CANOPY PARTNERS, LLC

Item 1 – Cover Page Brochure Form ADV Part 2A ___ Canopy Partners, LLC | CRD# 324812 3825 Edwards Road, Suite 420 Cincinnati, OH 45209 513-766-3770 ___ March 31, 2025  1. Cover Page Description information about the qualifications and business practices of Canopy This brochure provides Partners, LLC. If you have any questions about the contents of this brochure, please contact us. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state authority. Canopy Partners, LLC is an investment advisory firm registered with the appropriate regulatory authority. Registration does not imply a certain level of skill or training. Additional information about Canopy Partners is also available on the SEC’s website at www.AdviserInfo.sec.gov. You may also obtain a copy of our Brochure by contacting the firm by phone at (513) 766-3770. 2. Material Changes This Brochure, dated March 31, 2025, was prepared following the SEC requirements and contains the following material changes since Canopy Partners’ annual brochure filed on March 31, 2024. The firm updated language in the following sections for this ADV 2A filing: • Item 4 – Advisory Business to provide updated information around services offered by Canopy Partners LLC, firm ownership and electronic document delivery. • Item 5 – Fees and Compensation • Item 10 – Other Financial Industry Activities and Affiliations to provide updated information around insurance. • Item 17 – Voting Client Securities to provide updated information around proxy voting practices. • In June 2024, Patrick D. Hayes assumed the role of Chief Compliance Officer. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 1  3. Table of Contents Contents 1. Cover Page Description .......................................................................................................... 1 2. Material Changes ................................................................................................................... 1 3. Table of Contents ................................................................................................................... 2 4. Advisory Business ................................................................................................................... 3 General Information and Services Provided ............................................................................. 3 A. Investment Consulting and Management ............................................................................. 3 B. Finance, Analysis and Reporting Services; Banking and Credit .............................................. 5 C. Wealth Strategy .................................................................................................................. 5 D. Personal Services ............................................................................................................... 6 5. Fees and Compensation ......................................................................................................... 6 6. Performance-Based Fees and Side-By-Side Management ......................................................... 7 7. Types of Clients ...................................................................................................................... 8 8. Methods of Analysis, Investment Strategies and Risk of Loss .................................................... 8 9. Disciplinary Information ........................................................................................................ 11 10. Other Financial Industry Activities and Affiliations .................................................................. 11 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading............... 12 12. Brokerage Practices .............................................................................................................. 12 13. Review of Accounts .............................................................................................................. 14 14. Client Referrals and Other Compensation .............................................................................. 14 15. Custody ............................................................................................................................... 14 16. Investment Discretion ........................................................................................................... 15 17. Voting Client Securities ......................................................................................................... 15 18. Financial Information ........................................................................................................... 16 C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 2  4. Advisory Business General Information and Services Provided Founded in 2022, Canopy Partners LLC (“Canopy”) operates as a shared family office and SEC-registered investment advisor (RIA) to families of generational wealth and complex financial circumstances. The firm provides a variety of investment, financial, administrative, generational wealth planning, and lifestyle services to a select group of Client members. The principal owners of Canopy are Charles Stutenroth, Christopher Baucom, Justin Stone, and Scott Mahon. Operating under a membership model, new Member family selection is highly limited, and acceptance is only upon approval from Canopy. Generally, new Member families are referred from an existing Member Client or other key firm relationships. “Goodness of fit” for both parties is a key determinant in Client selection. Relationships exist with a Member family, and confidential and personalized service is provided to each household within a given relationship, where individual households are referred to as Member Clients (“Clients”). Canopy’s expertise is best suited for families having or likely to have, in the immediate future, a net worth in excess of $30MM (liquid net worth and/or closely held business net worth). These Clients will exhibit the kinds of complex planning, investment, and generational needs that are best met by the professional team’s expertise, methods, and resources. Once accepted, each Member family engagement will be highly customized with services designed specifically to meet the family’s requirements now and in the future. As of December 31, 2024, we managed $766,856,064 of discretionary assets and $32,300,249 on a non- discretionary supervisory basis, for a total of $799,156,313 of assets managed and supervised. The firm provides various services across investment management, financial administration and net worth reporting, wealth strategy (generational estate and tax planning), charitable planning, and personal services. At the outset of each Client relationship, Canopy spends considerable time asking questions and discussing, among many things, the Client’s aspirations for their family and individuals, current financial and estate plans, family and financial structure, family member involvement, and their current and long- term priorities and goals. This consultative process allows Canopy to assess the current family circumstances and consider the steps and services needed to shift to a new, improved future state. Canopy’s services are organized into four areas and described further below. A. Investment Consulting and Management Our investment consulting process begins with a dialog with the Client, an assessment of current circumstances, upcoming changes, and discussion of investment goals and tolerance. This consultative process leads to the drafting of an investment policy statement (IPS). The IPS will capture the Client’s information, their goals, risk tolerance, cash flow needs and any constraints or obstacles, and define how Canopy will measure success. It is an evolving document, frequently consulted and updated as necessary. With a solid understanding of goals and preferences in place, the Canopy investment team will begin to implement the IPS. This will involve defining the purpose of the account(s), develop the investment strategy, and identify the specific asset allocation goals. The team will further define and develop specific elements such as the use of active and passive managers, socially-driven investment preferences, and the potential role of private investments. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 3  While serving as the primary investment adviser for a Client, Canopy will utilize its manager research and due diligence capabilities to choose other investment specialists (each a “Manager”) to direct the investments of various portions of the overall investment portfolio as appropriate. Having access to various Managers offers a wide variety of manager styles, skills, and differentiated areas of expertise leading to increased diversification and stronger risk management. Managing within the parameters of the Member Client’s IPS, Canopy will select or recommend the Manager(s) it deems most appropriate for the Client. Factors that Canopy considers in recommending/selecting Managers generally includes but is not limited to the Client’s stated investment objective(s), management style, performance, risk level, area of skill, financial strength, and pricing. The selected Manager(s) will generally be granted discretionary trading authority for the relevant portions of the Client’s portfolio. Canopy retains the authority to terminate the Manager’s relationship or to add new Managers without specific Client consent. Fees paid to such Manager(s) are separate from and in addition to the fee assessed by Canopy. In any case, with respect to assets managed by a Manager, Canopy’s role will be to monitor the overall financial situation of the Client, to monitor the investment approach and performance of the manager(s), to make changes or rebalance, and to assist the Client in understanding the investments of the portfolio. Canopy will direct the management of the Client’s investment portfolio typically on a discretionary basis. As a discretionary investment adviser, Canopy will have the authority to supervise and direct the portfolio and may or may not consult with the Client regarding changes. We also offer non-discretionary services for situations where the Client has pre-existing assets or investments that fall outside of our research and due diligence. In such cases, we will integrate these investments into our overall IPS, incorporate them into our reporting environment, monitor their progress, provide tax oversight strategy, and consult with the Client offering our advise and opinion. Apart from the above, Clients may impose certain written restrictions on Canopy 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 the account at the commencement of the relationship. One should note, however, that restrictions imposed by a Client may adversely affect the composition and performance of the Member Client’s investment portfolio(s). Each Client should also note that his or her investment portfolio is treated individually by considering 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 Canopy. Client Communications and Delivery of Documents Where appropriate, Canopy may combine the delivery of Client statements and other Client correspondence and information for accounts that have a common address (householding). Client may revoke Client’s consent at any time by contacting Canopy in writing. In addition, from time to time, Canopy may be required to deliver certain documents to the Client. Client, to the extent that Client has email capability and/or web access, hereby consents to the Canopy’s use of electronic means, such as email or online portal, to make delivery of required and other documents. This delivery may include notification of the availability of such document(s) on a website, and Client agrees that such notification will constitute “delivery.” In conjunction with the Investment Management Agreement, the Client agrees to provide Canopy with the Client’s email address and to keep this information current at all times by promptly notifying Canopy of any change in email address. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 4  B. Finance, Analysis and Reporting Services; Banking and Credit Canopy designs a comprehensive reporting environment for each Client. Our service in this area includes detailed investment and performance reporting, full net worth analysis, cash flow modeling, and other customized financial reports that may be user-defined. Through relationships with other banking services providers, Canopy Partners assists Clients with traditional banking deposit services, money movement transactions, and lending solutions (liquid secured loans, mortgages, credit cards and more). C. Wealth Strategy Estate, Tax, Planning and Insurance Canopy provides a wide range of holistic estate and financial planning services for all Clients. These planning services are tailored to the specific needs of each Member Family and Clients. Areas of focus may include advice that addresses areas such as estate planning, risk management, cash flow planning, charitable initiatives, generational transfer of wealth, and business ownership succession. Depending on the situation, the process often follows the below path: • Gather factual information concerning the Client’s personal and financial situation • Analyze the Client’s present situation and anticipated future activities in light of the Client’s financial goals and objectives and overall family circumstances • Assist the Client in establishing financial goals and a cash flow plan • Identify problems foreseen in the accomplishment of these financial goals and objectives and offering alternative solutions • Develop or refine estate planning documents: trusts, wills, power of attorney, and advanced healthcare directives in partnership with Client’s trust/estate attorney • Assess risk and life insurance needs and refer insurance placement, as necessary This work also informs the Canopy investment team. This is captured in an Investment Policy Statement(s) for each Client that outlines the investment strategy, asset allocation, and types of investments Canopy will make or recommend on behalf of the Client to meet those goals. Family Wellbeing and Succession An essential aspect of managing wealth is coordination and communication among and between family members. Perpetuating wealth over generations requires a strong approach to the technical aspects of planning and investments and the strategic areas of family goals, communication, and developing a shared vision for the future. Family-owned business interests, raising children in an environment of wealth, and including spouses or adopted children are all common areas of challenge. Canopy provides families with estate, tax, financial, and investment information for planning and decision- making. We also counsel families around governance structures, workshops, and education through outside or third-party resources. We can assist with family retreats and facilitated meetings designed to increase family harmony and create a successful transition to the next generation. Charitable Planning Many families have shared or individual charitable interests. Canopy provides tools, methods, and expertise surrounding all aspects of charitable giving, including: C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 5  • Lead the exploration of individual or family values, passions, and interests • Direct the formation of a charitable entity and the tax and planning aspects of charitable giving • Engage the next generation in charitable giving • Implement digital tools and methods to professionalize family charitable giving D. Personal Services We provide Clients with a unique family digital portal and vault where all Canopy and family-generated reports, statements, and documents such as trusts, wills, and other critical planning items are securely stored. It is frequent and customary for families to have independent pre-existing advisors (legal, tax, other) that occupy important planning or service roles. Our team will aim to incorporate these advisors, keeping them involved and aware of your circumstances. We will share the work in Canopy to ensure that all advisors are working in alignment with the latest facts and figures. With Client permission, we can also provide any advisor with digital access to specific reports and integrations. Canopy also has preferred relationships with independent third parties involved in areas of interest to many of our Clients. Private aircraft ownership and programs, health and wellness, cybersecurity, travel services, and professional coaching are some areas where we can provide introduction and coordination of services. 5. Fees and Compensation General Fee Information Member Clients execute two fee agreements with Canopy: 1) Investment Management and 2) Member Services. Both agreements are available upon request for further review. Typically, fees paid by a Client reflect the total assets across a given Member family relationship. Thus, individual and household Clients benefit from scale pricing across an entire Member family relationship. 1. Governed under our Investment Management Agreement, fees are generally charged based on a percentage of the value of the discretionary assets under management (AUM), starting at 70 basis points and decreasing incrementally depending on the aggregate assets managed. For non- discretionary investments, there is a separate fee schedule starting at 20 basis points and decreasing incrementally depending on the assets monitored by the firm (AUS). Asset management fees (AUM and AUS) are generally payable monthly, in arrears. With Client authorization, unless other arrangements are made, asset management fees are typically debited directly from Client account(s). The Investment Management Agreement provides the complete Canopy fee schedule and related graduated fee levels or breakpoints. 2. Canopy also employs an annual Member Services fee subject to a Member Services Agreement. This provides compensation for services involving wealth strategy, financial planning, banking and credit consulting, all reporting activities, personal services, and use of our digital technology environment. There is one fixed annual fee for a given Member relationship and a smaller fee for other family branches that may join. It is charged in advance annually. With Client authorization, unless other arrangements are made, the Member Services fee is typically debited directly from the Client account(s). C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 6  Canopy Partners may negotiate its fees above for unique circumstances that reflect the scope of the services and composition of the Member family considering working with Canopy Partners. Generally, Canopy Partners seeks to avoid discounts on its stated fee schedules unless warranted. Additionally, Canopy Partners has an extensive evaluation process that promotes an open discussion with the prospective Member family about the “goodness” of fit for Canopy Partners and that family to work together. This process helps to establish the basis of the fees proposed. Fees paid to Canopy exclude 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 Canopy are also separate and distinct from the fees and expenses charged by mutual funds, ETFs (exchange-traded funds), 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). Canopy can assist the Client in understanding the full scope of fees charged by any employed funds, strategies, or managers, in addition to those of Canopy, to fully understand the total amount of fees paid by the Client for investment and financial-related services. Other Compensation Certain Owners and Partners of Canopy are also owners of Tusculum Insurance Solutions, LLC (“Tusculum”), an insurance agency registered in the state of Ohio. Because Canopy and Tusculum are under common control, there is a benefit for the firms to share Clients. Although the two firms may each recommend the other to Clients, there is no requirement that any Client of one firm use the services of the other. The services of Canopy and Tusculum are separate and distinct from one another and receive separate compensation. Neither firm pays a referral fee to the other for recommending a Client. As indicated above, certain representatives of Canopy maintain licenses with various life insurance companies. Individuals licensed through Tusculum (and not as Canopy representatives), may recommend insurance products under circumstances where they and the Owners of Tusculum would be entitled to compensation. In all such circumstances, however, the Member Client will not pay a commission to Tusculum and a management fee to Canopy on the same pool of assets. Member Clients are under no obligation to purchase any of the recommended life insurance products. 6. Performance-Based Fees and Side-By-Side Management Canopy 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 Canopy has no performance-based fee accounts, it has no side-by- side management. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 7  7. Types of Clients Canopy serves ultra-high-net-worth families and their related businesses and charitable entities. It does not generally impose a minimum portfolio value or a minimum annual fee for its services. Canopy serves families exclusively with generational wealth, which is generally accepted to be $30 million in net worth or more, including financial assets and/or the value of a business owned by the family. 8. Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis Following the production of an Investment Policy customized for each Member Client, Canopy will design and implement the overall investment strategy for the Member Client’s investment portfolio(s). This may involve the use of ETFs, mutual funds, separate account managers, or limited partnership structures, all “Managers.” Such Managers are evaluated and selected based on various factors, including, as applicable and without limitation, past performance, fee structure, management team, skill set and area of expertise, and other factors. Investment Strategies: Canopy’s strategic approach is to invest each portfolio in accordance with the Investment Policy Statement (IPS) 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 and the Manager(s) selected. • 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. • 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. • 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 Canopy seeks to diversify Clients’ investment portfolios across various asset classes consistent with their IPS 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 may encounter: C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 8  • Management Risks. While Canopy recommends one or more Managers based on our 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 a Manager allocates Client assets to individual securities and/or asset classes that are adversely affected by unanticipated market movements, and the risk that Canopy’s specific investment choices could underperform their relevant indexes. • Risks of Investments in Mutual Funds, ETFs and Other Investment Pools. As described above, a Manager(s) may invest Client portfolios in mutual funds, ETFs, and other investment pools (“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 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 Investment Company Act of 1940. • Risks Related to Private Investments and Alternative Investment Vehicles. Canopy may allocate and invest a portion of a Client’s portfolio in alternative vehicles, such as those found in private capital, private debt, private real estate, and those operating as hedge funds. The value of Client portfolios will be based in part on the value of these alternative investment assets, the success of each will depend heavily upon the efforts of their respective Managers. When a Manager makes unsuccessful investment decisions, the alternative investment vehicles managed by the Manager may decline in value. A Client account may lose a substantial percentage of its value if the investment results of many or most of the alternative investment vehicles in which it is invested are performing poorly at the same time, or many or most of the Managers make unsuccessful investment decisions at the same time. • Equity Market Risks. Manager(s) 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 investments have diversified portfolios that may make them less risky than investments in individual securities, 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. Manager(s) 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). • Foreign Securities Risks. Manager(s) 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 U.S. investments. For C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 9  example, foreign investments may not be subject to uniform audit, financial reporting or disclosure standards, practices or requirements comparable to those found in the U.S. 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. • Margin Risk. Canopy does not use margin as an investment strategy. However, Clients may elect to borrow funds against their investment portfolio. When securities are purchased, they may be paid for in full or the Client may borrow part of the purchase price from the account custodian. If a Client borrows part of the purchase price, the Client is engaging in margin transactions and there is risk involved with this. The securities held in a margin account are collateral for the custodian that loaned the Client money. If those securities decline in value, then the value of the collateral supporting the Client’s loan also declines. As a result, the brokerage firm is required to take action in order to maintain the necessary level of equity in the Client’s account. The brokerage firm may issue a margin call and/or sell other assets in the Client’s account to accomplish this. It is important that Clients fully understand the risks involved in trading securities on margin, including but not limited to: It is possible to lose more funds than is deposited into a margin account o o The account custodian can force the sale of assets in the account o The account custodian can sell assets in the account without contacting the Client first o The account holder is not entitled to choose which assets in a margin account may be sold to meet a margin call; The account custodian can increase its “house” maintenance margin requirements at any time without advance written notice o The account holder is not entitled to an extension of time on a margin call. • Derivatives Risk: A Manager may, for certain Clients that qualify as “accredited investors” and for whom it is appropriate, invest portions of the Client assets in derivative financial instruments (“derivatives”) including, without limitation, futures, options, interest rate swaps, forward currency contracts and credit derivatives such as credit default swaps. A small investment in derivatives could have a potentially large impact on an investor’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets. These risks include: (1) counterparty risk; (2) interest rate risk; (3) basis risk; (4) settlement risk; (5) legal risk; (6) operational risk; and (7) market risk. Counterparty risk is the risk that one of the Fund’s counterparties might default on its obligation to pay or perform generally on its obligations. Interest rate risk is the general risk associated with movements in interest rates. Basis risk is the risk associated with the relative movements in two (related) rates or prices. Settlement risk is the risk that a settlement in a transfer system does not take place as expected. Legal risk is the risk that a transaction proves unenforceable in law or because it has been inadequately documented. Operational risk is the risk of unexpected losses arising from deficiencies in a firm’s management information, support and control systems and procedures. Market risk is the risk of potential adverse changes in the value of financial instruments resulting from changes in market prices, such as interest, commodity and currency rate movements. In addition, derivatives can be highly volatile, illiquid and difficult to value. • Options Risk. A small investment in options could have a potentially large impact on an investor’s performance. The use of options involves risks different from, or possibly greater than, the risks C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 10  associated with investing directly in the underlying assets. Derivatives can be highly volatile, illiquid and difficult to value, and there is the risk that a hedging technique will fail if changes in the value of a derivative held by an investor does not offset the value of the securities being hedged. 9. Disciplinary Information Registered investment advisers must disclose all material facts regarding any legal or disciplinary events that would be material to a Client’s evaluation of Canopy or the integrity of Canopy’s management. Canopy has no disciplinary events to report. 10. Other Financial Industry Activities and Affiliations Canopy Partners recognizes its fiduciary duty to act in the best interest of its Clients at all times. None of the principals of Canopy Partners has an application pending, affiliation or financial arrangement with any broker-dealer, investment fund/company, or other financial intermediary that would potentially create a conflict of interest with Clients. As noted in Item 4 – Advisory Business and Item 5 – Fees and Compensation, Canopy may assist Clients with the identification and selection of life insurance products. Certain Owners and Partners of Canopy are also owners of Tusculum Insurance Solutions, LLC (“Tusculum”), an insurance agency registered in the state of Ohio. Because Canopy and Tusculum are under common ownership, there is a benefit for the firms to share Clients. Although the two firms may each recommend the other toClients, there is no requirement that any Client of one firm use the services of the other. The services of Canopy and Tusculum are separate and distinct from one another and receive separate compensation. Neither firm pays a referral fee to the other for recommending a Client. As indicated above, certain representatives of Canopy maintain licenses with various life insurance companies. In their individual capacities through Tusculum (and not as Canopy representatives), the individuals will recommend the purchase of fixed insurance products under circumstances where they would be entitled to receive a commission or other compensation in the transaction. Under no circumstances will the Client pay both a commission to these individuals and a management fee to Canopy on the same pool of assets. Clients are under no obligation to purchase any of the recommended life insurance products. As mentioned in Item 5 – Fees and Compensation and immediately above, Canopy and Tusculum are under common control. The primary Principals at Canopy benefit when a Canopy client purchases an insurance commission product from Tusculum. Again, Canopy Member Clients are under no obligation to purchase any of the life insurance products recommended by a Canopy employee or available from Tusculum. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 11  11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics and Personal Trading Canopy has adopted a Code of Ethics (“the Code”), the full text of which is available to you upon request. Canopy’s Code has several goals. First, the Code is designed to assist Canopy in complying with applicable laws and regulations governing its investment advisory business. Under the Investment Advisers Act of 1940, Canopy owes fiduciary duties to its Clients. Pursuant to these fiduciary duties, the Code requires persons associated with Canopy (managers, officers and employees) to act with honesty, good faith and fair dealing in working with Clients. In addition, the Code prohibits such associated persons from trading or otherwise acting on insider information. The Code sets forth guidelines for professional standards for Canopy’s associated persons. Under the Code’s Professional Standards, Canopy expects its associated persons to put the interests of its Clients first, ahead of personal interests. In this regard, Canopy-associated persons are not to take advantage of their positions in relation to Canopy Clients. The Code also establishes policies and procedures to permit, monitor and review the personal trading activities of associated persons. From time to time, Canopy’s associated persons may invest in the same securities recommended to Clients. Under its Code, Canopy 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, reporting and review of such trading and pre-clearance of certain types of personal trading activities. These policies are designed to encourage more alignment between Clients and Canopy associated persons. The Code also provides for disciplinary action as appropriate for violations. Participation or Interest in Client Transactions As outlined above, Canopy has adopted procedures to protect Client interests when its associated persons invest in the same securities as those selected for or recommended to Clients. Consistent with the foregoing, Canopy maintains policies regarding participation in initial public offerings (“IPOs”) and private placements to comply with applicable laws and avoid conflicts with Client transactions. If a Canopy associated person wishes to participate in an IPO or invest in a private placement, he or she must submit a pre-clearance request and obtain the approval of the Chief Compliance Officer. Further, any investment into a private placement by a member of Canopy will be disclosed to any Client who is also considering, or being recommended, the same investment. 12. Brokerage Practices As described earlier, Canopy typically selects investment managers to manage the day- to-day trading activities of its Clients’ accounts. When considering various Managers, Canopy follows the guidelines outlined in its “Investment Manager Due Diligence Policy.” Canopy relies upon the trading policies and procedures of its independent managers. Canopy may use Managers with brokerage arrangements that do not result in the lowest available commission in the recognition of research and securities transaction services, or quality of execution. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 12  Canopy participates in the Schwab Advisor Services and related Family Office program (Schwab). While there is no direct link between the investment advice provided by Canopy and its participation in the Schwab program, Canopy may receive certain economic benefits. 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 Canopy’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 Canopy’s accounts. Schwab may also make available to Canopy other services intended to help Canopy manage and further develop its family office business. Other services may include consulting, publications and conferences on information technology, business succession, regulatory compliance and practice management, marketing. In addition, Schwab may make available, arrange and/or pay for these types of services to be rendered to Canopy by independent third parties. Participation in the Schwab Advisor Services program also provides Canopy with access to a marketplace of separate account managers, mutual funds, and other securities which normally require significantly higher minimum initial investments or are normally available only to institutional investors. The benefits received through participation in the Schwab program do not necessarily depend upon the proportion of transactions directed to Schwab. While it may be possible to obtain similar custodial, execution and other services elsewhere at a lower cost, Canopy believes that Schwab provides an excellent combination of these services resulting in a better overall value to Canopy Clients. These services are not soft dollar arrangements but are part of the institutional platform offered by Schwab. Directed Brokerage Clients may direct Canopy to use Managers that utilize a particular broker for custodial or transaction services on behalf of the Client’s portfolio. In directed brokerage arrangements, to the extent possible, Canopy will assist the Client in negotiating the commission rates and other fees to be paid to the broker. However, a Client who directs brokerage should consider whether such designation may result in certain costs or disadvantages to the Client, either because the Client may pay higher commissions or obtain less favorable execution, or the designation limits the investment options available to the Client. The arrangement that Canopy has with Schwab is designed to maximize efficiency and to be cost effective. By directing brokerage arrangements, the Client acknowledges that these economies of scale and levels of efficiency are generally compromised when alternative brokers are used. While every effort is made to treat Clients fairly over time, the fact that a Client chooses to use the brokerage and/or custodial services of these alternative service providers can in fact result in a certain degree of delay in executing trades for their account(s) and otherwise adversely affect management of their account(s). Aggregated Trade Policy On occasions where Canopy is placing trades on behalf of Clients, these transactions are highly customized to individual Client requests, investment strategy, and objectives. Canopy does not typically aggregate trades across Client accounts. Most of our trading activity is performed by the sub- advisors Canopy uses to service Client accounts. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 13  13. Review of Accounts Client 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 Canopy. These factors generally include, but are not limited to, the following: change in general Client circumstances (marriage, divorce, retirement); or economic, political or market conditions. 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. In addition, Canopy’s practice is to provide a comprehensive quarterly report for each managed portfolio. This written report normally includes a review of asset allocation vs investment policy, summary of portfolio holdings, calculation of net worth, and a variety of performance results. Additional customized reports are available at the request of the Client. 14. Client Referrals and Other Compensation As noted above, Canopy receives an economic benefit from Schwab in the form of support products and services it makes available to Canopy and other independent investment advisors that have their Clients maintain accounts at Schwab. These products and services, how they benefit our firm, and the related conflicts of interest are described in Item 12 - Brokerage Practices. The availability of Schwab’s products and services to Canopy is based solely on our participation in the programs and not in the provision of any particular investment advice. Neither Schwab nor any other party is paid to refer Clients to Canopy. 15. Custody Canopy does not have direct physical custody of Client assets. We utilize professional, qualified custodians for the purpose of custodial services. Private investments are held by the General Partner of the fund and will provide direct communications to Canopy including activities surrounding subscriptions, capital calls, valuations, and tax documents. Canopy will compile and aggregate this information and provide reporting services to our Clients. These reports should be compared to any statements provided by the custodian or general partner. Charles Schwab is the main custodian to nearly all client accounts at Canopy. From time-to-time clients may select an alternative custodian to hold accounts in custody. The qualified custodian of each Client account sends or makes available, on a quarterly basis or more frequently, account statements directly to each client. Canopy urges clients to carefully review these account statements from their qualified custodians and compare the information therein with any financial statements or information received or made available to clients by Canopy or any other outside vendor. Clients are encouraged to promptly notify Canopy if the custodian fails to provide statements on each account held. At no time will Canopy have actual custody or physical control over any Client’s account assets. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 14  It is the custodian’s responsibility to provide Clients with confirmations of trading activity, tax forms and at least quarterly account statements. Canopy provides assistance to Clients by offering tax organization services, incorporating Schwab tax documents and those of other non-custodied assets including private capital investments. Clients are advised to review this information carefully, and to notify Canopy of any questions or concerns. Rule 206(4)-2 under the Advisers Act (the “Custody Rule”) sets forth extensive requirements regarding possession or custody of Client funds or securities. The Custody Rule requires advisers that have custody of Client funds or securities to implement a set of controls designed to protect those Client assets from being lost, misused, misappropriated, or subject to financial reverses. Pursuant to Rule 206(4)‐2, Canopy is deemed to have constructive custody of Client account’s funds and securities because Canopy may debit fees directly from the accounts of such clients. In addition, certain Clients have executed a letter or instruction or similar asset transfer authorization arrangement with a qualified custodian whereby Canopy is authorized to withdraw Client funds or securities maintained with a qualified custodian upon our instruction to the qualified custodian. 16. Investment Discretion As described above under Item 4 - Advisory Business, Canopy manages portfolios on a discretionary basis. This means that after an Investment Policy is developed for the Client’s investment portfolio, Canopy will execute that plan without specific consent from the Client for each transaction. For discretionary accounts, a Limited Power of Attorney (“LPOA”) is executed by the Client, giving Canopy the authority to carry out various activities in the account, generally including the following: trade execution; the ability to request checks on behalf of the Client; and the withdrawal of advisory fees directly from the account. Canopy then directs investments of the Client’s portfolio using its discretionary authority. The Client may limit the terms of the LPOA to the extent consistent with the Client’s Investment Management Agreement with Canopy and the requirements of the Client’s custodian. The discretionary relationship is further described in the Investment Management Agreement between Canopy and the Client. 17. Voting Client Securities As a policy and following Canopy’s Investment Management Agreement, Canopy votes proxies related to securities held in certain Client accounts. We have engaged the services of Broadridge Investor Communication Solutions Inc. to provide an internet-based proxy voting platform. We have established voting guidelines to assure Client proxies are voted properly and in the best interests of Clients. Additionally, a Proxy Committee reviews voting to confirm no material conflicts exist. Clients may contact Canopy with questions pertaining to proxy procedures and proposals. Each Client acknowledges that Canopy may delegate the authority to vote proxies, including on matters relating to class actions, bankruptcies or reorganizations, to independent managers and unaffiliated investment managers that are selected by Canopy and delegated discretionary investment authority to manage a portion of the Client’s assets. In such circumstances, proxy voting will be governed by each such manager’s proxy voting policies and procedures. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 15  18. Financial Information Registered investment advisers are required in this Item to provide you with certain financial information or disclosures about their financial condition. Canopy has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to Clients and has not been the subject of a bankruptcy proceeding. C a n o p y P a r t n e r s , L L C F o r m A D V P a r t 2 A 3 / 3 1 / 2 0 2 5 | 16