management of client assets referred by the Adviser, and Moran complies with the requirements of Rule 206(4)-3 under the Advisers Act with respect to this arrangement. The Adviser and Moran are not affiliated. The Adviser has a solicitation arrangement with Shanklin Capital Management, Inc. d/b/a Sycamore Financial Advisors, Inc., and d/b/a Brown Investment Group of Sycamore Financial Advisors, Inc. (“Shanklin”), a Tennessee corporation. Pursuant to this arrangement, Shanklin pays the Adviser a percentage of the management fees it receives for the management of client assets referred by the Adviser, and Shanklin complies with the requirements of Rule 206(4)-3 under the Advisers Act with respect to this arrangement. The Adviser and Shanklin are not affiliated. The Adviser also has a Sub-Advisory arrangement with Shanklin Capital Management, Inc. d/b/a Sycamore Financial Advisors, Inc., and d/b/a Brown Investment Group of Sycamore Financial Advisors, Inc. (“Shanklin”), a Tennessee corporation. Pursuant to this arrangement, Shanklin pays the Adviser a percentage of the management fees it receives for the management of specified client assets that the Advisor assists in the management or directly manages, and Shanklin complies with the requirements under the Advisers Act with respect to this arrangement. The Adviser and Shanklin are not affiliated Item 15 - Custody Custody, as it applies to investment advisors, has been defined by regulators as having access or control over client funds and/or securities. In other words, custody is not limited to physically holding client funds and securities. If an investment adviser has the ability to access or control client funds or securities, the investment adviser is deemed to have custody and must ensure proper procedures are implemented. Trusco has deemed to have custody of client funds and securities whenever Trusco is given the authority to have fees deducted directly from client accounts. It should be noted that authorization to trade in client accounts is not deemed by regulators to be custody. For accounts in which Trusco is deemed to have custody, we have established procedures to ensure all client funds and securities are held at a qualified custodian in a separate account for each client under that client’s name. Clients or an independent representative of the client will 16 75072261;3  direct, in writing, the establishment of all accounts and therefore are aware of the qualified custodian’s name, address and the manner in which the funds or securities are maintained. Finally, account statements are delivered directly from the qualified custodian to each client, or the client’s independent representative, at least quarterly. Clients should carefully review those statements and are urged to compare the statements against reports received from Trusco. When clients have questions about their account statements, they should contact Trusco or the qualified custodian preparing the statement. Money Movement: On February 21, 2017, the SEC issued a no-action letter (“Letter”) with respect to Rule 206(4)-2 (“Custody Rule”) under the Investment Advisers Act of 1940 (“Advisers Act”). The letter provided guidance on the Custody Rule as well as clarified that an adviser who has the power to disburse client funds to a third party under a standing letter of authorization (“SLOA”) is deemed to have custody. As such, our firm has adopted the following safeguards in conjunction with our custodian: • The client provides instructions to the qualified custodian, in writing, that includes the client’s signature, the first/third party’s name, and either the first/third party’s address or the first/third party’s account number at a custodian to which the transfer should be. • The client authorizes the investment adviser, in writing, either on the qualified custodian’s form or separately, to direct transfers to the first/third party either on a specified schedule or from time to time. • The client’s qualified custodian performs appropriate verification of the instruction, such as a signature review or other method to verify the client’s authorization and provides a transfer of funds notice to the client promptly after each transfer. • The client can terminate or change the instruction to the client’s qualified custodian. • The investment adviser has no authority or ability to designate or change the identity of the first/ third party, the address, or any other information about the first/third party contained in the client’s instruction. • The investment adviser maintains records showing that the first/third party is not a related party of the investment adviser or located at the same address as the investment adviser. • The client’s qualified custodian sends the client, in writing, an initial notice confirming the instruction and an annual notice reconfirming the instructions. Item 16 - Investment Discretion As described in Item 4 - Advisory Business, the Adviser will accept clients on either a discretionary or non-discretionary basis. For discretionary accounts, clients execute a Trusco Agreement and Custodial Agreement gives the Adviser the authority to carry out various activities in the account, generally including the following: (i) trade execution; (ii) the ability to request checks and withdrawls on behalf of the client; and (iii) the withdrawal of advisory fees directly 17 75072261;3  from the account. The Adviser then directs investment of the client’s portfolio using its discretionary authority. The client may limit the terms of the Trusco Agreement as long as it is consistent with the requirements of the client’s custodian. For non-discretionary accounts, client execute a Trusco Agreement and Custodial Agreement gives the Adviser the authority to carry out various activities in the account with client approval allowing the Adviser to carry out trade recommendations and approved actions in the portfolio. However, in accordance with the investment advisory agreement between the Adviser and the client, the Adviser does not implement trading recommendations or other actions in the account unless and until the client has approved the recommendation or action. As with discretionary accounts, clients may limit the terms of the Trusco Agreement subject to the Adviser’s agreement with the client and the requirements of the client’s custodian. Item 17 - Voting Client Securities As a policy and in accordance with Trusco’s investment advisory agreement, Trusco does not vote proxies related to securities held in client accounts. The custodian of the account will normally provide proxy materials directly to the client. Clients may contact Trusco with questions relating to proxy procedures and proposals; however, Trusco generally does not research particular proxy proposals. Item 18 - Financial Information Trusco does not require nor solicit prepayment of more than $1200 in fees per client, six months or more in advance, and therefore has no disclosure with respect to this item. 18 75072261;3