ROUND ROCK ADVISORS LLC

Round Rock Advisors LLC Form ADV Part 2A – Disclosure Brochure March 28, 2025 This Form ADV Part 2A (“Disclosure Brochure”) provides information about the qualifications and business practices of Round Rock Advisors LLC (“Round Rock” or the “Advisor”). If you have any questions about the contents of this Disclosure Brochure, please contact the Advisor at (203) 920-4774. Round Rock is a registered investment advisor with the U.S. Securities and Exchange Commission (“SEC”). The information in this Disclosure Brochure has not been approved or verified by the SEC or by any state securities authority. Registration of an investment advisor does not imply any specific level of skill or training. This Disclosure Brochure provides information about Round Rock to assist you in determining whether to retain the Advisor. Additional information about Round Rock and its Advisory Persons is available on the SEC’s website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 286007. Round Rock Advisors LLC 187 Danbury Road, Suite 201, Wilton, CT 06897 Phone: (203) 920-4774 | Fax: (203) 594-7766 http://RoundRockAdvisors.com  Item 2 – Material Changes Form ADV 2 is divided into two parts: Part 2A (the "Disclosure Brochure") and Part 2B (the "Brochure Supplement"). The Disclosure Brochure provides information about a variety of topics relating to an Advisor’s business practices and conflicts of interest. The Brochure Supplement provides information about Advisory Persons of Round Rock. Round Rock believes that communication and transparency are the foundation of its relationship with clients and will continually strive to provide you with complete and accurate information at all times. Round Rock encourages all current and prospective clients to read this Disclosure Brochure and discuss any questions you may have with the Advisor. Material Changes March 20, 2024 • Text added to Items 4, 5 and 13 to disclose the fixed income portfolio services provided by Smith Affiliated Capital Corporation. • The Firm’s Privacy Policy has been removed and will be sent to clients as a separate document. November 1, 2024 • Text added to Items 4, 5, 8, 12, 14 and 17 related to the operations of Agilis Investment Management which became a division of Round Rock on November 1, 2024. January 15, 2025 • Text removed from Items 5 and 10 to reflect the termination of the affiliation between Purshe Kaplan Sterling Investments, Inc. (“PKS”), and certain representatives of the firm. • Text added to Item 4 and 10 to disclose the Firm’s arrangement with Johnstone Brokerage Services and DPL Financial Partners, LLC. to provide advisory consulting services to clients who use JBS to act as both their broker/dealer and insurance agent for annuities and wish to receive advice from Round Rock at no additional cost to the client. Pursuant to this agreement. February 25, 2025 • Text added to Items 4, 5, and 8 related to the Crystal Capital Signal Service. Round Rock Advisors LLC Page 2  Item 3 – Table of Contents Item 2 – Material Changes ................................................................................................................ 2 Item 3 – Table of Contents ................................................................................................................ 3 Item 4 – Advisory Services ................................................................................................................ 4 A. Firm Information ............................................................................................................................................. 4 B. Advisory Services Offered ................................................................................................................................ 4 C. Client Account Management ........................................................................................................................... 7 D. Wrap Fee Programs ......................................................................................................................................... 7 E. Assets Under Management ............................................................................................................................. 8 Item 5 – Fees and Compensation ...................................................................................................... 8 A. Fees for Advisory Services ............................................................................................................................... 8 B. Fee Billing ......................................................................................................................................................... 9 C. Other Fees and Expenses ............................................................................................................................... 10 D. Advance Payment of Fees and Termination .................................................................................................. 11 E. Compensation for Sales of Securities ............................................................................................................. 11 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 ............................................. 11 A. Methods of Analysis ...................................................................................................................................... 11 B. Risk of Loss ..................................................................................................................................................... 13 Item 9 – Disciplinary Information .................................................................................................... 16 Item 10 – Other Financial Industry Activities and Affiliations .......................................................... 16 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ....... 16 A. Code of Ethics ................................................................................................................................................ 16 B. Personal Trading with Material Interest ........................................................................................................ 17 C. Personal Trading in Same Securities as Clients .............................................................................................. 17 D. Personal Trading at Same Time as Client ...................................................................................................... 17 Item 12 – Brokerage Practices ......................................................................................................... 17 A. Recommendation of Custodian[s] ................................................................................................................. 17 B. Aggregating and Allocating Trades ................................................................................................................ 18 Item 13 – Review of Accounts ......................................................................................................... 19 A. Frequency of Reviews .................................................................................................................................... 19 B. Causes for Reviews ........................................................................................................................................ 19 C. Review Reports .............................................................................................................................................. 19 Item 14 – Client Referrals and Other Compensation ........................................................................ 19 A. Compensation Received by Round Rock ....................................................................................................... 19 B. Compensation for Client Referrals ................................................................................................................. 20 Item 15 – Custody ........................................................................................................................... 20 Item 16 – Investment Discretion ..................................................................................................... 20 Item 17 – Voting Client Securities .................................................................................................... 21 Item 18 – Financial Information ...................................................................................................... 21 Round Rock Advisors LLC Page 3  Item 4 – Advisory Services A. Firm Information Round Rock Advisors LLC (“Round Rock”, “RRA” or the “Advisor”) is a registered investment advisor with the U.S. Securities and Exchange Commission (“SEC”). Round Rock is organized as a Limited Liability Company (“LLC”) under the laws of the State of Connecticut. Round Rock was founded in April 2017. Round Rock is owned and operated by Bert T. Bowler and Craig Jensen. This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by Round Rock. Round Rock’s advisory services are made available to clients primarily through individuals associated with the firm as investment advisor representatives (“IARs”). Certain Round Rock IARs use separate marketing names or “doing-business-as” (DBA) designations: In September 2023 Jeffrey Shaw joined Round Rock to operate the Armstrong Shaw Division of Round Rock (“ASD”). Mr. Shaw was previously Chief Investment Officer and Portfolio Manager and of Armstrong Shaw Associates Inc., a registered investment adviser that terminated its operations in the Fall of 2023 In November 2024 Jin Hu and Heather Sevillano joined Round Rock to operate the Agilis Investment Management Division of Round Rock (“AIM”). The investment management services, fees and operations of these IARs differ from the operations of other Round Rock IARs. These differences are described below, as applicable, in Items 4, 5, 8, 12, 14 and 17. B. Advisory Services Offered Round Rock offers investment advisory services to individuals, high net worth individuals, trusts, estates, charitable organizations, endowments, foundations, profit sharing plans and businesses (each referred to as a “Client”). The Advisor serves as a fiduciary to Clients, as defined under applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness and good faith towards each Client and seeks to mitigate potential conflicts of interest. Round Rock’s fiduciary commitment is further described in the Advisor’s Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Investment Management Services Round Rock provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary and non-discretionary investment management and related advisory services. Round Rock devotes the time to work closely with each Client to identify their unique needs, priorities, investment goals and objectives as well as risk tolerance and financial situation in order to create a straightforward, intelligent portfolio strategy. Round Rock will then construct its portfolios utilizing diversified mutual funds and/or exchange-traded funds (“ETFs”), in order to achieve the Client’s investment goals. The Advisor may also utilize individual stocks, bonds, alternative investments or options contracts to meet the needs of its Clients. The Advisor may retain certain legacy investments based on portfolio fit and/or tax considerations. Round Rock’s investment approach is primarily long-term focused, but the Advisor may buy, sell or re-allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. Round Rock will construct, implement and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. Round Rock evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. Round Rock may recommend, on occasion, redistributing investment allocations to diversify the portfolio. Round Rock may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. Round Rock may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. Round Rock Advisors LLC Page 4  At no time will Round Rock accept or maintain custody of a Client’s funds or securities, except for the limited authority as outlined in Item 15 – Custody. All Client assets will be managed within their designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. For additional information, please see Item 12 – Brokerage Practices. Retirement Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to a Client regarding a distribution from an ERISA retirement account or to roll over the assets to an IRA, or recommend a similar transaction including rollovers from one ERISA sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g. commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor will earn a new (or increase its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. Use of Independent Managers – Round Rock may also recommend that a Client utilize one or more unaffiliated investment managers or investment platforms (collectively “Independent Managers”) for all or a portion of a Client’s investment portfolio. In such instances, the Client may be required to authorize and enter into an advisory agreement with the Independent Manager[s] that defines the terms in which the Independent Manager[s] will provide investment management and related services. The Advisor may also assist in the development of the initial policy recommendations and managing the ongoing Client relationship. The Advisor will perform initial and ongoing oversight and due diligence over the selected Independent Manager[s] to ensure the Independent Managers’ strategies and target allocations remain aligned investment objectives and overall best interests. The Client, prior to entering into an agreement with unaffiliated investment manager[s] or investment platform[s], will be provided with the Independent Manager's Form ADV 2A (or a brochure that makes the appropriate disclosures), and Form CRS. Fixed Income Portfolios – Round Rock generally recommends that a Client seeking a personalized portfolio of fixed income investments utilize Smith Affiliated Capital Corp. (“SAC”) pursuant to a sub- advisory agreement between Round Rock and SAC. SAC is an Independent Manager as described above, and is a registered investment advisory firm specializing in fixed income investment that provides investment advice for separately managed portfolios of individuals, including high net worth individuals and institutional investors, including, public and corporate retirement plans, corporations, foundations and government entities. Additional information regarding SAC is available in SAC’s Form ADV Brochure and Form CRS. Clients who may utilize SAC’s services are advised to read those documents carefully. Also see Item 5 below for information about SAC’s fees. Round Rock does not receive any compensation for referring clients to SAC. The Crystal Capital Signal Service – For clients seeking rules-based investment strategies designed to reduce downside risk for equity portfolios, Round Rock offers two strategies utilizing a systemic signal service from Crystal Capital Advisors, LLC (“CCA”) a Colorado State Registered Investment Advisory Firm. Clients interested in the Crystal Capital Signal Service should understand that there are specific risks associated with the service. See Item 8.B for more information. 1) Single Stock Quant Strategy: The CCA single stock quant strategy is a model portfolio based on a 100% fully systematic, long-only investment strategy to trade a group of 20 stocks, selected using a proprietary methodology, from the 30 stocks listed in the Dow Jones Industrial Average (“DJIA”) and the top 25 market capitalization stocks listed in the NASDAQ 100 stock index (“NDX”). The primary goal of the strategy is relative outperformance of the S&P500 in bear markets by reducing losses compared to returns on the index. However, the strategy may underperform the index during bull markets. Risk management, diversification and market timing are all rules-based and designed to respond to market conditions. As a guideline, the model portfolio’s net exposure can be from 0% to 100% net long. The model portfolio of securities is rebalanced according to proprietary rules and risk parameters by selecting 20 equity securities out of the investment universe from within the DJIA and NDX, allocating no more than five percent (5%) of the total investment capital to each security selected. The strategy then creates a revised model portfolio comprised of such weighted positions based on a $100,000 model account. Rebalancing is done on a rolling schedule of one year and one day to minimize short-term capital Round Rock Advisors LLC Page 5  gains tax consequences. Clients who enter the strategy after a position has been established may incur short-term capital gains consequences. The strategy itself is coded to avoid wash sales, however clients who enter the strategy after a position has been established may incur wash sale tax consequences. Initial positions for new accounts in the CCA single stock quant strategy are established on the first trading day of each month by buying all stocks positions that are currently open in the model portfolio at that time, while using the same exit points in the market as determined previously by the model portfolio. The investment strategy was developed by Angle Intelligence, LLC (“Angle”). Pursuant to a licensing arrangement between Angle and CCA, Angle operates the computerized strategy for Crystal Capital Advisors as the firm’s “R&D Service Provider” and provides CCA with (i) the composition of the model portfolio for the Covered Period to determine portfolio stocks and position sizes (ii) the composition of the model portfolio on the first trading day of each month for risk adjusted stub period entries during the remainder of the Covered Period and (iii) the composition of the model portfolio at the end of each trading session, for the next day’s trading session, in order to assist in updating entry prices for new positions, exit prices for existing positions and position sizes for each security throughout the Covered Period. 2) ETF Quant Strategy: The CCA ETF Quant Strategy is a model portfolio based on a 100% fully systematic, long-only investment strategy to trade a group of four stock index ETFs using a proprietary methodology. The ETF portfolio presently consists of the SPDR S&P 500 ETF Trust (SPY), the Invesco QQQ Trust (QQQ), the Vanguard Mid-Cap Index Fund ETF (VO) and the iShares Core S&P Small-Cap ETF (IJR). The primary goal of the strategy is relative outperformance of the S&P500 by reducing losses in bear markets compared to returns on the index. However, the strategy may underperform the index during bull markets. As a guideline, the model portfolio’s net exposure can be from 0% to 100% net long. Initial positions for new accounts in the CCA ETF Quant Strategy are established on the first trading day of each month by buying all ETF positions that are currently open in the model portfolio at such time, while using the same exit points in the market as determined previously by the model portfolio. After closing out a trade, the strategy rebalances itself according to its proprietary rules and risk parameters, allocating approximately twenty five percent (25%) of the total investment capital to new trades. The strategy then creates a model portfolio comprised of such weighted positions based on a $100,000 hypothetical account. Clients who enter the strategy after a position has been established may incur short-term capital gains consequences. The strategy itself is coded to avoid wash sales, however clients who enter the strategy after a position has been established may incur wash sale tax consequences. The investment strategy was developed by Angle Intelligence, LLC. Pursuant to a licensing arrangement between Angle and CCA, Angle operates the computerized strategy for Crystal Capital Advisors as the firm’s “R&D Service Provider” and provides CCA with the composition of the model portfolio at the end of each trading session, for the next day’s trading session, in order to assist in updating entry prices for new positions, exit prices for existing positions and position sizes for each security. The Crystal Capital Signal Service is provided for an extra fee that is charged by Round Rock in addition to the Client’s Investment Management Fee. See Item 5 for additional information. Financial Planning Services Round Rock will typically provide a variety of financial planning and consulting services to Clients, either as a component of investment management services or pursuant to a written financial planning agreement. Services are comprehensive in nature, which allows the Advisor to view the Client’s affairs holistically to address several areas of a Client’s financial situation, based on their goals and objectives. Generally, such financial planning services involve creating a solution focused approach to financial planning designed to allow the Client to make an informed decision about investment planning, retirement planning, personal savings, education savings, insurance needs, and other areas of a Client’s financial situation. Round Rock’s planning approach generally consist of the following six (6) steps: Identify needs and goals 1. 2. Gather information 3. Assess strategies and develop a plan Round Rock Advisors LLC Page 6  Implement plan 4. Present recommendations and finalize plan 5. 6. Review, measure and refine plan In addition, Round Rock works with the Client’s accountant, attorney or other specialists, as appropriate for their unique situation. By working with this network of skilled professionals, the Advisor leverages these unique insights to provide solutions that comprehensively addresses the Client’s financial situation and helps to reach their goals and objectives. Financial planning and consulting recommendations pose a conflict between the interests of the Advisor and the interests of the Client. For example, the Advisor has an incentive to recommend that Clients engage the Advisor for investment management services or to increase the level of investment assets with the Advisor, as it would increase the amount of advisory fees paid to the Advisor. Clients are not obligated to implement any recommendations made by the Advisor or maintain an ongoing relationship with the Advisor. If the Client elects to act on any of the recommendations made by the Advisor, the Client is under no obligation to implement the transaction through the Advisor. Armstrong Shaw Division The Armstrong Shaw Division has a disciplined, absolute value approach to the equity market. ASD believes that investing in high quality businesses with strong cash flow generation run by proven management teams at attractive prices will provide superior returns over time. ASD seeks to provide attractive long term returns by investing in a concentrated portfolio assembled through bottom up, fundamentally driven stock selection. ASD invests in securities where cash flow or asset value analysis determines that a company's stock is selling at a substantial discount to its intrinsic value. Agilis Investment Management Division The Agilis Investment Management Division (AIM) deploys a high yield investment strategy with special attention to tax efficiency. The core AIM philosophy is to invest in assets that produce high levels of cash income which may provide portfolios with defensive strength during market downturns. These investments may consist of, but are not limited to, high yield municipal bonds, common stock and money market funds. A secondary objective for AIM clients is to acquire undervalued assets for opportunistic growth. These assets may consist of undervalued equities or fixed income securities. Equity performance might lack diversification, as the term “diversified” typically understood in the financial industry. The investment process may result in clients holding equities concentrated in a limited number of industries or sectors. This high concentration in specific industries and stocks can lead to significant volatility in the equity portfolio of a client’s portfolio this strategy and approach are best suited for clients who comprehend risk, have entrepreneurial mindset, can tolerate volatility and maintain a strong financial posture. C. Client Account Management Prior to engaging Round Rock to provide investment advisory services, each Client is required to enter into one or more agreements with the Advisor that define the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include: • Establishing an Investment Strategy – Round Rock, in connection with the Client, will develop a strategy that seeks to achieve the Client’s investment goals and objectives. • Asset Allocation – Round Rock will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and tolerance for risk for each Client. • Portfolio Construction – Round Rock will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client. • Investment Management and Supervision – Round Rock will provide investment management and ongoing oversight of the Client’s investment portfolio. D. Wrap Fee Programs Round Rock does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by Round Rock. Round Rock Advisors LLC Page 7  E. Assets Under Management As of December 31, 2024, Round Rock the Advisor manages $814,558,622 in Client assets, $806,906,130 which are managed on a discretionary basis and $7,652,492 on a non-discretionary basis. Clients may request more current information at any time by contacting the Advisor. Item 5 – Fees and Compensation The following sections detail the fee structure and compensation methodology for services provided. Each Client engaging the Advisor for services described herein shall be required to enter into one or more written agreements with the Advisor. A. Fees for Advisory Services Investment Management Services Round Rock Investment management fees for Round Rock clients are typically paid monthly, at the end of each month, pursuant to the terms of the investment management agreement. In some instances, investment advisory fees are paid quarterly in arrears, at. the end of each calendar quarter. Investment management fees are based on the average daily market value of assets under management during each month or quarter for accounts billed quarterly. This billing period is determined in the Client agreement. Unless otherwise negotiated investment management fees for accounts with less than $5,000,000 market value are based on the following schedule: Assets Under Management ($) First $1,250,000 Next $1,250,000 Next $1,250,000 Next $1,249,999 Annual Rate (%) 1.25% 0.90% 0.80% 0.70% Investment management fees for accounts with greater than $5,000,000 market value are based on the following schedule: Assets Under Management ($) First $5,000,000 The balance over $5,000,000 Annual Rate (%) 0.85% 0.50% The investment management fee in the first month or quarter of service is prorated from the inception date of the account[s] to the end of the first month or quarter, as applicable. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into consideration the aggregate fee-based assets under management with Advisor. All securities held in accounts managed by Round Rock will be independently valued by the Custodian. Round Rock will conduct periodic reviews of the Custodian’s valuations. The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and other related costs and expenses described in Item 5.C below, which may be incurred by the Client. However, the Advisor shall not receive any portion of these commissions, fees, and costs. Use of Independent Managers For Clients with accounts[s] allocated to an Independent Manager, the Client’s overall fee will be deducted from a designated covered account of the Client by Round Rock. Round Rock is responsible for negotiating the fees with the Independent Manager on behalf of the Client. Round Rock does not receive any compensation or fees from the Independent Manager. Fixed Income Portfolios – For Clients in the SAC Fixed Income Portfolio program, SAC will charge a fee that is in addition to Round Rock’s Investment Management Fee. SAC’s fee will be determined by the Client and Round Rock at the time the Client agrees to utilize SAC’s services. SAC’s fee is calculated and deducted from a designated covered account by SAC. The Crystal Capital Signal Service For Clients who utilize the Crystal Capital Signal Service, Round Rock charges an extra annual fee in addition to the Client’s Investment Management Fee, equal to 0.75% (75 basis points) of the assets under management in the service. This extra fee offsets Round Rock’s costs for subscribing to the service. Round Rock Advisors LLC Page 8  Financial Planning Services Round Rock offers stand-alone financial planning services for an annual fee ranging up to $5,000. Fees may be negotiable based on the on the nature and complexity of the services to be provided and the overall relationship with the Advisor. An estimate for total costs will be determined prior to engaging for these services. Armstrong Shaw Division ASD’s fees to clients for investment advisory services vary with the size of the account. The primary basis of such fees is a percentage of the quarter end assets under management as determined by our internal accounting system or by the client’s independent custodian. ASD's fees are charged at an annual rate and are paid quarterly in arrears. Accounts opened or closed during a calendar quarter will have the advisory fees pro-rated for the number of days in the quarter that services were provided. Upon termination of any account, any prepaid, unearned fees will be promptly refunded, and any earned, unpaid fees will be due and payable. ASD’s services may be terminated by either party upon written notification in accordance with the applicable contract language. ASD’s standard fee structure is 1% of first $10 million under management, .75% on the next $15 million, and .5% thereafter. Fees may vary from the standard schedule due to particular circumstances of the client (account size, servicing requirements or strategy implementation) or as otherwise negotiated with particular clients. Clients may choose to have their qualified custodian pay ASD fees directly or alternatively ASD can bill clients and the clients can arrange for payment to ASD. With the former arrangement, ASD will get written client authorization for the deduction of fees from their custodial account and will provide the client with copies of all fee invoices sent to the custodian for payment. ASD may, from time to time, enter into wrap, SMA or UMA programs with broker- dealers or affiliates of such broker- dealers. Fees paid to ASD as a participant in these programs are calculated as a percentage of assets under management. Although fees may be negotiated, the general fee paid to ASD by these program clients is up to 1.0%. Agilis Investment Management Division AIM's fees are based on the average daily market value of assets under management as determined by client’s independent custodian and charged at an annual rate and are paid monthly in arrears unless otherwise agreed to in writing. Assets Under Management ($) Accounts up to $2,000,000 Accounts up to $5,000,000 Accounts up to $10,000,000 Accounts over $10,000,000 Annual Rate (%) 1.00% 0.95% 0.85% 0.80% B. Fee Billing Investment Management Services Investment management fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at the Custodian. The Advisor or its delegate shall send an invoice to the Custodian indicating the amount of the fees to be deducted from the Client’s account[s] at the end of the respective billing period. The amount due is calculated by applying the average account balance (sum of the daily assets under management balance of the billing period divided by the number of days in the billing period) multiplied by the fee, divided by 365 and multiplied by the number of days in the billing period. Clients will be provided with a statement from the Custodian reflecting deduction of the investment management fee. It is the responsibility of the Client to verify the accuracy of these fees as listed on the Custodian’s brokerage statement as the Custodian does not assume this responsibility. Clients provide written authorization permitting advisory fees to be deducted by Round Rock directly from their account[s] held by the Custodian as part of the investment management agreement and separate account forms provided by the Custodian. Use of Independent Managers For Clients referred by Round Rock to an Independent Manager, other than SAC, the Client’s fee will be deducted directly from the Client’s designated covered account[s] managed by Round Rock. Round Rock then pays the independent manager the negotiated fee. At no time will an independent manager other than SAC have any authority to deduct fees from Client accounts. Fixed Income Portfolios – For Clients in the SAC Fixed Income Portfolio program, SAC’s fee will be calculated and deducted from a designated covered account by SAC. Round Rock Advisors LLC Page 9  Financial Planning Services Annual financial planning fees are invoiced by Round Rock monthly, at the end of each month and are due upon receipt. C. Other Fees and Expenses Clients may incur certain fees or charges imposed by third parties, other than Round Rock, in connection with investments made on behalf of the Client’s account[s]. The Client is responsible for all custody and securities execution fees charged by the Custodian. The Advisor's recommended Custodian does not charge securities transaction fees for ETF and equity trades in Client accounts, but typically charges for mutual funds and other types of investments. The fees charged by Round Rock are separate and distinct from these custody and execution fees. In addition, all fees paid to Round Rock for investment advisory services are separate and distinct from the expenses charged by mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are described in each fund’s prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund expenses, account administration (e.g., custody, brokerage and account reporting), and a possible distribution fee. A Client may be able to invest in these products directly, without the services of Round Rock, but would not receive the services provided by Round Rock which are designed, among other things, to assist the Client in determining which products or services are most appropriate for each Client’s financial situation and objectives. Accordingly, the Client should review both the fees charged by the fund[s] and the fees charged by Round Rock to fully understand the total fees to be paid. Please refer to Item 12 – Brokerage Practices for additional information. Brokerage commissions Transaction fees and other related costs and expenses Charges imposed by custodians, broker-dealers, third party investment and other third parties, including Armstrong Shaw Division The fees clients pay to ASD for our portfolio management services do not include the following fees. All of these fees or charges are borne by the client (and we do not participate in any of this additional expense charged to the client): • • • but not limited to: • Custodial fees • Odd-Lot differentials • Commissions or mark-ups / mark-downs on security transactions • Transfer taxes • Wire transfer and electronic fund processing fees • Advisory fees, administrative fees and deferred sales charges by mutual funds • Advisory and administrative fees charged by exchange traded funds (ETFs) Other Items in this Brochure provide additional information and disclosure related to “other costs” you may incur. Please see Item 12 on Brokerage Practices. Agilis Investment Management Division The fees clients pay to AIM for our portfolio management services do not include the following fees. All of these fees or charges are borne by the client (and we do not participate in any of this additional expense charged to the client): • • • • • Brokerage commissions Directed brokerage fees Corporate Action Fees Transaction fees and other related costs and expenses Charges imposed by custodians, broker-dealers, third party investment and other third parties, including but not limited to: Interest charged on debit balances Interest charged on margin borrowing • Bank Service Fees • • • Spreads imposed by brokers and dealers representing implicit transaction costs • Transfer taxes • Foreign taxes • Wire transfer and electronic fund processing fees • Advisory fees, administrative fees and deferred sales charges by mutual funds • Advisory and administrative fees charged by exchange traded funds (ETFs) Round Rock Advisors LLC Page 10  Other Items in this Brochure provide additional information and disclosure related to “other costs” you may incur. Please see Item 12 on Brokerage Practices. D. Advance Payment of Fees and Termination Investment Management Services Round Rock is compensated for its services at the end of the month, or quarter after investment management services are rendered. Either party may terminate the investment management agreement, at any time, by providing advance written notice to the other party. The Client may also terminate the investment management agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to the point of termination and such fees will be due and payable by the Client. The Client’s investment management agreement with the Advisor is non-transferable without the Client’s prior consent. Use of Independent Managers In the event that a Client should wish to terminate their relationship with the Independent Manager, the terms for termination will be set forth in the respective agreements between the Client and that Independent Manager. Round Rock will assist the Client with the termination and transition as appropriate. Financial Planning Services Round Rock is compensated for its services at the end of each month. Either party may terminate the financial planning agreement, at any time, by providing advance written notice to the other party. The Client may also terminate the financial planning agreement within five (5) business days of signing the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to the point of termination and such fees will be due and payable by the Client. The Client’s financial planning agreement with the Advisor is non-transferable without the Client’s prior consent. E. Compensation for Sales of Securities Round Rock does not buy or sell securities and does not receive any compensation for securities transactions in any Client account, other than the investment advisory fees noted above. Certain Advisory Persons are also licensed as independent insurance professionals. As an independent insurance professional, an Advisory Person will earn commission-based compensation for selling insurance products, including insurance products they sell to Clients. Insurance commissions earned by an Advisory Person are separate and in addition to Round Rock’s advisory fees. This practice presents a conflict of interest because a person providing investment advice on behalf of the Advisor who is also an insurance agent has an incentive to recommend insurance products to a Client for the purpose of generating commissions rather than solely based on Client needs. However, Clients are under no obligation, contractually or otherwise, to purchase insurance products through an Advisory Person. Please see Item 10 – Other Financial Industry Activities and Affiliations. Item 6 – Performance-Based Fees and Side-By-Side Management Round Rock does not charge performance-based fees for its investment advisory services. The fees charged by Round Rock are as described in Item 5 above. Round Rock does not manage any proprietary investment funds or limited partnerships (for example, a mutual fund or a hedge fund) and has no financial incentive to recommend any particular investment options to its Clients. Item 7 – Types of Clients Round Rock offers investment advisory services to individuals, high net worth individuals, trusts, estates, charitable organizations, endowments, foundations, profit sharing plans and businesses. Round Rock generally does not impose a minimum account size for establishing a relationship. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss A. Methods of Analysis Round Rock primarily employs fundamental analysis in developing investment strategies for its Clients. Research and analysis from Round Rock are derived from numerous sources, including financial media companies, third- party research materials, Internet sources, and review of company activities, including annual reports, prospectuses, press releases and research prepared by others. Round Rock Advisors LLC Page 11  Fundamental analysis utilizes economic and business indicators as investment selection criteria. These criteria are generally ratios and trends that may indicate the overall strength and financial viability of the entity being analyzed. Assets are deemed suitable if they meet certain criteria to indicate that they are a strong investment with a value discounted by the market. While this type of analysis helps the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in the fundamental analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. As noted above, Round Rock generally employs a long-term investment strategy for its Clients, as consistent with their financial goals. Round Rock will typically hold all or a portion of a security for more than a year, but may hold for shorter periods for the purpose of rebalancing a portfolio or meeting the cash needs of Clients. At times, Round Rock may also buy and sell positions that are more short-term in nature, depending on the goals of the Client and/or the fundamentals of the security, sector or asset class. Armstrong Shaw Division ASD’s decision-making process includes market screening for potential new ideas, fundamental research including financial modeling, diversification guidelines and a strict sell discipline. Inherent in ASD’s absolute value approach is our objective to minimize downside risk. To further this aim, ASD screens for companies with proven track records, strong balance sheets and medium to large capitalizations. ASD’s investment time horizon is 18 to 24 months. Idea generation begins with screening our universe for businesses that are growing earnings and generating good returns on capital but have fallen out of favor in the market. Anything that creates uncertainty (such as earnings shortfalls, management changes, restructurings, legislative changes, industry events and spin-offs) provides a potential investment opportunity. Industry contacts are another good source of ideas. Once a new idea is identified, ASD begins its fundamental research to better understand the company. ASD’s fundamental research focuses on forward and backward-looking financial modeling, including an analysis of the income statement, the balance sheet and cash flow statement. In calculating valuations, ASD uses a private purchase test to determine the price that a company could bring in a sale to a sophisticated buyer. ASD focuses on companies that generate predictable and sustainable free cash flows. ASD believes this helps to avoid businesses that are in long term secular decline as well as those that are highly cyclical and cannot earn in excess of their cost of capital throughout the cycle. High cash flow generation allows for increased research and development, the ability to capitalize quickly on opportunities, make acquisitions to further grow the business, or return value to shareholders. ASD also compares the company to its peers, the broader market, and any transactions that may have taken place in its industry. Ultimately, our goal is to purchase these companies at prices equal to or less than 70% of what we determine to be the intrinsic value. Jeffrey is the ultimate decision maker on client investments for ASD clients. ASD client portfolios are concentrated and generally hold between 25 and 40 securities. Constant monitoring of these positions are crucial parts of our approach. In conjunction with our view that market timing is generally an unrewarding exercise, we have pre-set buy and sell levels for each security we own. These target points help us to avoid the emotional excesses of the market. ASD seeks to control risk by adhering to a strict sell discipline. On the upside if a stock reaches its target without significant change in the fundamentals, ASD sells the stock. ASD may also sell a stock in order to replace it with a new holding that offers more attractive risk/reward attributes. On the downside, if a stock price has dropped 25% from our average cost, the position undergoes a thorough review and a decision is made whether to sell or hold the security at that time. Agilis Investment Management Division AIM’s approach to asset analysis and security selection is a combination of fundamental and technical analysis. AIM employs the William O’Neil Panaray technical graphs for equity idea generation and to track current holdings for signs of risk and opportunities. Idea generation may also come from financial industry publications. AIM considers many factors when choosing equities. These factors include dividend yield, price to earnings ratio, price to cash flow ratio and lack of widely held institutional ownership. As part of the analysis and tracking process, AIM speaks directly with the management of companies in addition to connecting with industry professionals, street Round Rock Advisors LLC Page 12  analysts, as well as incorporating fundamental analysis with emphasis on the study of income statements and balance sheets filed with the SEC. AIM uses Refinitiv to build trend models of the underlying companies in the portfolios of Business Development Companies (BDCs) for risk assessment and to verify management reporting. We also incorporate buy and sell limits to take advantage of market volatility. AIM seeks to purchase private activity bonds (PABs) that generate high current income and can deleverage over time. PABs are referred to as Revenue Bonds as designated by the Internal Revenue Service (IRS). The sector of PABs preferred by AIM include: fixed based operations (FBOs), charter schools, senior living facilities, and other projects designated as PAB’s by IRS. These bond projects usually rely on revenue derived from the use of property, plant and equipment (PP&E) earned from the sale and rental of units to senior citizens, and sale of fuel and rental of hangars for corporate aircraft. Revenue for charter schools is typically from tuition and state taxes. Similar to our equity approach, AIM’s due diligence includes some or all of the following: financial statements; site visits by AIM personnel, consultants and other parties including AIM clients; borrower’s corporate structure or related entities, project projections, contractual obligations, operating history, collateral source; litigation history; management and internal controls; key employment contracts; potential growth; feasibility study; additional income source; marketing plans. AIM also uses data from the Electronic Municipal Market Access website (“EMMA”) to track the enrollment/occupancy, debt service coverage ratio (DSCR) and other crucial figures of the bond projects. The Electronic Municipal Market Access website is a free public access forum operated by the Municipal Securities Rules Board. AIM will invest each client portfolio according to the Client’s Client Profile. The Client’s AIM advisor will determine the asset allocation for each Client portfolio based on the Client profile, risk tolerance and portfolio size. The AIM advisor forms this assessment from conversations and interviews with the Client. B. Risk of Loss Past performance is not indicative of future results. Therefore, current and prospective clients should never assume that future performance of any specific investment or investment strategy will be profitable. Investing in securities (including stocks, bonds, and pooled investment vehicles) involves risk of loss. Further, depending on the different types of investments there may be varying degrees of risk. Clients and prospective clients should be prepared to bear investment loss including loss of original principal. We do not represent to any client, either directly or indirectly, any level of performance or any representation that our professional services will not result in a loss to the Client’s invested assets. We do our very best as an investment adviser to manage risk exposures and to prevent losses; however, losses cannot be prevented in all cases. Below are certain additional risks associated when investing in securities through our investment management program. • Market Risk – Any market, whether stocks, bonds, or other asset classes goes up and down as a result of overall market conditions. When markets go down, this can result in a decrease in the value of client investments. This is also referred to as systemic risk. • Equity (stock) market risk – Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value as market confidence in and perceptions of their issuers change. If you held common stock, or common stock equivalents, of any given issuer, you would generally be exposed to greater risk than if you held preferred stocks and debt obligations of the issuer. • Fixed Income Risk – When investing in bonds, there is the risk that issuer will default on the bond and be unable to make payments. Further, individuals who depend on set amounts of periodically paid income face the risk that inflation will erode their spending power. Fixed-income investors receive set, regular payments that face the same inflation risk. • • Municipal Securities Risk. Municipal securities are subject to various risks based on factors such as economic and regulatory developments, changes or proposed changes in the federal and state tax structure, deregulation, court rulings and other factors. Repayment of municipal securities depends on the ability of the issuer or project backing such securities to generate taxes or revenues. There is a risk that the interest on an otherwise tax-exempt municipal security may be subject to federal income tax. Interest Rate Risk - The value of fixed income investments tends to decline as interest rates rise. As a result, investors who own fixed income investments through pooled vehicles such as ETFs or mutual funds, and investors who seek to sell fixed income investments prior to maturity, may incur losses. • ETF and Mutual Fund Risk – When our firm invests in an ETF or mutual fund, it will bear additional expenses based on its pro rata share of the ETFs or mutual fund’s operating expenses, including the potential duplication of management fees. The risk of owning an ETF or mutual fund generally reflects the risks of owning the underlying securities held by the ETF or mutual fund, including equities, fixed income, Round Rock Advisors LLC Page 13  • commodities, and derivatives on such securities. In addition, ETFs and closed-end mutual funds may trade at a premium or discount to the net asset value of their underlying portfolio securities. As a result, there is a risk that an investment in an ETF or a closed end mutual fund may result in the client paying more for, or selling for less, the portfolio securities, than a direct investment in the underlying securities. This risk, however, is offset by the additional costs of investing directly in the underlying securities. Interval Funds - An interval fund is a type of closed-end fund with shares that do not trade on the secondary market. Instead, the fund periodically offers to buy back a percentage of outstanding shares at net asset value (NAV). This repurchase option typically comes on a quarterly basis, but some funds operate with longer intervals, such as bi-annually or annually. Interval funds are illiquid. While shareholders are not required to take advantage of the "interval" repurchase option, the flip side is that they can only exit the fund at certain intervals. Interval funds invest in a diverse mix of assets, including private securities. Assets that make up an interval fund vary and might include commercial property, such as tracts of farmland or forestry land, hedge funds and other private equity funds, business loans, catastrophe bonds and real estate securities. Interval fund investments can be costly. Interval fund fees and expenses tend to be much higher than other closed-end funds and mutual funds. • Structured Notes - Structured notes are intermediate debt securities with interest payments that are determined by the performance of an underlying benchmark (e.g., interest rates, stock price, index, commodity or currency). In addition to the risks associated with the specific benchmark, structured note holders are also subject to various counterparty concerns. In this respect, the value of a structured note maybe adversely impacted by a downgrade to the issuer’s credit rating and/or an unwillingness or inability to of the issuer to perform its contractual obligations. If a structured note is sold in the market prior to maturity, the client will receive the price offered in the secondary market, which could be a loss. • Master Limited Partnerships (“MLPs”) - MLPs are collective investment vehicles, the partnership interests in which are publicly traded on national securities exchanges. MLPs invest primarily in companies within the energy sector that engage in qualifying lines of business, such as natural resource production and mineral refinement. MLPs are therefore subject to the underlying volatility of the energy industry and may be adversely affected by changes to supply and demand, regional instability, currency spreads, inflation and interest rate fluctuations, and environmental risks among other such factors. In addition, MLPs operate as pass- through tax entities, meaning that investors are liable for their pro rata share of the partnership taxes, regardless of the types of accounts where the interests are held. • • Real Estate Investment Trusts (“REITs”) - REITs are collective investment vehicles, the interests in which exist in the form of either publicly traded or privately placed securities. REITs are collective investment vehicles with portfolios comprised primarily of real estate and mortgage related holdings. Many REITs hold heavy concentrations of investments tied to commercial and/or residential developments, which inherently subject REIT investors to the risks associated with a downturn in the real estate market. Investments linked to certain regions that experience greater volatility in the local real estate market may give rise to large fluctuations in the value of the vehicle’s shares. Mortgage related holdings may give rise to additional concerns pertaining to interest rates, inflation, liquidity and counterparty risk. Liquidity Risk – High volatility and/or the lack of deep and active liquid markets for a security may prevent a Client from selling their securities at all, or at an advantageous time or price because RRA and the Client’s broker may have difficulty finding a buyer and may be forced to sell at a significant discount to market value. Some securities (including ETFs) that hold or trade financial instruments may be adversely affected by liquidity issues as they manage their portfolios. • Concentration Risk – Portfolios managed by RRA may from time to time be concentrated in a single security, geographic region, or asset class. The value of Client accounts will vary considerably in response to changes in the market value of that individual security, region or asset class. This may result in higher volatility. • Foreign Investing and Emerging Markets Risk – Foreign investing involves risks not typically associated with U.S. investments, and the risks may be exacerbated further in emerging market countries. These risks may include, among others, adverse fluctuations in foreign currency values, as well as adverse political, social and economic developments affecting one or more foreign countries. In addition, foreign investing may involve less publicly available information and more volatile or less liquid securities markets, particularly in markets that trade a small number of securities, have unstable governments, or involve limited industry. Investments in foreign countries could be affected by factors not present in the U.S., such as restrictions on receiving the investment proceeds from a foreign country, foreign tax laws or tax withholding requirements, unique trade clearance or settlement procedures, and potential difficulties in enforcing contractual obligations or other legal rules that jeopardize shareholder protection. Foreign accounting may be less transparent than U.S. accounting practices and foreign regulation may be inadequate or irregular. Round Rock Advisors LLC Page 14  • • Inflation, Currency, and Interest Rate Risks – Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of an investor’s future interest payments and principal. Inflation also generally leads to higher interest rates, which in turn may cause the value of many types of fixed income investments to decline. In addition, the relative value of the U.S. dollar-denominated assets primarily managed by RRA may be affected by the risk that currency devaluations affect Client purchasing power. Legislative and Tax Risk – Performance may directly or indirectly be affected by government legislation or regulation, which may include, but is not limited to: changes in investment advisor or securities trading regulation; change in the U.S. government’s guarantee of ultimate payment of principal and interest on certain government securities; and changes in the tax code that could affect interest income, income characterization and/or tax reporting obligations (particularly for ETF securities dealing in natural resources). In certain circumstances a Client may incur taxable income on their investments without a cash distribution to pay the tax due. • Counterparty Risk – Counterparty risk is the risk to RRA that the counterparty to a services contract will not fulfill its contractual obligations. Should the counterparty fail to fulfill its obligations to RRA, clients could potentially incur significant losses and may have access to their accounts and investments limited or restricted. 
 • Advisory Risk – There is no guarantee that RRA’s judgment or investment decisions about particular securities or asset classes will necessarily produce the intended results. RRA’s judgment may prove to be incorrect, and a Client might not achieve her investment objectives. In addition, it is possible that we fail to manage our business such that RRA remains a going concern which would be disruptive to our Clients as they would need to find a new investment advisor. • Risks That Apply Primarily to Alternative Investments: • • Long-term Commitment Required. A commitment to an alternative investment is typically a long- term investment. Investors should be willing to hold their interests until the liquidation of the funds. Illiquidity; Restrictions on Transfer and Withdrawal. Alternative investments are often highly illiquid. Except in certain very limited circumstances investors will not be permitted to transfer their interests without the prior written consent of the board of managers or general partner of the relevant fund, which may be granted or withheld in its sole discretion. The transferability of interests in the funds also is subject to certain restrictions contained in the funds’ constitutive documents and restrictions on resale imposed under applicable securities laws. • Speculative nature: Alternative investments are typically highly speculative in nature, are subject to many risks and are only appropriate for the portion of client portfolios that can withstand a total loss of investment. Clients are urged to carefully review the offering memoranda for the investment for a complete description of material risks associated with the investment. • Systematic Signal Provider Service: Subscribers to the systematic signal provider service should understand there is material risk in active management. The system may raise high cash balances in an effort to decrease market risk. There is a material risk that this will result in increased brokerage transaction costs as well as taxes. There is currently a higher tax rate for those investors who realize gains in less than one year when compared to those who realize gains after one year. It is possible that these strategies will result in relative and/or absolute losses. It is also possible the certain investors may incur losses that will not be eligible for favorable tax treatment under the Internal Revenue Service’s wash sale rule. Clients are urged to consult with their accountant or tax professional for additional information. Additional risks exist due to this systematic nature of the service. There is risk that the system could be disrupted by a technological issue, such as a mass internet outage, that could render the service inoperable for a period of time. While the signal service is 100% systematic, there is also a risk of human failure in correctly delivering that information to the client. The foregoing list of risk factors does not purport to be a complete enumeration or explanation of the risks involved in an investment in any or all of the strategies managed by RRA. Prospective Clients should read this entire Form ADV and all accompanying materials provided by RRA before deciding whether to invest with us. In addition, as our investment philosophy develops and changes over time, an investment with RRA may be subject to additional and different risk factors. Clients are encouraged to periodically review this section for updated information concerning risks associated with their investments. Round Rock Advisors LLC Page 15  Cybersecurity The computer systems, networks and devices used by RRA and service providers to us and our clients to carry out routine business operations employ a variety of protections designed to prevent damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches. Despite the various protections utilized, systems, networks, or devices potentially can be breached. A client could be negatively impacted as a result of a cybersecurity breach. Cybersecurity breaches can include unauthorized access to systems, networks, or devices; infection from computer viruses or other malicious software code; and attacks that shut down, disable, slow, or otherwise disrupt operations, business processes, or website access or functionality. Cybersecurity breaches may cause disruptions and impact business operations, potentially resulting in financial losses to a client; impediments to trading; the inability by us and other service providers to transact business; violations of applicable privacy and other laws; regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting issuers of securities in which a client invests; governmental and other regulatory authorities; exchange and other financial market operators, banks, brokers, dealers, and other financial institutions; and other parties. In addition, substantial costs may be incurred by these entities in order to prevent any cybersecurity breaches in the future. Item 9 – Disciplinary Information its Advisory Persons are available on the There are no legal, regulatory or disciplinary events involving Round Rock or any of its management persons. Round Rock values the trust you place in the Advisor. The Advisor encourages Clients to perform the requisite due diligence on any advisor or service provider that the Client engages. The backgrounds of the Advisor and Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 286007. Item 10 – Other Financial Industry Activities and Affiliations Broker-Dealer Affiliation On December 31, 2024 Round Rock terminated its relationship with Purshe Kaplan Sterling Investments, Inc. and has entered into an agreement with Johnstone Brokerage Services (“JBS”), a FINRA Member broker-dealer, and its affiliate DPL Financial Partners, LLC, to provide advisory consulting services to clients who use JBS to act as both their broker/dealer and insurance agent for annuities and wish to receive advice from Round Rock at no additional cost to the client. Pursuant to this agreement, JBS and its registered representatives provide those clients with securities brokerage services under a separate agreement with the client. Representatives of Round Rock are no longer registered representatives of a FINRA Member broker-dealer. Insurance Agency Affiliations As noted in Item 5.E, certain Advisory Persons are also licensed insurance professionals. Implementations of insurance recommendations are separate and apart from one’s role with the Advisor. As an insurance professional, an Advisory Person will receive customary commissions and other related revenues from the various insurance companies whose products are sold. An Advisory Person is not required to offer the products of any particular insurance company. Commissions generated by insurance sales do not offset regular advisory fees. This creates a conflict of interest in recommending certain products of the insurance companies. Clients are under no obligation to implement any recommendations made by an Advisory Person or the Advisor. Round Rock Tax Advisors PLLC Round Rock Tax Advisors PLLC (“RRTA”) is an affiliate of the Advisor that offers tax consulting services for a fee under a separate agreement with clients who want to utilize its services. RRTA’s fee may be more or less than that charged by other firms and the fee does not affect the fee otherwise charged by the Advisor. RRTA’s services include tax planning and filing, but they do not include or affect tax related investment strategies. This creates a conflict of interest however Round Rock Advisors clients are under no obligation to utilize Round Rock Tax Advisors. Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading A. Code of Ethics Round Rock has implemented a Code of Ethics (the “Code”) that defines the Advisor’s fiduciary commitment to each Client. This Code applies to all persons associated with Round Rock ( “Supervised Persons”). The Code was Round Rock Advisors LLC Page 16  developed to provide general ethical guidelines and specific instructions regarding the Advisor’s duties to each Client. Round Rock and its Supervised Persons owe a duty of loyalty, fairness and good faith towards each Client. It is the obligation of Round Rock’s Supervised Persons to adhere not only to the specific provisions of the Code, but also to the general principles that guide the Code. The Code covers a range of topics that address employee ethics and conflicts of interest. To request a copy of our Code, please contact the Advisor at (203) 920-4774. B. Personal Trading with Material Interest Round Rock allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Round Rock does not act as principal in any transactions. In addition, the Advisor does not act as the general partner of a fund, or advise an investment company. Round Rock does not have a material interest in any securities traded in Client accounts. C. Personal Trading in Same Securities as Clients Round Rock allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Owning the same securities that are recommended (purchase or sell) to Clients presents a conflict of interest that, as fiduciaries, must be disclosed and mitigated through policies and procedures. As noted above, the Advisor has adopted the Code to address insider trading (material non-public information controls); gifts and entertainment; outside business activities and personal securities reporting. When trading for personal accounts, Supervised Persons have a conflict of interest if trading in the same securities. The fiduciary duty to act in the best interest of its Clients can be violated if personal trades are made with more advantageous terms than Client trades, or by trading based on material non-public information. This risk is mitigated by Round Rock requiring reporting of personal securities trades by its Supervised Persons pursuant to its Code of Ethics. The Advisor has also adopted written policies and procedures to detect the misuse of material, non-public information. D. Personal Trading at Same Time as Client While Round Rock allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients, such trades are typically aggregated with Client orders or traded afterward. Item 12 – Brokerage Practices A. Recommendation of Custodian[s] Round Rock does not have discretionary authority to select the broker-dealer/custodian for custody and execution services. The Client will engage the broker-dealer/custodian (herein the "Custodian") to safeguard Client assets and authorize Round Rock to direct trades to the Custodian as agreed upon in the investment advisory agreement. Further, Round Rock does not have the discretionary authority to negotiate commissions on behalf of Clients on a trade-by-trade basis. Where Round Rock does not exercise discretion over the selection of the Custodian, it may recommend the Custodian to Clients for custody and execution services. Clients are not obligated to use the Custodian recommended by the Advisor and will not incur any extra fee or cost associated with using a Custodian not recommended by Round Rock. However, the Advisor may be limited in the services it can provide if the recommended Custodian is not engaged. Round Rock may recommend the Custodian based on criteria such as, but not limited to, reasonableness of commissions charged to the Client, services made available to the Client, its reputation and/or the location of the Custodian’s offices. Round Rock will generally recommend that Clients establish their account[s] at Charles Schwab & Co., Inc. (“Schwab”) and Fidelity Investments, Inc. (“Fidelity”), each a FINRA-registered broker-dealer and member SIPC. Schwab and/or Fidelity will serve as the Client’s “qualified custodian”. Round Rock maintains an institutional relationship with Schwab and Fidelity, whereby the Advisor receives economic benefits from Schwab and Fidelity. Please see Item 14 below. The following are additional details regarding the brokerage practices of the Advisor: 1. Soft Dollars - Soft dollars are revenue programs offered by broker-dealers/custodians whereby an advisor enters into an agreement to place security trades with a broker-dealer/custodian in exchange for research and other services. Except as described below, Round Rock, including ASD, does not participate in soft dollar programs sponsored or offered by any broker-dealer/custodian. However, the Advisor does receive certain economic benefits from the Custodian. Please see Item 14 below. Round Rock Advisors LLC Page 17  Agilis Investment Management Division AIM uses Soft Dollars to pay the cost of certain research products and services. These may include research data on industries and companies, economic surveys and analysis, and consultant services. These products and services aid AIM in the performance of our management responsibilities for our clients. Therefore AIM may have an incentive to utilize broker-dealers based on its interest in receiving research products and services rather than the client’s interest in receiving the most favorable execution. AIM’s use of Soft Dollars may also cause clients to pay commissions (or markups or markdowns) higher than those charged by other broker-dealers in return for the soft dollar benefits. 2. Brokerage Referrals - Round Rock does not receive any compensation from any third party in connection with the recommendation for establishing an account. 3. Directed Brokerage – Except as set forth below, all Clients are serviced on a “directed brokerage basis”, where the firm will place trades within the established account[s] at the custodian designated by the Client. For these Clients, the Firm will not be obligated to select competitive bids on securities transactions and does not have an obligation to seek the lowest available transaction costs. These costs are determined by the Custodian. 4. Cross Trading A cross trade, or Client cross transaction, is the matching of buy and sell orders for the same security between different client portfolios. Except as described below, Round Rock, including ASD, does not utilize cross trading for its clients. Agilis Investment Management Division AIM may use cross transactions within our Client portfolios. Client cross transaction occurs “at arm’s length” independent of AIM’s influence. AIM trades through regulated fixed-income trading firms known for their expertise and experience in PABs. These firms will execute transactions by independently identifying the market bid/ask in the public market. AIM may require the broker to seek bids for the bonds in the open market. During episodes of market volatility, price determination may be difficult to attain and may reflect economic and market dynamics. Independent brokers will analyze the comparative prices at recently traded transactions and will use available market data to fairly determine bond prices. In so far as employees of AIM and their family members are clients of AIM, their portfolios may also participate in cross transactions along other AIM clients. B. Aggregating and Allocating Trades Round Rock and ASD Round Rock’s primary objective in placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results taking into account such factors as 1) price, 2) size of the order, 3) difficulty of execution, 4) confidentiality and 5) skill required of the Custodian. Round Rock will execute each transaction through the Custodian designated by the Client. Round Rock will seek to execute securities transactions by the close of each business day and will be allocated in a manner that is consistent with the initial pre-allocation or other written statement. This must be done in a way that does not consistently advantage or disadvantage any particular Client accounts. Round Rock has discretionary authority to select the broker-dealer for execution services. Trades for clients are generally executed using a trade rotation system that provides for the equitable treatment of all client accounts during the trade execution phase of the investment process. The Advisor may aggregate security trades with other accounts managed by the Advisor. The Advisor is authorized in its discretion to aggregate purchases and sales and other transactions made for client Account with purchases and sales and other transactions in the same or similar securities or instruments of the same issuer or counterpart for other clients of the Advisor or with affiliates of the Advisor. Agilis Investment Management Division AIM uses average pricing through aggregated trading method to achieve fair and equitable prices to all AIM Clients. Typically, the executing broker-dealer will provide an average price that will be allocated to all portfolios participating in the aggregated trade. Due to prevailing market conditions, it may not be possible to execute all shares of an aggregated trade, in which case AIM will allocate the trade among participating accounts in an equitable manner. Aggregate trading reduces transaction expenses in our opinion and minimizes logistical costs. Round Rock Advisors LLC Page 18  AIM uses financial software services to allocate trades. A trade allocation may be random allocation, pro-rata, or other means to allocate. AIM will use an average price when allocating. In certain circumstances, AIM may sell bonds back to obligor (borrower). In these circumstances, AIM may use absolute and relative size positions held by each client as the criteria to determine for which client(s) AIM will sell the bond. AIM does not aggregate equity trades for clients who select their own custodian. AIM uses a rotation process for each transaction if the trade is firm wide. Trades by client directed brokerage may not result in most favorable transactions. Item 13 – Review of Accounts A. Frequency of Reviews Securities in Client accounts are monitored on a regular and continuous basis by each advisor. Formal reviews are generally conducted at least annually or more or less frequently depending on the needs of the Client. Fixed Income Portfolios - SAC monitors Client accounts in the SAC Fixed Income Portfolio program on a continuous basis and conducts regular account reviews. SAC Clients may request interim reviews at any time to discuss their investment account. SAC encourages clients to review their investment strategy and update SAC when changes occur in their investment objectives. B. Causes for Reviews In addition to the investment monitoring noted in Item 13.A. above, each Client account shall be reviewed at least annually. Reviews may be conducted more frequently at the Client’s request. Accounts may be reviewed as a result of major changes in economic conditions, known changes in the Client’s financial situation, and/or large deposits or withdrawals in the Client’s account[s]. The Client is encouraged to notify Round Rock if changes occur in the Client’s personal financial situation that might adversely affect the Client’s investment plan. Additional reviews may be triggered by material market, economic or political events. C. Review Reports The Client will receive brokerage statements no less than quarterly from the Custodian. These brokerage statements are sent directly from the Custodian to the Client. The Client may also establish electronic access to the Custodian’s website so that the Client may view these reports and their account activity. Client brokerage statements will include all positions, transactions and fees relating to the Client’s account[s]. The Advisor may also provide Clients with periodic reports regarding their holdings, allocations, and performance. Item 14 – Client Referrals and Other Compensation A. Compensation Received by Round Rock Round Rock may refer Clients to various unaffiliated, non-advisory professionals (e.g. attorneys, accountants, estate planners) to provide certain financial services necessary to meet the goals of its Clients. Likewise, Round Rock may receive non-compensated referrals of new Clients from various third-parties. Participation in Institutional Advisor Platform Schwab – Round Rock has established an institutional relationship with Schwab through its “Schwab Advisor Services” unit, a division of Schwab dedicated to serving independent advisory firms like Round Rock. As a registered investment advisor participating on the Schwab Advisor Services platform, Round Rock receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at Schwab. Services provided by Schwab Advisor Services benefit the Advisor and many, but not all services provided by Schwab will benefit Clients. In fulfilling its duties to its Clients, the Advisor endeavors at all times to put the interests of its Clients first. Clients should be aware, however, that the receipt of economic benefits from a custodian creates a conflict of interest since these benefits may influence the Advisor's recommendation of this custodian over one that does not furnish similar software, systems support, or services. Services that Benefit the Client – Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of Client’s funds and securities. Through Schwab, the Advisor may be able to access certain investments and asset classes that the Client would not be able to obtain directly or through other sources. Further, the Advisor may be able to invest in certain mutual funds and other investments without having to adhere to investment minimums that might be required if the Client were to directly access the investments. Round Rock Advisors LLC Page 19  Services that May Indirectly Benefit the Client – Schwab provides participating advisors with access to technology, research, discounts and other services. In addition, the Advisor receives duplicate statements for Client accounts, the ability to deduct advisory fees, trading tools, and back office support services as part of its relationship with Schwab. These services are intended to assist the Advisor in effectively managing accounts for its Clients, but may not directly benefit all Clients. Services that May Only Benefit the Advisor – Schwab also offers other services and financial support to Round Rock that may not benefit the Client, including: educational conferences and events, consulting services and discounts for various service providers. Access to these services creates a financial incentive for the Advisor to recommend Schwab, which results in a conflict of interest. Round Rock believes, however, that the selection of Schwab as Custodian is in the best interests of its Clients. Fidelity – Round Rock has also established an institutional relationship with Fidelity to assist the Advisor in managing Client account[s]. Access to the Fidelity platform is provided at no charge to the Advisor. The Advisor receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at Fidelity The software and related systems support may benefit the Advisor, but not its Clients directly. In fulfilling its duties to its Clients, the Advisor endeavors at all times to put the interests of its Clients first. Clients should be aware, however, that the receipt of economic benefits from a Custodian creates a conflict of interest since these benefits may influence the Advisor’s recommendation of this Custodian over one that does not furnish similar software, systems support, or services. B. Compensation for Client Referrals Armstrong Shaw Division ASD compensates one individual who is not an ASD employee for client referrals. The assets under management for clients who were solicited by this person are approximately 33% of ASD’s total asset base. All ASD clients that have been referred to ASD via a third party have received a copy of the solicitation agreement between ASD and the solicitor and have provided a written acknowledgement that ASD and the solicitor share the management fees earned from the client. Fees paid by clients referred to ASD are generally in line with those paid by other ASD clients and are not increased to compensate for ASD and the solicitor sharing the management fee. Round Rock, including AIM, does not otherwise compensate, either directly or indirectly, any persons who are not supervised persons, for Client referrals. Item 15 – Custody Round Rock does not accept or maintain custody of any Client accounts, except for the authorized deduction of the Advisor’s fees. All Clients must place their assets with a “qualified custodian”. Clients are required to engage the Custodian to retain their funds and securities and direct Round Rock to utilize the Custodian for the Client’s security transactions. Clients should review statements provided by the Custodian and compare to any reports provided by Round Rock to ensure accuracy, as the Custodian does not perform this review. For more information about custodians and brokerage practices, see Item 12 – Brokerage Practices. If the Client gives the Advisor authority to move money from one account to another account, the Advisor may have custody of those assets. In order to avoid additional regulatory requirements, the Custodian and the Advisor have adopted safeguards to ensure that the money movements are completed in accordance with the Client’s instructions. Item 16 – Investment Discretion Round Rock generally has discretion over the selection and amount of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client. However, these purchases or sales may be subject to specified investment objectives, guidelines, or limitations previously set forth by the Client and agreed to by Round Rock. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such authority will be evidenced by the Client's execution of an investment advisory agreement containing all applicable limitations to such authority. All discretionary trades made by Round Rock will be in accordance with each Client's investment objectives and goals. However, Clients may engage Round Rock on a non-discretionary basis. In such engagements, Round Rock will not have the authority to purchase or sell an investment in the Client’s account[s] without obtaining prior one-time Round Rock Advisors LLC Page 20  approval from the Client for the transaction[s]. In such instances, the Advisor will contact the Client and obtain approval prior to executing trades or allocating investment assets. Item 17 – Voting Client Securities Except as set forth below, Round Rock, including ASD, does not accept proxy-voting responsibility for any Client. Clients will receive proxy statements directly from the Custodian. The Advisor will assist in answering questions relating to proxies, however, the Client retains the sole responsibility for proxy decisions and voting. Agilis Investment Management Division The Agilis Investment Management Division will accept responsibility for voting equity proxies on behalf of clients of AIM. AIM uses an unaffiliated third party proxy service, Broadridge, to assist with research and voting of proxies. AIM designed its voting guidelines to promote accountability of a company’s management and board of directors to its shareholders; to encourage companies to adopt best practices in their corporate governance; and to align the interests of management to its shareholders. For each proxy, Broadridge examines the financial implications of each proposal and offers a recommendation to AIM in accordance to value-aligned guidelines set forth by Broadridge and AIM. AIM intends to vote consistent with the voting recommendation put forth by Broadridge. However, AIM may override any Broadridge recommendation. If a material conflict is discovered by AIM or Broadridge, AIM will vote in accordance with the recommendation of Broadridge. Clients may retain proxy voting privileges on behalf of their own portfolio(s) by indicating as such on the Investment Advisory Agreement or in writing to AIM. If a client elects to do so, then that client shall receive proxies and other solicitations directly from their custodian. Item 18 – Financial Information Neither Round Rock, nor its management have any adverse financial situations that would reasonably impair the ability of Round Rock to meet all obligations to its Clients. Neither Round Rock, nor any of its Advisory Persons have been subject to a bankruptcy or financial compromise. Round Rock is not required to deliver a balance sheet along with this Disclosure Brochure as the Advisor does not collect fees of $1,200 or more for services to be performed six months or more in advance. Round Rock Advisors LLC Page 21