FORT POINT CAPITAL PARTNERS LLC

Item 1 – Cover Page Fort Point Capital Partners LLC 275 Sacramento Street, 8th Floor San Francisco, CA 94111 (415) 645-0909 www.fortpointcap.com March 31, 2025 This Brochure provides information about the qualifications and business practices of Fort Point Capital Partners LLC ("Fort Point"). If you have any questions about the contents of this Brochure, please contact us at (415) 645-6503 or email us at info@fortpointcap.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Fort Point is a registered investment adviser. Registration of an Investment Adviser does not imply any level of skill or training. Additional information about Fort Point is also is available on the SEC’s website at www.adviserinfo.sec.gov.  Item 2 – Material Changes Since the filing of our most recent amendment dated March 2024, we have no material changes to report. 2  Item 3 -Table of Contents Item 1 – Cover Page .......................................................................................................................................................................... 1 Item 2 – Material Changes ........................................................................................................................................................... 2 Item 3 -Table of Contents ............................................................................................................................................................ 3 Item 4 – Advisory Business ......................................................................................................................................................... 4 Item 5 – Fees and Compensation ............................................................................................................................................ 8 Item 6 – Performance-Based Fees and Side-By-Side Management ..................................................................... 11 Item 7 – Types of Clients .............................................................................................................................................................. 11 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ............................................................... 12 Item 9 – Disciplinary Information ........................................................................................................................................... 20 Item 10 – Other Financial Industry Activities and Affiliations ................................................................................... 20 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ............. 21 Item 12 – Brokerage Practices ................................................................................................................................................. 22 Item 13 – Review of Accounts .................................................................................................................................................. 25 Item 14 – Client Referrals and Other Compensation ..................................................................................................... 25 Item 15 – Custody .......................................................................................................................................................................... 26 Item 16 – Investment Discretion .............................................................................................................................................. 27 Item 17 – Voting Client Securities ........................................................................................................................................... 27 Item 18 – Financial Information ............................................................................................................................................... 28 3  Item 4 – Advisory Business Fort Point Capital Partners LLC (“Fort Point”), a California Limited Liability Company established in October 2008, is an SEC-registered Investment Advisor. Fort Point is principally owned by Ralph Drybrough, Paul Touchstone, Tim McDowell, Robin Brinckerhoff and Roy Haya. Ralph M. Drybrough III founded Fort Point in 2008. Prior to founding Fort Point, Mr. Drybrough was a financial advisor and principal with Presidio Capital Advisors from 2005 to 2008. Between 1999 and 2005, Mr. Drybrough was a registered representative and financial advisor with Merrill Lynch & Co. Mr. Drybrough began his career in the financial industry at UBS/PaineWebber in Chicago, Illinois, where he worked as a registered representative and financial advisor. Mr. Drybrough received a B.A. in Journalism/History from Indiana University, Bloomington, Indiana in 1997. Mr. Drybrough holds FINRA Series 7 and 63 securities licenses and is a Registered Representative of Uhlmann Price Securities, LLC as described in Item 10 below. Paul R. Touchstone joined Fort Point in April 2012 and became a Managing Member in December 2017. Prior to joining Fort Point, Mr. Touchstone was a Vice President at Stifel Nicholas & Company from November 2011 to March 2012. Between 2009 and 2011, Mr. Touchstone was Vice President/Senior Investment Strategist with Stone & Youngberg. From 2007 to 2009, Mr. Touchstone was a Vice President/Portfolio Manager at First Bank. Mr. Touchstone began his career in the financial industry in 2002 at Schroeder Capital Management, LLC, where he served as a Securities Analyst/Director of Operations. Mr. Touchstone was at Schroeder Capital Management until he joined First Bank. Mr. Touchstone received a B.A. in Business with a minor in Computer Science in 2000 from Western State College of Colorado. Mr. Touchstone holds FINRA Series 7 and 63 securities licenses and is a Registered Representative of Uhlmann Price Securities, LLC as described in Item 10 below. Tim McDowell joined Fort Point as a Managing Member in December 2017 as a result of the merger of Fort Point and Cypress Point Capital Management, LLC (“Cypress Point”). Prior to Fort Point, Mr. McDowell was Managing Member of Cypress Point from 2013 to 2017. Prior to joining Cypress Point, Mr. McDowell held consulting roles at Aperture Ventures LLC and Crestline Investors, Inc. where he evaluated and completed hedge fund secondary investments. 4  Previously, Mr. McDowell was an analyst at Group G Capital Partners, LLC, a hedge fund focused on distressed debt and special situation investments. Before Group G, Mr. McDowell was an associate at Tailwind Capital, a private equity fund focused on middle market transactions across growth sectors of the economy. Mr. McDowell began his career as a financial analyst at Bowles Hollowell Conner & Co., an investment bank focused on mergers and acquisitions. Mr. McDowell received an MBA from Harvard Business School and a B.S. in Business Administration, with highest distinction, from the University of North Carolina at Chapel Hill. Mr. McDowell holds FINRA Series 7 and 66 securities licenses and is a Registered Representative of Uhlmann Price Securities, LLC as described in Item 10 below. Robin Brinckerhoff joined Fort Point as a Managing Director in July 2017 and became a Member in 2022. Prior to joining Fort Point, Mr. Brinckerhoff was a Vice President and Wealth Advisor at Wells Fargo Private Bank. Mr. Brinckerhoff received a B.A. in Art History from the University of Maryland and completed the Personal Financial Planning Program at the University of California, Berkeley. Mr. Brinckerhoff holds FINRA Series 7 and 63 securities licenses and is a Registered Representative of Uhlmann Price Securities, LLC as described in Item 10 below. Roy Haya joined Fort Point as a Managing Director and Head of Derivative Solutions in April 2019 and became a Member in 2023. Prior to joining Fort Point Mr. Haya was an Investment Advisor Representative of Twenty-First Tailored Solutions, Inc. and Managing Director/Head Derivatives Trader of Twenty-First Securities Corp. Prior to working with Twenty First, Mr. Haya was a Limited Partner Derivatives Trader for Spyglass Derivatives Fund. Mr. Haya received a BBA in Banking and Finance from Hofstra University and an MBA in Financial Engineering from New York University. Mr. Haya holds FINRA Series 4, 7, 24 and 63 securities licenses and is a Registered Representative of Uhlmann Price Securities, LLC as described in Item 10 below. Advisory Services Fort Point offers investment management services to family offices and high net worth individuals, referred to herein as “Clients.” Additionally, Fort Point is the Program Manager and provides investment management services to Investment Partners, LLC, a series of private funds. Each series herein referred to as a “Private Fund.” Fort Point acts in a fiduciary role for its Clients 5  and Private Funds and generally offers its investment services on a fully discretionary basis as described below. Fort Point provides financial planning and investment management and supervisory services regarding equities, exchange traded funds, investment company shares, options, fixed-income, and cash equivalent securities to Clients with individually managed accounts. At times, we may select other investment advisers to manage all or a portion of a Client’s account. We generally recommend a portion of Client assets be invested in private placements offered through the Investment Partners, LLC series of Private Funds or, in some cases, through non-affiliated private fund managers. With the exception of investments in Private Funds, account supervision is typically on a discretionary basis with Clients granting Fort Point a limited power of attorney to trade Client securities. Client securities are held by qualified custodians, or in the case of private placements, are subject to an annual audit by an outside certified public accountant. Account supervision by us is guided by the stated objectives of the Client, taking into consideration the Client’s risk profile and financial status. Clients may impose restrictions on investing in certain securities or types of securities. Each Client’s financial goals and needs are assessed and the investment advice given is tailored towards those goals. We view ourselves as risk managers with a threefold approach to our management style including global diversification, active risk management and cost reduction through negotiating better pricing with our custodians and Underlying Managers (as defined below). In short, we seek to tightly control the controllable: risk, tax, cost and liquidity. As mentioned above, Fort Point is also the Program Manager and Managing Member of Investment Partners, LLC (“IP”), an alternative investment program. The Program provides Investors with individualized allocations to a variety of underlying managers (each an “Underlying Manager”) and their associated funds (each an “Underlying Fund”) which seek to provide attractive risk-adjusted returns, compelling diversification attributes and low correlation to equities and fixed income which are generally not accessible through public markets. IP is structured as a Delaware multi-series LLC which seeks to provide liability protection across its multiple series while also promoting a more efficient cost structure by sharing Fund-level operating expenses and infrastructure across multiple Private Funds thus reducing the time and cost of launching and maintaining additional Private Funds. As of January 1, 2025, IP was made up of the Private Funds detailed below. 6  • Alternative Yield Funds (“AYF,” “AYF II,” “AYF III”, and “AYF IV”): Fund-of-hedge funds designed to provide investors with exposure to various investment strategies with current income features that have minimal correlation to traditional fixed income securities. • Growth Equity Opportunities Funds I and II (“GEO I” and “GEO II”): growth equity- oriented funds investing in a broad range of private funds that make investments into companies across the business lifecycle. Each underlying investment in GEO I or GEO II is held in a segregated side pocket which investors must opt in to participate. As a result, each investor has unique exposure to the investments in each fund depending on his/her decision to opt in to an investment. • Real Estate Opportunities Funds I and II (“REO I” and “REO II”): real estate-oriented funds investing in a broad range of real estate investments, either direct ownership of assets or private funds that make investments across the real estate spectrum. Each underlying investment in REO I or REO II is held in a segregated side pocket which investors must opt in to participate. As a result, each investor has unique exposure to the investments in each fund depending on his/her decision to opt in to an investment. • Credit Opportunities Fund I and II (“COF I” and “COF II”): opportunistic credit funds investing in a broad range of opportunistic credit investments through unaffiliated private funds. Fort Point also acts as a sub-advisor or co-advisor for clients of other registered investment advisors. In some cases, in our capacity as sub-advisor or co-advisor, rather than providing investment management services, we implement various hedging and monetization strategies as recommended by the Client’s primary investment advisor. Advisory Services to Retirement Investors When we provide investment advice to retirement plan accounts or individual retirement accounts, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way Fort Point makes money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. 7  Under this special rule’s provisions, Fort Point must: • Meet a professional standard of care when making investment recommendations (give prudent advice); • Never put our financial interests ahead of yours when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in your best interest; • Charge no more than is reasonable for our services; and • Give you basic information about conflicts of interest. Assets under Management As of December 31, 2024, Fort Point had approximately $1.7 billion under management on a discretionary basis and approximately $300 million on a non-discretionary basis for a total of $2.0 billion regulatory assets under management. Item 5 – Fees and Compensation Individually Managed Accounts Management Fees Below is our typical fee structure for individual clients, though fees may vary by individual client. Assets Under Advisement Fee First $1,000,000 1.25% Next $9,000,000 0.90% Next $40,000,000 0.60% Next $50,000,000 0.40% Over $ 100,000,000 Negotiable 8  We believe that our fees are competitive with those fees charged by other investment advisers for comparable services; however, comparable services may be available from other sources for lower fees than those that we charge. The fees charged by us are separate from and in addition to those fees which may be charged by a Client’s subadviser(s) or any private placement(s) in which Client assets may be invested. Fees are calculated on the gross settled asset value of the Client accounts as of the last day of the preceding calendar quarter, or in the case of a private placement as of the last reported value. Fees are payable quarterly in advance. The specific manner in which fees are charged by us is established in a Client’s written agreement. Clients may elect to be billed directly for fees or to authorize us to directly debit fees from Client accounts. Accounts initiated during a calendar quarter will be charged a prorated fee. Upon termination of any account, any earned, unpaid fees will be due and payable and any prepaid fees will not be refunded. In certain cases, Clients may request that we purchase or maintain pre-existing or other securities positions in custodial accounts maintained with us, or with limited partnerships and other private placements, that are not consistent with our investment strategy. In such cases, we typically agree not to charge a fee on such assets, but with the specific understanding that these are non-supervised assets for which the Client is responsible for determining the suitability of maintaining such a position. We will not sell such securities without specific instructions from the Client. Expenses Our fees on individually managed accounts are exclusive of brokerage commissions, transaction fees, and other related costs and expenses which shall be incurred by the client. Clients will incur additional charges from their custodian such as brokerage commissions, custodial fees, deferred sales charges, and wire transfer and electronic fund transfer fees. Mutual funds and exchange traded funds charge internal management fees, which are disclosed in a fund’s prospectus. Private placements charge internal fees which are disclosed in the confidential offering memorandum or program documents. Item 12 further describes the factors that Fort Point considers in selecting or recommending broker-dealers for client transactions and determining the reasonableness of their compensation (e.g., commissions). 9  Private Funds Management and Incentive Fee For IP Private Funds, Fort Point is compensated via a fee overlay in which Fort Point charges Fund-level management and/or incentive fees. These fees are in addition to fees charged by the Underlying Managers. Fort Point Clients may receive terms more favorable than those discussed below. In addition to any Fund level management fees explained below, Fort Point Clients will pay the Fort Point advisory fee on any assets invested in the Private Funds. The details of any such arrangement with respect to a particular Private Fund will be disclosed in the relevant offering documents. AYF, AYF II, AYF III, and AYF IV: With respect to AYF, AYF II, AYF III, and AYF IV, Fort Point may receive an annual management fee of up to 1.0%, paid monthly in advance, based on the value of each investor's capital account as of the first day of the month. In addition, Fort Point may receive an incentive allocation of up to 10.0%. GEO I and GEO II: With respect to GEO I and GEO II, Fort Point does not receive any management fees and will receive an incentive fee of 10% for Class A interests, 10% for Class B interests, and 5% for Class C interests. Incentive fees are calculated separately for each underlying investment and realized upon the liquidation or distribution of the underlying investment. REO I and REO II: With respect to REO I and REO II, Fort Point does not receive any management fees and will receive an incentive fee of 10% for Class A interests, 10% for Class B interests, and 5% for Class C interests. Incentive fees are calculated separately for each underlying investment and realized upon the liquidation or distribution of the underlying investment. COF I and COF II: With respect to COF I and COF II, Fort Point receives an incentive fee of 5% on Class C and Class F interests. Expenses Each Private Fund is responsible for start-up expenses (amortized over 60 months) and Fund- level operational expenses including: legal fees; expenses of the continuous offering of its interests, including the cost of producing and distributing its offering documents and other 10  marketing materials; any due diligence and other investment research expenses incurred on behalf of such Private Fund; printing and mailing costs; filing fees and expenses; accounting, audit, and tax preparation expenses; computer software, licensing, programming, and operating expenses; data processing costs; legal fees and expenses; consultant fees; tax, litigation, indemnification, and other extraordinary expenses, if any; interest expenses (including interest due to repurchase agreements and borrowing for investment purposes by such Private Fund, if any); and insurance expenses, custody fees, bank charges, and other investment and operating expenses. Additionally, unless otherwise noted, the fees described above are solely fees charged by Fort Point and are not inclusive of fees and expenses incurred for Underlying Managers. Investors may not be made aware of the specifics of these expenses directly, but performance information presented will be net of all such fees and expenses. Item 6 – Performance-Based Fees and Side-By-Side Management Fort Point does not charge performance fees on individually managed accounts. For Point does receive performance-based fees or incentive allocations on some of the Private Funds as described above in Item 5 – Fees and Compensation. Performance-based fee arrangements create an incentive for us to recommend investments which may be riskier or more speculative than those which would be recommended under a different fee arrangement. Fort Point has implemented procedures designed to ensure that all clients are treated fairly and equally, and to prevent this conflict from influencing the allocation of investment opportunities among clients. Item 7 – Types of Clients We typically provide portfolio supervision services to high net worth individuals and family offices. Generally, account minimums are $1,000,000, although this minimum may be waived by us. Fort Point also provides investment management services to Private Funds. Generally, investors in the Private Funds are also Fort Point Clients. However, non-Client investors in a Private Fund must invest a minimum of $250,000 unless waived by us. Each investor must be an “accredited investor” as that term is defined in Rule 501(a) of Regulation D promulgated under the Securities 11  Act of 1933, as amended (the “Securities Act”); a “qualified client”, as that term is defined in Rule 205-3(d)(1) of the Investment Advisers Act of 1940 (“the Advisers Act:”); and/or a “qualified purchaser”, as applicable, as that term is defined in Section 2(a)(51) of the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”); and meet other criteria as specified in the offering documents of the Private Funds. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Investment Strategies We strive to provide each Client with a sustainable investment experience by pursuing a consistent strategy tailored to each Client’s risk tolerance as we build his/her portfolio. We take into consideration the following factors when building a Client’s portfolio: • Client’s risk tolerance • Client’s time horizon • Client’s liquidity needs • Market metrics which include volatility and correlation Utilizing Tax Alpha Another strategy that we employ is tax loss harvesting which is a predictable and reliable source of “alpha” in portfolio management. We pursue this strategy aggressively and systematically and it is best executed in a portfolio employing an indexed approach to asset class exposure, where fungible replacement instruments are available to limit tracking error. We find that the rapid growth in the exchange traded funds (ETFs) market has provided us with a deep taxonomy of ETFs available as swap candidates when a tax loss harvesting opportunity presents itself. In some cases we will also recommend Clients open a separately managed account managed by a third party with a specific strategy of tax loss harvesting. Risk of Loss Investing in securities involves risk of loss that clients should be prepared to bear. Fort Point cannot assure Clients that: • it can achieve Clients’ investment objectives; • its investment strategies will prove successful; or • Clients will not lose all or part of their investment. The following discussion describes some of the principal risks relevant to Clients of Fort Point. 12  General Securities Investment Risks. Markets for securities, in general, are subject to fluctuations and the market value of any particular investment may vary substantially, including a total loss of principal invested. No assurance can be given that the Client’s portfolio will generate any income or will appreciate in value or that the Client will be able to realize any appreciation that may occur. Change in Sentiment. Changes in investor sentiment on the market, an industry or sector, or an individual stock can have pronounced effects on securities prices. Rapid changes in investor sentiment cannot be predicted and can be severe. Economic Conditions. Changes in economic conditions, including, for example, interest rates, inflation rates, industry conditions, competition, technological developments, trade relationships, political and diplomatic events and trends, developments in governmental regulation, tax laws and innumerable other factors, can affect substantially and adversely the business and prospects of a Client’s portfolio. Options Trading. With any investment there are material risks involved when utilizing option strategies and these strategies may not achieve the stated goals, and the Client risks the loss of his/her investment and the Client should be prepared to bear such losses. The trading of options and other derivatives is highly speculative and may entail risks that are greater than those present when investing in other securities. Clients may buy or sell (write) both call options and put options, and when they write options, they may do so on a “covered” or an “uncovered” basis. A call option is “covered” when the writer owns securities of the same class and amount as those to which the call option applies. A put option is covered when the writer has an open short position in securities of the relevant class and amount. Clients’ option transactions may be part of a hedging strategy (i.e., offsetting the risk involved in another securities position) or a form of leverage, in which the client has the right to benefit from price movements in a large number of securities with a small commitment of capital. These activities involve risks that can be substantial, depending on the circumstances. In general, without taking into account other positions or transactions a Client may enter into, the principal risks involved in options trading can be described as follows: When a Client buys an option, a decrease (or inadequate increase) in the price of the underlying security in the case of a call, or an increase (or inadequate decrease) in the price of the underlying security in the case of a put, could result in a total loss of their investment in the option (including commissions). A Client could mitigate those losses by selling short, or buying puts on, the securities for which it 13  holds call options, or by taking a long position (e.g., by buying the securities or buying calls on them) in securities underlying put options. When a Client sells (writes) an option, the risk can be substantially greater than when it buys an option. The seller of an uncovered call option bears the risk of an increase in the market price of the underlying security above the exercise price. The risk is theoretically unlimited unless the option is “covered.” If it is covered, the Client would forego the opportunity for profit on the underlying security should the market price of the security rise above the exercise price. If the price of the underlying security were to drop below the exercise price, the premium received on the option (after transaction costs) would provide profit that would reduce or offset any loss the client might suffer as a result of owning the security. If prospective Clients do not understand options, we strongly encourage them to read CHARACTERISTICS AND RISKS OF STANDARDIZED OPTIONS. The document may be obtained by contacting us directly or may be obtained by going to the following link: http://www.optionsclearing.com/about/publications/character-risks.jsp. Exchange Traded Funds (“ETFs”). ETFs are investment companies whose shares are bought and sold on a securities exchange. An ETF holds a portfolio of securities, equities, bonds or other financial vehicles, designed to track a particular market segment or index. Clients could invest in an ETF to gain exposure to a portion of the U.S. or foreign market. Investing in ETFs involves risk. Specifically, ETFs, depending on the underlying portfolio and its size, can have wide price (bid and ask) spreads, thus diluting or negating any upward price movement of the ETF or enhancing any downward price movement. Also, ETFs require more frequent portfolio reporting by regulators and are thereby more susceptible to actions by hedge funds that could have a negative impact on the price of the ETF. Certain ETFs may employ leverage, which creates additional volatility and price risk depending on the amount of leverage utilized, the collateral, and the liquidity of the supporting collateral. Further, the use of leverage (i.e., employing the use of margin) generally results in additional interest costs to the ETF. Certain ETFs are highly leveraged and therefore have additional volatility and liquidity risk. Volatility and liquidity can severely and negatively impact the price of the ETF's underlying portfolio securities, thereby causing significant price fluctuations of the ETF. 14  Leverage. Leveraging strategies can increase risk of loss and volatility. In addition, margin trading requires the pledge of assets of the Client as collateral, and margin calls can result in the Client being required to pledge additional collateral or in liquidation of the Client’s holdings, which can result in selling, closing or covering portfolio positions at substantial losses that would not otherwise be realized. Technology Effects on Volatility. The rapid advent of technology in trading and exchanges may have made securities more volatile and periodically subject to wild swings with limited liquidity. Market Disruptions. The global financial markets have in the past few years gone through pervasive and fundamental disruptions. A Client may incur major losses in the event of disrupted markets and other extraordinary events in which historical pricing relationships become materially distorted. The risk of loss from pricing distortions is compounded by the fact that in disrupted markets many positions become illiquid, making it difficult or impossible to close out positions against which the markets are moving. Market disruptions may from time to time cause dramatic losses for a Client account, and such events can result in otherwise historically low-risk strategies performing with unprecedented volatility and risk. Past Performance Not Necessarily Indicative of Future Results. The past performance of the Fort Point or any subadvisor engaged by Fort Point on behalf of a Client is not necessarily indicative of how they will perform in the future. While generally mitigated through thoughtful and detailed due diligence, some strategies may be subject to the possibility of incurring sudden and dramatic losses despite years of positive past performance. Other Accounts Advised by Subadvisors. Any subadvisors selected by Fort Point may supervise other funds and/or accounts (including other accounts in which such subadvisors may have an interest) which, together with funds and/or accounts already being supervised, could increase the level of competition for the same trades a Client might otherwise make, including the priorities of order entry. This could make it difficult or impossible to take or liquidate a position in a particular security or futures contract at a price indicated by a subadvisor’s strategy. in Private Investment Programs. Fort Point may Risks Associated with Investments recommend Client’s invest assets in limited partnerships, private investment programs, and other private placements (including through third parties). Such investments may be subject to a variety of risks, including, but not limited to, lack of operating history, reliance on key personnel of the investment program or limited partnership, absence of regulatory oversight, limited withdrawal rights, substantial fees and expenses, illiquidity of interests, and potential mandatory 15  withdrawal. Fort Point strongly encourages Clients to carefully consider the risk disclosures contained in the offering and program documents, which clients sign and agree to before any investments in such private investment programs are made. Specific Risks Associated with Investments in Fort Point Private Funds: from a predefined investment strategy Underlying Fund and Underlying Adviser Risk. Some Private Funds invest in Underlying Funds and Managed Accounts with Underlying Advisers, both of which are subject to risk. Underlying Fund risks encompasses the possibility of loss due to Underlying Adviser’s fraud, intentional or inadvertent deviations (including excessive concentration, directional investing outside of predefined ranges, excessive leverage or new capital markets), or simply poor judgment. During the lifetime of each Private Fund, there could be material changes in one or more Underlying Funds or Underlying Advisers, including changes in control, initial public offerings and mergers. The effect of such changes on an Underlying Fund or Underlying Adviser cannot be predicted but could be material and adverse. Given the limited liquidity of certain Underlying Funds, the Private Fund may not be able to quickly alter its portfolio allocation quickly in response to any such changes, resulting in substantial losses from Underlying Fund risk. Illiquid Investments. The Private Funds invest some of their assets in Underlying Funds. For such investments, Fort Point has no control over the trading policies or strategies of such entities and does not have the same ability as with separate accounts to react quickly to changing investment circumstances due to the limited liquidity of these types of investments. Private investment funds may have liquidity constraints, such as “gates,” “side pockets,” suspension of withdrawals/net asset value calculations, withdrawals in kind, special liquidity vehicles, lock-ups, withdrawal fees and less frequent withdrawal rights. Fort Point has no control over the liquidity of the Underlying Funds (except at original investment) and depends on the Underlying Fund to provide valuations as well as liquidity in order to process withdrawals. Investors must recognize that under certain circumstances, repurchases may be materially restricted or delayed due to the Underlying Funds’ illiquidity. In some cases, Fort Point may have allocated Fund assets to Underlying Funds from which Fort Point later intends to liquidate but the Private Fund is unable to do so promptly due to liquidity constraints imposed by such Underlying Funds. To the extent that a material portion of the Private Fund’s assets are allocated to Underlying Funds that take such actions, the Private Fund will likely be unable to withdraw from such Underlying Funds for an extended period of time notwithstanding a desire to do so. Such inability to withdraw from such Underlying Funds could expose the Private Fund to losses it may 16  have avoided if it had been able to allocate away from such Underlying Funds. Fort Point, at its discretion, may elect to leverage or borrow on behalf of the Fund in order to meet withdrawal requests. The complicated and often protracted process of withdrawing from Underlying Funds could hinder the Private Fund’s ability to adjust its Underlying Fund allocations. It could also cause the Private Fund to become unbalanced in the event the Private Fund withdraws from its more liquid Underlying Funds to fund the Private Fund’s redemptions or expenses. Also, to the extent that a material portion of Underlying Funds suspend the calculation of net asset value, Fort Point may be unable to calculate the Fund’s net asset value. Investments in Underlying Funds. The investment performance of a Private Fund is affected by the investment performance of the Underlying Funds. Each Private Fund is subject to the risks of the Underlying Funds’ investments and subject to the Underlying Funds’ expenses. Additionally, the success of each Private Fund will depend on the investment skills of the Underlying Advisers. The return of any one of the Underlying Funds is impacted by the ability of the Underlying Advisers to successfully apply their investment techniques to generate profits for such fund. The volatility of the Underlying Fund will depend on the nature of the Underlying Fund’s exposure to investments and on the Underlying Adviser’s ability to reduce risk by trading, hedging, minimizing the use of leverage and utilizing arbitrage techniques. There can be no assurance that the Underlying Funds will achieve their objectives or avoid substantial losses. Changes in Underlying Funds, Underlying Advisers and Allocations. Fort Point may from time to time select new or replacement Underlying Funds and/or Underlying Advisers and change the percentage of Private Fund assets allocated to each Underlying Fund. These changes will be made in Fort Point’s sole discretion, subject to the Underlying Funds’ liquidity constraints and other factors. The Private Fund’s’ success depends, to a great extent, on Fort Point’s ability to identify and allocate assets successfully among Underlying Funds. Limited Withdrawal Rights. An investment in a Private Fund is suitable only for certain sophisticated investors who understand the liquidity constraints of the Private Fund and anticipate limited or preferably no need for liquidity. Furthermore, distribution of proceeds upon an Investor’s withdrawal may be limited where, in the view of Fort Point, the disposal of all or part of the Private Fund’s assets, or the determination of the value of the investor’s capital account, among other reasons, would not be reasonable or practicable or would be prejudicial to the non- withdrawing Investors. 17  losses disproportionate to market movements in general Limited Diversification. The LLC Agreement does not limit the amount of the Private Fund’s capital that may be committed to any single investment, industry or sector. At any given time, it is therefore possible that Fort Point or an Underlying Adviser may select investments that are concentrated in a limited number or types of investments. This limited diversity could expose the Private Fund to if there are disproportionately greater adverse price movements in those investments. Special Situations. The Private Funds or Underlying Funds may invest in companies involved in (or the target of) acquisition attempts or tender offers or in companies involved in work-outs, liquidations, spin-offs, reorganizations, bankruptcies and similar transactions. In any investment opportunity involving any such type of special situation, there exists the risk that the contemplated transaction will either be unsuccessful, take considerable time or result in a distribution of cash or a new security the value of which will be less than the purchase price to the Private Fund or an Underlying Fund of the security or other financial instrument in respect of which such distribution is received. Similarly, if an anticipated transaction does not in fact occur, the Private Fund or an Underlying Fund may be required to sell its investment at a loss. Because there is substantial uncertainty concerning the outcome of transactions involving financially troubled companies in which the Fund or an Underlying Fund may invest, there is a potential risk of loss by the Private Fund of a significant portion of its investment in such companies. Potential Inadequacy of Due Diligence Information. Fort Point is generally reliant on the information and disclosures furnished to it by the Underlying Managers it selects, which may subject a client to fraudulent misrepresentation and other similar risks of entrusting capital to unaffiliated parties. Generally, Fort Point seeks to avoid such risks by enforcing prudent due diligence and third-party verification wherever possible but may prove unable to obtain accurate information from an Underlying Manager under circumstances in which the Underlying Manager has limited access to such information or provides inaccurate information. Investments in the Real Estate Sector. Investments in real estate sector assets are subject to various risks, including, but not limited to, adverse changes in regional, national or international economic conditions; adverse local market conditions; the financial condition of tenants, buyers and sellers of properties; changes in the availability of debt financing which may render the sale or refinancing of properties difficult or impracticable; changes in interest rates, real estate tax rates and other operating expenses; environmental laws and regulations; zoning laws and other governmental rules and fiscal policies; changes in law; environmental claims arising in respect of 18  real estate acquired with undisclosed or unknown environmental problems or as to which inadequate reserves had been established; contingent liability on disposition of assets; uninsured or uninsurable casualty losses; real estate industry slowdowns; relocation of economic activity; changing demographics and infrastructure quality; changes in the relative popularity of property types and locations; risks due to dependence on cash flow and risks and operating problems arising out of the presence of certain construction materials; as well as acts of God, uninsurable losses, acts of war (declared and undeclared), terrorist acts, labor strikes and other factors. None of these factors are within the control of a Fund or the Underlying Advisers. These factors may affect the level and volatility of real estate prices and the liquidity of investments. Unexpected volatility or illiquidity could impair a Fund’s profitability or result in losses. The onset of the coronavirus disease has caused and is likely to continue to cause significant and unpredictable disruption to real estate markets. The magnitude and duration of such disruption is unknowable, and the resulting market conditions could significantly impact the performance of a Fund. Limited Operating History of Early-Stage Companies. The companies a Fund or an Underlying Manager invests may have limited operating histories by which to assess their ability to achieve, sustain and increase revenues or profitability. Their financial results will be affected by many factors, including (i) the ability to successfully identify a market or markets in which there is a need for its products; (ii) the ability to successfully negotiate strategic alliances, licensing and other relationships for product development, marketing, distribution and sales; (iii) the progress of research and development programs with respect to the development of additional products and enhancements to existing products; (iv) the ability to protect proprietary rights; and (v) competing technological and market developments, particularly companies that have substantially greater resources. There can be no assurance that any company in which a Fund invests will be able to achieve and maintain cost efficient operations or that any of their products or services will achieve a significant level of market acceptance. The development and commercialization of their products or services will require additional development, sales and marketing and other significant expenditures. The required level and timing of such expenditures will impact their ability to achieve profitability and positive cash flows from operations at the levels projected, or at all. There can be no assurance that any company in which a Fund invests will ever achieve significant commercial revenues or profitability. Multiple Levels of Fees and Expenses; Underlying Advisers’ Performance Fees. The Private Fund will incur management, performance, advisory, sponsorship or other fees and expenses when investing in or allocating assets to Underlying Funds. Further, if the Underlying Funds invest in exchange-traded funds or similar managed products, the Private Fund will be subject to the 19  fees and costs associated with such investments. In addition, Investors in the Private Fund are subject to netting risk. Individual Underlying Advisers’ performance fees are generally paid on an annual basis. An Underlying Adviser could receive performance fees in a year even though the Private Fund as a whole has negative performance or performance such that the amount of performance fees paid by the Fund exceeds the weighted average of performance fees for the Private Fund as a whole. In most cases, once a performance fee is paid, the Underlying Adviser retains the fee regardless of subsequent performance of its corresponding Underlying Fund. Performance fees will be calculated separately for each Underlying Fund, so the Private Fund could bear substantial performance fees in respect of Underlying Funds whose trading is profitable even when the Private Fund as a whole has a loss. Item 9 – Disciplinary Information Neither Fort Point nor any of Fort Point’s management persons has had any legal or disciplinary events that would be material to a client’s evaluation of Fort Point or the integrity of Fort Point’s management. Item 10 – Other Financial Industry Activities and Affiliations Ralph Drybrough, Paul Touchstone, Tim McDowell, Robin Brinckerhoff, Roy Haya and certain supervised persons are also registered representatives of Uhlmann Price Securities, LLC (“UPS”), an SEC-registered and FINRA member broker-dealer unaffiliated with Fort Point. From time to time, Fort Point may recommend that a Client execute certain transactions through UPS. In those instances, a portion of the transaction fee paid by Clients to UPS for transactions executed by supervised persons of Fort Point in their capacity as registered representatives of UPS, will be received by those supervised persons. Due to this arrangement, Fort Point has a conflict of interest in recommending Clients use the services of UPS. Notwithstanding this conflict of interest, Fort Point will only recommend executing transactions through UPS when it believes the investment to be in the best interest of a Client. In neither case do the supervised persons of Fort Point, in their capacity as registered representatives of UPS, have the authority to proceed with any transactions without the consent of the Client. Refer to Item 12 below for more information regarding Fort Point’s selection of broker-dealers. 20  Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Fort Point has adopted a Code of Ethics for all supervised persons of the firm describing its high standard of business conduct, and fiduciary duty to its clients. The Code of Ethics includes provisions relating to the confidentiality of client information, a prohibition on insider trading, restrictions on the acceptance of significant gifts and the reporting of certain gifts and business entertainment items, and personal securities trading procedures, among other things. We anticipate that, in appropriate circumstances, consistent with Clients’ investment objectives, Fort Point will cause accounts over which we have management authority to effect, and will recommend to investment advisory Clients or prospective clients, the purchase or sale of securities in which we, our affiliates and/or Clients, directly or indirectly, have a position of interest. Our employees and persons associated with us are required to follow our Code of Ethics. Subject to satisfying this policy and applicable laws, officers, directors and employees of Fort Point and its affiliates may trade for their own accounts in securities which are recommended to and/or purchased for Fort Point’s Clients. The Code of Ethics is designed to assure that the personal securities transactions, activities and interests of the employees of Fort Point will not interfere with (i) making decisions in the best interest of advisory Clients and (ii) implementing such decisions while, at the same time, allowing employees to invest for their own accounts. Under the Code, transactions in certain classes of securities have been designated as exempt transactions, based upon a determination that these would materially not interfere with the best interest of our Clients. Employees are required to report personal securities holdings annually and securities transactions quarterly. Certain affiliated accounts may trade in the same securities with Client accounts on an aggregated basis when consistent with Fort Point’s obligation of best execution. In such circumstances, the affiliated and Client accounts will share commission costs equally and receive securities at a total average price. Fort Point will retain records of the trade order (specifying each participating account) and its allocation, which will be completed prior to the entry of the aggregated order. Completed orders will be allocated as specified in the initial trade order. Partially filled orders will be allocated on a pro rata basis. Any exceptions will be explained on the Order. 21  Our Clients or prospective clients may request a copy of the firm’s Code of Ethics by contacting Fort Point using the contact information on the cover page of this Brochure. Item 12 – Brokerage Practices Fort Point generally recommends Clients establish brokerage accounts with Charles Schwab & Co, Inc (“Schwab,”), an unaffiliated SEC-registered broker-dealer, member FINRA/SIPC. However, in some cases if Clients have a specific operational need or require a certain product or subadvisor we may also recommend they open an account with Fidelity Brokerage Services, LLC (“Fidelity”) or RBC Capital Markets, LLC (“RBC”), both unaffiliated SEC-registered broker- dealers, members FINRA/SPIC. In selecting an account custodian/broker-dealer, Fort Point considers a number of factors, including: • Capability to execute, clear, and settle trades (buy and sell securities for your account) • Capability to facilitate transfers and payments to and from accounts (wire transfers, check requests, bill payment, etc.) • Breadth of available investment products (stocks, bonds, mutual funds, exchange-traded funds [ETFs], etc.) • Quality of services • Competitiveness of the price of those services (commission rates, margin interest rates, other fees, etc.) and willingness to negotiate the prices • Reputation, financial strength, security, and stability • Prior service to us and our clients • Availability of other products and services that benefit us, as discussed Brokerage and trading costs. Custodians generally do not charge clients separately for custody services but are compensated by charging commissions or other fees on trades that they execute or that settle into the Client’s account. Certain trades (for example, many mutual funds and U.S. exchange-listed equities and ETFs) may not incur commissions or transaction fees. Custodians are also compensated by earning interest on the uninvested cash in clients’ accounts. We are not required to select the broker or dealer that charges the lowest transaction cost, even if that broker provides execution quality comparable to other brokers or dealers. Although we are not required to execute all trades through Schwab, Fidelity or RBC, we have determined that 22  having them execute most trades is consistent with our duty to seek “best execution” of trades. Best execution means the most favorable terms for a transaction based on all relevant factors, including those listed above. By using another broker or dealer, one may pay lower transaction costs. Schwab Schwab Advisor Services™ is Schwab’s business serving independent investment advisory firms like ours. They provide us and our clients with access to their institutional brokerage services (trading, custody, reporting, and related services), many of which are not typically available to Schwab retail customers. However, certain retail investors may be able to get institutional brokerage services from Schwab without going through our firm. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. Schwab’s support services are generally available at no charge to us. Following is a more detailed description of Schwab’s support services: Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of client assets. The investment products available through Schwab include some to which we might not otherwise have access or that would require a significantly higher minimum initial investment by our clients. Schwab’s services described in this paragraph generally benefit you and your account. Services that do not directly benefit you. Schwab also makes available to us other products and services that benefit us but do not directly benefit you or your account. These products and services assist us in managing and administering our clients’ accounts and operating our firm. They include investment research, both Schwab’s own and that of third parties. We use this research to service all or a substantial number of our clients’ accounts, including accounts not maintained at Schwab. In addition to investment research, Schwab also makes available software and other technology that: • Provide access to client account data (such as duplicate trade confirmations and account statements) • Facilitate trade execution and allocate aggregated trade orders for multiple client accounts • Provide pricing and other market data • Facilitate payment of our fees from our clients’ accounts • Assist with back-office functions, record keeping, and client reporting 23  Schwab also offers other services intended to help us manage and further develop our business enterprise. These services include: • Educational conferences and events • Consulting on technology and business needs • Publications and conferences on practice management and business succession • Access to employee benefits providers, human capital consultants, and insurance providers • Marketing consulting and support Schwab provides some of these services itself. In other cases, it will arrange for third-party vendors to provide the services to us. Schwab also discounts or waives its fees for some of these services or pays all or a part of a third party’s fees. Schwab also provides us with other benefits, such as occasional business entertainment of our personnel. If you did not maintain your account with Schwab, we would be required to pay for these services from our own resources. The availability of these services from Schwab benefits us because we do not have to produce or purchase them. We don’t have to pay for Schwab’s services. These services are not contingent upon us committing any specific amount of business to Schwab in trading commissions or assets in custody. The fact that we receive these benefits from Schwab is an incentive for us to recommend the use of Schwab rather than making such decision based exclusively on your interest in receiving the best value in custody services and the most favorable execution of your transactions. This is a conflict of interest. We believe, however, that taken in the aggregate, our recommendation of Schwab as custodian and broker is in the best interests of our clients. Our selection is primarily supported by the scope, quality, and price of Schwab’s services and not Schwab’s services that benefit only us. As mentioned in Item 10 - Other Financial Industry Activities and Affiliations, certain supervised persons of Fort Point are also registered representatives of UPS, an SEC-registered and FINRA member broker-dealer unaffiliated with Fort Point. From time to time, Fort Point may recommend that Clients execute certain transactions through UPS. In those instances, a portion of the transaction fee paid by Clients to UPS for transactions executed by supervised persons of Fort Point in their capacity as registered representatives of UPS will be received by the supervised person. Due to this arrangement, Fort Point has a conflict of interest in recommending Clientsuse the services of UPS. Notwithstanding this conflict of interest, Fort Point will only recommend executing transactions through UPS when it believes the investment to be in the best interest of a Client. 24  The brokers selected by us generally do not charge separately for custody but are compensated by account holders through commissions or other transaction-related or asset-based fees for securities trades that are executed by the broker or settle into custodial accounts. Principal and Cross Transactions It is policy that the Firm will not effect any principal or cross securities transactions for Client accounts. Item 13 – Review of Accounts Periodic Client Account Reviews and Meetings Fort Point will perform Client account reviews on at least a quarterly basis, or more frequently as a result of a dramatic change in economic or market conditions or changes in a Client’s personal or financial circumstances. Reviews are conducted by the Client’s primary Advisor at Fort Point. On at least an annual basis, Fort Point offers a meeting with each of its Clients. At that time, the client is also asked to update changes in their risk profile, balance sheet, income statement, tax situation, and any investment objectives, as applicable. Fort Point reviews with the client the performance of the Client’s account(s) and discusses any changes to client restrictions or portfolio rebalancing. Client Reports Fort Point provides clients with access to an online portal where they can access information regarding holdings, transactions and portfolio performance on demand. Item 14 – Client Referrals and Other Compensation Fort Point has entered into arrangements with individuals or entities (“Promoters”) who provide endorsements or testimonials or refer clients for investment advisory services. In return, Fort Point agrees to compensate the Promoter for the endorsement, testimonial, or referral. Compensation to the Promoter is based upon upon a percentage of Fort Point’s investment advisory fee. TD Ameritrade AdvisorDirect Fort Point previously participated in TD Ameritrade’s AdvisorDirect Program (the “referral program”). The referral program was established as a means for TD Ameritrade to refer its 25  brokerage customers and other investors seeking fee-based personal investment management services or financial planning services to independent investment advisors. As a result of past participation in the referral program, Fort Point received client referrals from TD Ameritrade. In 2023 Schwab completed its acquisition of TD Ameritrade. Although Fort Point is no longer participating in the referral program, it is obligated to pay Schwab an on-going fee for each successful client relationship established because of past referrals under the AdvisorDirect Program. This fee is usually a percentage (not to exceed 25%) of the advisory fee that the client pays to Fort Point. No client referred to Fort Point through the referral program is charged fees or costs higher than Fort Point’s standard fee offered to its other clients. Item 15 – Custody Client assets are generally held by a qualified custodian (e.g. Schwab or another custodian of the Client’s choice). Clients receive monthly or quarterly statements from the qualified custodian that holds and maintains the Client’s investment assets. We urge clients to carefully review such statements and compare such official custodial records to any reports that we may provide to you. Our reports may vary from custodial statements based on accounting procedures, reporting dates, or valuation methodologies of certain securities. Standing Letters of Authorization (“SLOAs”) Fort Point is deemed to have custody of client accounts due to SLOAs certain Clients have on file with the custodian which allow Fort Point to transfer funds or securities to a third party designated in the SLOA. In some cases, the SLOA authorizes Fort Point to transfer funds to a Private Fund in order to meet the Clients capital commitments. In order to comply with the SEC Custody Rule 206(4)-2 Fort Point has engaged an independent public accountant to conduct an annual surprise examination of those assets. Investment Partners, LLC Fort Point, as Managing Member of Investment Partners, LLC, is deemed to have custody of assets maintained by the Private Funds. Fort Point complies with the Custody rule for these assets by meeting the conditions of the pooled vehicle annual audit provision. All Private Fund investors will receive audited financial statements of the Private Fund within 180 days of the end of the fiscal year. 26  Item 16 – Investment Discretion Our Clients execute investment advisory agreements with Fort Point, which typically give Fort Point complete discretion over the selection and amount of securities to be bought or sold, without obtaining prior specific Client consent (except as noted in the above in Item 4 regarding private placements and non-supervised assets). In cases where Fort Point is engaged solely to supervise an options overlay strategy, Clients or their primary Advisor will maintain sole discretion over trading any underlying securities. Because Fort Point supervises more than one account, there may be conflicting demands on Fort Point’s time and potential conflicts regarding the allocation of investment opportunities. Fort Point will attempt to resolve all such conflicts in a manner that is generally fair to all of its Clients. However, Fort Point may take action with respect to any of its Clients which differs in timing or nature from the action taken with respect to another Client. Advice offered to one Client may differ from that offered to another for a variety of reasons. It is Fort Point’s policy, to the extent practical, to allocate investment opportunities over a period of time on a fair and equitable basis among its clients. However, we use discretion to determine whether an investment is practical or desirable for any particular client. Fort Point may acquire securities for one Client that are not deemed appropriate for another. Fort Point takes into account Clients’ investment objectives when making investment decisions. Item 17 – Voting Client Securities The exercise of proxy voting authority in respect to Client securities is the responsibility of our Clients. As part of their agreements with custodians, Clients will direct custodians to send all necessary proxy voting materials and notices directly to the Clients from the custodians holding such securities. Fort Point believes that Clients, after reviewing such proxy materials, can then decide and vote issues in their own best interest. Proxy Voting Policies for Private Funds Generally, Private Funds are Funds of Funds and Underlying Managers are responsible for voting with regard to securities they manage, as applicable. 27  When the above is not applicable, Fort Point has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of our Private Funds, in accordance with SEC Rule 206(4)-6 under the Investment Advisers Act of 1940. In situations where there may be a conflict of interest between Fort Point’s general proxy voting policy and the interests of the Private Fund, we will cast the vote in accordance with the Private Fund’s interests. Such conflicts would be reviewed by the CCO. Fort Point’s authority to vote the proxies of Private Funds is established in our Program Documents or comparable documents and our proxy voting guidelines have been tailored to reflect these specific contractual obligations. Investors are not permitted to direct Fort Point how to vote these proxies. In accordance with SEC Rule 206(4)-6, Fort Point will provide a copy of our proxy voting policy to any investor in a Private Fund, or any other Client or prospective client, upon request. Clients or investors may request a copy of our proxy voting policy, by contacting Fort Point using the contact information on the cover page of this brochure. Item 18 – Financial Information Fort Point has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients. Additionally, Fort Point has not been the subject of a bankruptcy petition. 28