Overview

Assets Under Management: $112 million
Headquarters: SAINT LOUIS, MO
High-Net-Worth Clients: 25
Average Client Assets: $4 million

Services Offered

Services: Financial Planning, Portfolio Management for Individuals, Pension Consulting, Investment Advisor Selection

Fee Structure

Primary Fee Schedule (2024-01-30 MOMENT PRIVATE WEALTH FORM ADV PART 2A)

MinMaxMarginal Fee Rate
$0 $3,000,000 0.75%
$3,000,001 $5,000,000 0.70%
$5,000,001 $10,000,000 0.65%
$10,000,001 $15,000,000 0.55%
$15,000,001 $20,000,000 0.50%
$20,000,001 $30,000,000 0.45%
$30,000,001 $50,000,000 0.40%
$50,000,001 $75,000,000 0.30%
$75,000,001 $100,000,000 0.25%
$100,000,001 and above Negotiable
Illustrative Fee Rates
Total AssetsAnnual FeesAverage Fee Rate
$1 million $7,500 0.75%
$5 million $36,500 0.73%
$10 million $69,000 0.69%
$50 million $246,500 0.49%
$100 million $384,000 0.38%

Clients

Number of High-Net-Worth Clients: 25
Percentage of Firm Assets Belonging to High-Net-Worth Clients: 97.96
Average High-Net-Worth Client Assets: $4 million
Total Client Accounts: 286
Discretionary Accounts: 286

Regulatory Filings

CRD Number: 313223
Last Filing Date: 2024-03-15 00:00:00
Website: https://www.momentprivatewealth.com

Form ADV Documents

Primary Brochure: 2024-01-30 MOMENT PRIVATE WEALTH FORM ADV PART 2A (2025-03-24)

View Document Text
Item 1: Cover Page Moment Private Wealth, LLC Form ADV Part 2A Brochure Address: 2 CityPlace Drive - 2nd Floor Saint Louis, MO 63141 Phone: (636) 591-1050 Email: luke@momentprivatewealth.com Website: https://www.momentprivatewealth.com This brochure provides information about the qualifications and business practices of Moment Private Wealth, LLC. If you have any questions about the contents of this brochure, please contact us at the telephone number or email address listed above. 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. Moment Private Wealth, LLC is a registered investment adviser, but registration does not imply a certain level of skill or training. Additional information about Moment Private Wealth, LLC is also available on the SEC’s website at www.adviserinfo.sec.gov and by searching for CRD# 313223. Page 1 of 21 Date of Brochure: March 23, 2025 Item 2: Material Changes In this Item, Moment Private Wealth, LLC is required to identify and discuss material changes since filing its last annual amendment. Since filing its last amendment on March 15, 2024, there have been no material changes. Page 2 of 21 Date of Brochure: March 23, 2025 Item 3: Table of Contents Item 1: Cover Page Item 2: Material Changes Item 3: Table of Contents Item 4: Advisory Business Item 5: Fees and Compensation Item 6: Performance-Based Fees & Side-By-Side Management Item 7: Types of Clients Item 8: Methods of Analysis, Investment Strategies & Risk of Loss Item 9: Disciplinary Information Item 10: Other Financial Industry Activities & Affiliations Item 11: Code of Ethics, Participation or Interest in Client Transactions & Personal Trading Item 12: Brokerage Practices Item 13: Review of Accounts Item 14: Client Referrals and Other Compensation Item 15: Custody Item 16: Investment Discretion Item 17: Voting Client Securities Item 18: Financial Information 1 2 3 4 6 8 9 10 12 13 14 15 16 17 18 19 20 21 Page 3 of 21 Date of Brochure: March 23, 2025 Item 4: Advisory Business A. Moment Private Wealth, LLC (“Adviser”) is an investment adviser founded in 2021, registered with the U.S. Securities and Exchange Commission (“SEC”), and co-owned by Luke Turner and Jacob Turner. B. Adviser offers the following types of advisory services: i. Investment Management: Adviser provides ongoing discretionary and non-discretionary investment management services to its clients based upon each client’s current financial condition, goals, risk tolerance, income, liquidity requirements, investment time horizon, and other information that is relevant to the management of clients’ account(s). This information will then be used to make investment decisions and recommendations that reflect clients’ individual needs and objectives on an initial and ongoing basis. Adviser’s goal is to create and manage strategic portfolios designed for clients’ liquidity and income needs in the long-term. Adviser’s recommendations will allocate portions of clients’ account(s) to various asset classes. For non-discretionary accounts, Adviser will review all such recommendations with clients, and clients will have the opportunity to accept or reject any recommendations. Clients with non-discretionary accounts are under no obligation to accept or implement any recommendation made by Adviser. For discretionary accounts, Adviser will retain the discretion to buy, sell, or otherwise transact in securities and other investments in a client’s accounts without first receiving the Client’s specific approval for each transaction. Such discretionary authority is granted by a client in his or her investment management agreement with Adviser. Clients may impose restrictions on investing in certain securities or types of securities so long as such restrictions may reasonably be implemented by Adviser. ii. Financial Planning: In connection with its investment management services, Adviser also provides holistic financial planning services that can take the form of (a) the preparation and delivery of a one-time financial plan, or (b) ongoing financial planning recommendations and assistance with the implementation of such recommendations. Depending on the particular needs of a client, financial planning services may include the following topics: Incorporation of outside assets and business interests i. Budgeting and spending analysis ii. Loan procurement and advisement iii. Cash flow modeling iv. Daily monitoring for rebalancing and tax loss harvesting v. vi. Access to private equity opportunities vii. CPA, estate planning attorney, and risk management professional coordination viii. Tax-efficient strategic asset location ix. Tax-sheltered investment opportunities x. Non-legal review of estate planning documents xi. Creation of an estate planning flowchart xii. Risk management and mitigation xiii. Insurance solution assessment Clients are free to accept or reject Adviser’s financial planning recommendations in their sole discretion, and are under no obligation to implement Adviser’s financial planning recommendations through Adviser or any of its personnel. Page 4 of 21 Date of Brochure: March 23, 2025 iii. Selection of Other Investment Advisers: Adviser’s discretionary authority explicitly includes the authority to retain one or more independent and unaffiliated third-party investment advisers to manage and execute the day-to-day implementation of Adviser’s investment management decisions (a “Third-Party Adviser”). Alternatively, Adviser may recommend the retention of a Third-Party Adviser, and client may accept or reject such a recommendation as it deems fit. The Third-Party Adviser may be retained on Client’s behalf or on Adviser’s behalf for so long as Adviser and/or the client deems fit, but in either case the Third-Party Adviser will be disclosed to the client in writing in advance of such retention. Depending on the Third-Party Adviser’s requirements and the negotiated agreement between the Third-Party Adviser and Adviser, the client may be asked to sign a separate agreement with such Third-Party Adviser. iv. Pension Consulting Services. To the extent Adviser is retained by a pension or profit sharing plan (a “Plan”), Adviser shall review the Plan’s investment objectives, risk tolerance, and goals, and shall work in partnership with applicable third-parties (such as the Plan’s recordkeeper, third-party administrator, and/or discretionary investment manager) to establish an appropriate investment policy statement and deploy applicable investment options into the Plan’s account. Adviser will also generally provide advice with respect to asset classes, diversification, and investment alternatives available to the plan, and annually reevaluate available investment options under the Plan. Adviser may also educate participants in the Plan with respect to general investment concepts and the investment options available within the Plan. In connection with Plans subject to the Employee Retirement Income Security Act of 1974 (“ERISA”) and applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”) Adviser acknowledges that it is a fiduciary under ERISA and the Code, shall render prudent investment advice that is in Plan’s best interest, shall avoid making misleading statements, and shall receive no more than reasonable compensation. C. Adviser tailors its advisory services to the individual needs of its clients by taking the time to understand clients’ current financial condition, goals, risk tolerance, income, liquidity requirements, investment time horizon, and other information that is relevant to the management of clients’ account(s). This information will then be used to make investment recommendations that reflect clients’ individual needs and objectives on an initial and ongoing basis. Adviser’s recommendations will allocate portions of clients’ account(s) to various asset classes classified according to historical and projected risks and rates of return. Adviser will review all such recommendations with clients, and clients will have the opportunity to accept or reject any recommendations. Clients are under no obligation to accept or implement any recommendation made by Adviser. Clients may impose restrictions on investing in certain securities or types of securities so long as such restrictions may reasonably be implemented by Adviser. D. Adviser does not participate in any wrap fee programs. E. As of December 31, 2024, Adviser manages $156,748,390 in client assets on a discretionary basis and $0 on a non-discretionary basis. Page 5 of 21 Date of Brochure: March 23, 2025 Item 5: Fees and Compensation A. Adviser is compensated for its advisory services primarily by fees charged based on a client’s assets under management with Adviser as described below, or by flat fees that typically range from $2,500 - $250,000 per annum charged monthly or quarterly in arrears. Fees are negotiable, and each client’s specific fee schedule is included as part of the investment advisory agreement signed by Adviser and the client. Adviser’s standard blended fee schedules are included below, subject to negotiation with a client, and dependent on the amount of assets under Adviser’s management: For clients with less than $10 million under Adviser’s management Client Assets Under Management $0 - $1,999,999 $2,000,000 - $3,999,999 $4,000,000 - $5,999,999 $6,000,000 - $9,999,999 Annual Fee Percentage (paid quarterly) 1.00% 0.80% 0.70% 0.65% For clients with $10 million or more under Adviser’s management Client Assets Under Management $0 - $2,999,999 $3,000,000 - $4,999,999 $5,000,000 - $9,999,999 $10,000,000 - $14,999,999 $15,000,000 - $19,999,999 $20,000,000 - $29,999,999 $30,000,000 - $49,999,999 $50,000,000 - $74,999,999 $75,000,000 - $99,999,999 $100,000,000 and above Annual Fee Percentage (paid quarterly) 0.75% 0.70% 0.65% 0.55% 0.50% 0.45% 0.40% 0.30% 0.25% Negotiable Retirement plan clients will be charged an asset-based fee up to 1% per annum, charged quarterly in advance, or flat fees that generally range from $2,500 to $10,000 per annum, charged quarterly in advance. B. Initial fees are prorated based on the number of days that a client’s account was open during the applicable billing period. Asset-based fees are deducted in advance on a quarterly basis from clients’ assets and based upon the market value of such assets managed by Adviser as of the last day of the prior calendar quarter. Fixed fees are deducted in arrears on a monthly or quarterly basis from clients’ assets and based on the nature and complexity of the services to be provided to the client. Alternatively, clients may elect to be invoiced for services rendered and pay via check, ACH, or other electronic means. C. In addition to the fees charged by Adviser, clients will incur brokerage and other transaction costs. Please refer to Item 12: Brokerage Practices, for further information on such brokerage and other transaction-related practices. Clients will also typically incur additional fees and expenses imposed by independent and unaffiliated third-parties, which can include qualified custodian fees, mutual fund or exchange traded fund fees and expenses, mark-ups and mark-downs, spreads paid to market makers, wire transfer fees, check-writing fees, early-redemption charges, certain deferred sales charges on previously-purchased mutual funds, margin fees, charges or interest, IRA and qualified retirement plan fees, and other fees and taxes on brokerage accounts and securities transactions. These additional charges are separate and Page 6 of 21 Date of Brochure: March 23, 2025 apart from the fees charged by Adviser. D. If Adviser or a client terminates the advisory agreement before the end of a quarterly billing period, Adviser’s fees will be prorated through the effective date of the termination. The pro rata fees for the remainder of the quarterly billing period after the termination will be refunded to the client. E. Neither Adviser nor any of its supervised persons accepts compensation for the sale of securities or other investment products. Page 7 of 21 Date of Brochure: March 23, 2025 Item 6: Performance-Based Fees & Side-By-Side Management Neither Adviser nor any of its supervised persons accepts performance-based fees (fees based on a share of capital gains or capital appreciation of the assets of a client). Page 8 of 21 Date of Brochure: March 23, 2025 Item 7: Types of Clients Adviser generally provides its services to individuals, high-net-worth individuals, pension and profit sharing plans, and charitable organizations. The minimum account value required to open an account with Adviser is $500,000, subject to negotiation. Page 9 of 21 Date of Brochure: March 23, 2025 Item 8: Methods of Analysis, Investment Strategies & Risk of Loss A. The investment strategies used by Adviser when formulating investment advice or managing assets include long-term, low-cost, diversified asset-allocation that is typically based on Modern Portfolio Theory. Portfolios are developed based on initial financial planning analyses and risk tolerance assessments undertaken at the inception of a client relationship, and portfolios are primarily comprised of mutual funds, exchange traded-funds (“ETFs”) and, when appropriate, real estate investment trusts (“REITs”). Investing in securities involves risk of loss that clients should be prepared to bear. Past performance does not guarantee future returns. B. Like any investment strategy, the implementation of long-term, low-cost, diversified asset- allocation portfolios based on Modern Portfolio Theory involves material risks. Such material risks are described in further detail below: i. Investing for the long term means that a client’s account will be exposed to short-term fluctuations in the market and the behavioral impulse to make trading decisions based on such short-term market fluctuations. Adviser does not condone short-term trading in an attempt to “time” the market, and instead coaches clients to remain committed to their financial goals. However, investing for the long term can expose clients to risks borne out of changes to interest rates, inflation, general economic conditions, market cycles, geopolitical shifts, and regulatory changes. Interest rate risk is the risk associated with the value of a bond relative to increases or decreases in interest rates (interest rates tend to be inversely related to bond prices). Inflation risk is the risk that the value of a client’s portfolio will not appreciate at least in an amount equal to inflation over time. General micro- and macro-economic conditions may also affect the value of the securities held in a client’s portfolio, and general economic downturns can trigger corresponding losses across various asset classes and security types. Market cycles may cause overall volatility and fluctuations in a portfolio’s value, and may increase the likelihood that securities are purchased when values are comparatively high and/or that securities are sold when values are comparatively low. Geopolitical shifts may result in market uncertainty, lowered expected returns, and general volatility in both domestic and international securities. Regulatory changes may have a negative impact on capital formation and increase the costs of doing business, and therefore result in decreased corporate profits and corresponding market values of securities. ii. Investing in mutual funds does not guarantee a return on investment, and shareholders of a mutual fund may lose the principal that they’ve invested into a particular mutual fund. Mutual funds invest into underlying securities that comprise the mutual fund, and as such clients are exposed to the risks arising from such underlying securities. Mutual funds charge internal expenses to their shareholders (which can include management fees, administration fees, shareholder servicing fees, sales loads, redemption fees, and other fund fees and expenses, e.g.), and such internal expenses subtract from its potential for market appreciation. Shares of mutual funds may only be traded at their stated net asset value (“NAV”), calculated at the end of each day upon the market’s close. iii. Investing in ETFs bears similar risks and incurs similar costs to investing in mutual funds as described above. However, shares of an ETF may be traded like stocks on the open market and are not redeemable at an NAV. As such, the value of an ETF may fluctuate throughout the day and investors will be subject to the cost associated with the bid-ask spread (the difference between the price a buyer is willing to pay (bid) for an ETF and the seller's offering (asking) price). Page 10 of 21 Date of Brochure: March 23, 2025 Clients are encouraged to carefully read the prospectus of any mutual fund or ETF to be purchased for investment to obtain a full understanding of its respective risks and costs. iv. Investing in REITs means that clients will be subject to the risks associated with investments in mortgages and their related activities in addition to the general risk of equity and financial markets. Among the factors that the REIT industry is vulnerable to are: (1) change in government regulation, primarily the pass-through tax treatment of REIT income, (2) the market for residential mortgage assets, (3) the general level and term structure for interest rates. The common equity prices of REITs have historically been more closely correlated with changes in interest rates than other non-REIT equity securities. Additionally, REITs tend to be more illiquid in nature, may contain additional fees, and may experience disruptions in distributions in comparison to other types of securities. Page 11 of 21 Date of Brochure: March 23, 2025 Item 9: Disciplinary Information There are no legal or disciplinary events that are material to a client’s or prospective client’s evaluation of Adviser’s advisory business or the integrity of Adviser’s management. Page 12 of 21 Date of Brochure: March 23, 2025 Item 10: Other Financial Industry Activities & Affiliations A. Neither Adviser nor any of its management persons are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. B. Neither Adviser nor any of its management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. C. Neither Adviser nor any of its management persons have any relationship or arrangement with any related person listed below that is material to its advisory business or to its clients: i. ii. iii. iv. v. vi. vii. viii. ix. x. xi. broker-dealer, municipal securities dealer, or government securities dealer or broker investment company or other pooled investment vehicle (including a mutual fund, closed- end investment company, unit investment trust, private investment company or “hedge fund,” and offshore fund) other investment adviser or financial planner futures commission merchant, commodity pool operator, or commodity trading advisor banking or thrift institution accountant or accounting firm lawyer or law firm insurance company or agency pension consultant real estate broker or dealer sponsor or syndicator of limited partnerships D. As described earlier in Item 4 of this brochure, from time to time Adviser will retain or recommend one or more Third-Party Advisers to provide investment advisory, administrative, and other back- office services to Adviser for the benefit of Adviser and its clients. Adviser does not receive any compensation directly from any Third-Party Adviser, but Third-Party Advisers do offer services that are intended to directly benefit Adviser, clients, or both. Such services include (a) an online platform through which Adviser can monitor and review client accounts, create model portfolios, and perform other client account maintenance matters, (b) access to technology that allows for client account aggregation, (c) quarterly client statements, (d) invitations to educational conferences, (e) practice management consulting, (f) full or partial sponsorship of client appreciation or education events, and (g) occasional business meals and entertainment. The availability of such services from a Third-Party Adviser creates a conflict of interest, to the extent Adviser may be motivated to retain a particular Third-Party Adviser as opposed to an alternative service provider. Adviser addresses this potential conflict of interest by performing appropriate due diligence on all Third-Party Advisers to confirm their services are in the best interests of clients, periodically evaluating alternatives, and evaluating the merit of Third-Party Advisers without consideration for the benefits received by Adviser. Page 13 of 21 Date of Brochure: March 23, 2025 Item 11: Code of Ethics, Participation or Interest in Client Transactions & Personal Trading A. Adviser has adopted a code of ethics that will be provided to any client or prospective client upon request. Adviser’s code of ethics describes the standards of business conduct that Adviser requires of its supervised persons, which is reflective of Adviser’s fiduciary obligations to act in the best interests of its clients. The code of ethics also includes sections related to compliance with securities laws, reporting of personal securities transactions and holdings, reporting of violations of the code of ethics to Adviser’s Chief Compliance Officer, pre-approval of certain investments by access persons, and the distribution of the code of ethics and any amendments to all supervised persons followed by a written acknowledgement of their receipt. B. Neither Adviser nor any of its related persons recommends to clients, or buys or sells for client accounts, securities in which Adviser or any of its related persons has a material financial interest. C. From time to time, Adviser or its related persons will invest in the same securities (or related securities such as warrants, options or futures) that Adviser or a related person recommends to clients. This has the potential to create a conflict of interest because it affords Adviser or its related persons the opportunity to profit from the investment recommendations made to clients. Adviser’s policies and procedures and code of ethics address this potential conflict of interest by prohibiting such trading by Adviser or its related persons if it would be to the detriment of any client and by monitoring for compliance through the reporting and review of personal securities transactions. In all instances Adviser will act in the best interests of its clients. D. From time to time, Adviser or its related persons will buy or sell securities for client accounts at or about the same time that Adviser or a related person buys or sells the same securities for its own (or the related person’s own) account. This has the potential to create a conflict of interest because it affords Adviser or its related persons the opportunity to trade either before or after the trade is made in client accounts, and profit as a result. Adviser’s policies and procedures and code of ethics address this potential conflict of interest by prohibiting such trading by Adviser or its related persons if it would be to the detriment of any client and by monitoring for compliance through the reporting and review of personal securities transactions. In all instances Adviser will act in the best interests of its clients. Page 14 of 21 Date of Brochure: March 23, 2025 Item 12: Brokerage Practices A. Adviser considers several factors when recommending a custodial broker-dealer for client transactions and determining the reasonableness of such custodial broker-dealer’s compensation. Such factors include the custodial broker-dealer’s industry reputation and financial stability, service quality and responsiveness, execution price, speed and accuracy, reporting abilities, and general expertise. Assessing these factors as a whole allows Adviser to fulfill its duty to seek best execution for its clients’ securities transactions. However, Adviser does not guarantee that the custodial broker-dealer recommended for client transactions will necessarily provide the best possible price, as price is not the sole factor considered when seeking best execution. After considering the factors above, Adviser recommends Fidelity Custody & Clearing (“Fidelity”) as the custodial broker-dealer for client accounts. i. Adviser does not receive research and other soft dollar benefits in connection with client securities transactions, which are known as “soft dollar benefits”. However, the custodial broker-dealer(s) recommended by Adviser do provide certain products and services that are intended to directly benefit Adviser, clients, or both. Such products and services include (a) an online platform through which Adviser can monitor and review client accounts, (b) access to proprietary technology that allows for order entry, (c) duplicate statements for client accounts and confirmations for client transactions, (d) invitations to the custodial broker-dealer(s)’ educational conferences, (e) practice management consulting, and (f) occasional business meals and entertainment. The receipt of these products and services creates a conflict of interest to the extent it causes Adviser to recommend Fidelity as opposed to a comparable broker-dealer. Adviser addresses this conflict of interest by fully disclosing it in this brochure, evaluating Fidelity based on the value and quality of its services as realized by clients, and by periodically evaluating alternative broker-dealers to recommend. ii. Adviser does not consider, in selecting or recommending custodial broker-dealers, whether Adviser or a related person receives client referrals from a custodial broker- dealer or third-party. iii. Adviser does not routinely recommend, request, or require that a client direct Adviser to execute transactions through a specified custodial broker-dealer. B. Adviser retains the ability to aggregate the purchase and sale of securities for clients’ accounts with the goal of seeking more efficient execution and more consistent results across accounts. Aggregated trading instructions will not be placed if it would result in increased administrative and other costs, custodial burdens, or other disadvantages. If client trades are aggregated by Adviser, such aggregation will be done so as to not to disadvantage any client and to treat all clients as fairly and equally as possible. Page 15 of 21 Date of Brochure: March 23, 2025 Item 13: Review of Accounts A. Luke Turner and Jacob Turner, Adviser’s co-owners, monitor client accounts on an ongoing basis, and typically reviews client accounts on at least an annual basis. Such reviews are designed to ensure that the client is still on track to achieve his or her financial goals, and that the investments remain appropriate given the client’s risk tolerance, investment objectives, major life events, and other factors. Clients are encouraged to proactively reach out to Adviser to discuss any changes to their personal or financial situation. B. Other factors that may trigger a review include, but are not limited to, material developments in market conditions, material geopolitical events, and changes to a client’s personal or financial situation (the birth of a child, preparing for a home purchase, plans to attend higher education, a job transition, impending retirement, death or disability among family members, etc.). C. The custodial broker-dealer will send account statements and reports directly to clients no less frequently than quarterly. Such statements and reports will be mailed to clients at their address of record or delivered electronically, depending on the client’s election. If agreed to by Adviser and client, Adviser or a third-party report provider will also send clients reports to assist them in understanding their account positions and performance, as well as the progress toward achieving financial goals. Page 16 of 21 Date of Brochure: March 23, 2025 Item 14: Client Referrals and Other Compensation A. Nobody other than clients provides an economic benefit to Adviser for providing investment advice or other advisory services to clients. However, as described above in Item 12, the custodial broker-dealer(s) recommended for client accounts provides certain products and services that are intended to directly benefit Adviser, clients, or both. B. Neither Adviser nor a related person directly or indirectly compensates a person who is not Adviser’s supervised person for client referrals. Page 17 of 21 Date of Brochure: March 23, 2025 Item 15: Custody For clients that do not have their fees deducted directly from their account(s) and have not provided Adviser with any standing letters of authorization to distribute funds from their account(s), Adviser will not have any custody of client funds or securities. For clients that have their fees deducted directly from their account(s) or that have provided Adviser with discretion as to amount and timing of disbursements pursuant to a standing letter of authorization to disburse funds from their account(s), Adviser will typically be deemed to have custody over such clients’ funds or securities pursuant to the SEC’s custody rule and subsequent guidance thereto. With respect to Adviser’s standing letters of authorization that permit the distribution of client funds to third parties, Adviser endeavors to comply with the SEC no-action letter to the Investment Adviser Association dated February 21, 2017 in this regard. At no time will Adviser accept full custody of client funds or securities in the capacity of a custodial broker-dealer, and at all times client accounts will be held by a third-party qualified custodian as described in Item 12, above. If a client receives account statements from both the custodial broker-dealer and Adviser or a third-party report provider, client is urged to compare such account statements and advise Adviser of any discrepancies between them. Page 18 of 21 Date of Brochure: March 23, 2025 Item 16: Investment Discretion Adviser accepts discretionary authority to manage securities accounts on behalf of clients only pursuant the mutual written agreement of Adviser and the client through a limited power-of-attorney, which is typically contained in the advisory agreement signed by Adviser and the client. Clients may place reasonable limitations on this discretionary authority so long as it is contained in a written agreement and/or limited power-of-attorney. Page 19 of 21 Date of Brochure: March 23, 2025 Item 17: Voting Client Securities A. Adviser does not have and will not accept authority to vote client securities. B. Clients will receive their proxies or other solicitations directly from their custodial broker-dealer or a transfer agent, as applicable, and should direct any inquiries regarding such proxies or other solicitations directly to the sender. Page 20 of 21 Date of Brochure: March 23, 2025 Item 18: Financial Information A. Adviser does not require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. B. Adviser does not have discretionary authority or custody of client funds or securities, require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. Adviser has no financial condition that is reasonably likely to impair its ability to meet contractual commitments to clients. C. Adviser has not been the subject of a bankruptcy petition at any time during the past ten years. Page 21 of 21 Date of Brochure: March 23, 2025