TRUEPOINT, INC.

SEC Form ADV Part 2A Firm Brochure March 31, 2025 This brochure provides information about the qualifications and business practices of Truepoint, Inc. dba Truepoint Wealth Counsel, LLC (“Truepoint” or “Firm”). If you have any questions about the contents of this brochure, please contact Truepoint at 513-792-6648 or Compliance@truepointwealth.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission, or by any state securities authority. Additional information about Truepoint is available on the SEC’s website at www.adviserinfo.sec.gov. The CRD number for Truepoint is 105664. Truepoint Wealth Counsel, LLC 9999 Carver Road, Suite 200 Cincinnati, OH 45242 (P) 513-792-6648 (F) 513-792-6644  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 2 — Material Changes Since our last annual update filing done March 27, 2024, the following are the material changes made to this brochure: In March 2025, the following updates were made to this brochure:  o o o Items 4 and 5 were updated to disclose a revised service offering. Item 10 was updated to reflect current affiliations of Truepoint, Inc. Item 17 was updated to disclose Truepoint’s revised proxy voting policy. 2  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 3 — Table of Contents Item 1 — Cover Page 1 Item 2 — Material Changes 2 Item 3 — Table of Contents 3 Item 4 — Advisory Business 4 Item 5 — Fees and Compensation 5 Item 6 — Performance-Based Fees and Side-By-Side Management 7 Item 7 — Types of Clients 8 Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss 9 Item 9 — Disciplinary History 12 Item 10 — Other Financial Industry Activities and Affiliations 13 Item 11 — Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 14 Item 12 — Brokerage Practices 15 Item 13 — Review of Accounts 17 Item 14 — Client Referrals and Other Compensation 18 Item 15 — Custody 19 Item 16 — Investment Discretion 20 Item 17 — Voting Client Securities 21 Item 18 — Financial Information 22 3  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 4 — Advisory Business About Truepoint Wealth Counsel, LLC Truepoint, Inc. dba Truepoint Wealth Counsel, LLC offers wealth management and financial advisory services that deliver clarity and confidence to our clients’ lives. As part of our fiduciary responsibility, we place clients first in proactively delivering advice and customized service. Delivered by integrated teams of specialists, our services include financial planning, investment management, tax management, risk management and estate planning. We are proud of our legacy of independence and our investing track record. Founded by Michael J. Chasnoff in 1990 as one of the first fee-only wealth management firms in the greater Cincinnati area, Truepoint is 100% employee-owned. Individual and Family Engagement Levels For every level of engagement, you can expect personal service, a long-term perspective, integrated planning and a disciplined investment process. True Wealth Management Truepoint provides comprehensive wealth management services primarily to individuals and families who have in excess of $3 million of investable assets. These ongoing services include: Investment portfolio design, tax efficient management and reporting Insurance needs analysis, policy review and coverage design   Comprehensive financial planning analysis and strategy  Budgeting and cash flow planning  Tax services including strategic income tax planning and preparation  Estate planning strategy, architecture, document review and monitoring   Coordinated personal action plan  Values-based, life-centered approach to goal setting Foundational Wealth Management Our Foundational Wealth Management program is designed for clients with at least $1 million of investable assets and includes the following services: Investment portfolio design, tax‐efficient management and reporting   Financial projections and scenario testing  General financial advice in areas such as: o Retirement savings and income planning o Portfolio withdrawal rate analysis o College and K-12 education planning and savings strategies o Budget and savings / distributions strategies o Beneficiary designation and account titling recommendations and implementation o Debt management o Employee benefits advice o Life insurance, long-term care, and disability insurance Family Office Truepoint provides expanded services for the needs of complex multi-generational families with a net worth in excess of $30 million. In addition to benefiting from our True Wealth Management services, the unique needs of our family office clients may require additional services such as: Integrated individual and multi-generational planning and family governance Intra-family loan administration   Next-gen education  Philanthropic planning and optimization  Legacy planning   Executor/Trustee services  Tax optimization strategies across all family members and entities  External account aggregation  Customized reporting on all assets Family Office clients execute a custom agreement that details the fees for this service. 4  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Truepoint also offers specialized services for current employees of Procter & Gamble. Please contact us for details. Additional Services Truepoint also offers additional services beyond what our True Wealth Management engagement provides. For additional fees, described in Item 5 below, Truepoint can assist with estate administration, irrevocable trust administration, and bill payment and reporting. Commas For fee-only fiduciary advice regardless of asset size, see the Commas Brochure. A wholly-owned subsidiary of Truepoint, Commas marries a robust digital platform with ongoing, personal guidance. Institutional Engagement Level Truepoint provides retirement plan management and investment management services for corporations and non- profit entities. Please see the Truepoint Institutional Advisory Brochure for additional details. Assets under Management We utilize a limited power of attorney to perform investment management services on behalf of our clients. We may provide on-going advice and guidance to clients on either a discretionary or non-discretionary basis. This includes assets in qualified retirement plans that are self-directed by participants, as well as private equity investments held by select clients. As of December 31, 2024, the allocation between discretionary and non-discretionary AUM was as follows: Discretionary Non-discretionary $5,343,768,502 $47,696,528 Item 5 — Fees and Compensation Fee Description As a fee-only firm, fees directly from clients are the sole source of Truepoint’s compensation. The fee is calculated as a percentage of assets according to the schedule below: Portfolio Value First $3,000,000 Next $2,000,000 Next $5,000,000 Above $10,000,000 Annual Advisory Fee 1.00% 0.75% 0.60% 0.45% Quarterly Advisory Fee 0.25% 0.1875% 0.15% 0.1125% For True Wealth Management clients, asset totals below the suggested minimum of $3,000,000 are subject to a minimum quarterly fee of $7,500 which may result in an annual rate in excess of 1.00%. For Foundational Wealth Management clients, asset totals below the suggested minimum of $1,000,000 are subject to a minimum quarterly fee of $2,500 which may result in an annual rate in excess of 1.00%. Truepoint, in its sole discretion, may reduce its minimum fee and/or charge a reduced advisory fee based upon specific circumstances. The agreement for services may be terminated at any time upon written notice of either Truepoint or the client. Fee Invoice For all types of ongoing advisory services, the client will be charged at the end of each calendar quarter for advisory services rendered. The fee is calculated on a percentage basis by multiplying one-fourth of the applicable annual rate against the asset value under management on the last day of the quarter. Truepoint will deduct the quarterly fee from the client’s investment portfolio, however, clients may elect to remit payment via check. In either instance, the client has access to an invoice with the fee calculation. 5  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Other Portfolio Expenses Transaction Costs Truepoint recommends a qualified third-party custodian to hold assets for clients. Clients are charged for all for custodial expenses (brokerage commissions or transaction fees) incurred on their behalf. These fees are levied by the custodian and charged directly to the client’s account. Truepoint does not receive any income from custodial fees. Fees charged for buying and selling mutual funds and exchange-traded funds (ETF) generally range between no cost and $25 per trade, but may be higher. Expense Ratios All mutual funds and ETFs include a management fee paid to the investment manager of the fund. These fees and expenses are described in each fund’s prospectus and generally include a management fee, other fund expenses and a possible distribution fee. Truepoint exclusively recommends low-cost, no-load funds. The current average- weighted expense ratio for a typical Truepoint portfolio approximates 0.14%. Additional Administrative Services Estate Administration – services may include, but not limited to, consultation regarding the distribution of assets and probate court process, review of income or estate tax returns, and participation in meetings with attorneys and/or beneficiaries. A one-time fee of $2,500 shall be charged to cover these services. For more complex cases, additional fees may apply. In these cases, a separate Agreement will be executed that details the fee. Irrevocable Trust Administration – services may include, but not limited to, preparation of trust tax returns, consultation regarding distributions from the trust, assistance with beneficiary accounting requirements, and the payment of bills and expenses required by the trust. The following fee schedule applies to these services: Trust Assets Annual Rate *Quarterly Rate First $10,000,000 Over $10,000,000 0.20% 0.10% 0.05% 0.025% *Administration services for Irrevocable Trust portfolios less than $1,000,000 will be billed at $500 per quarter, resulting in a quarterly rate in excess of 0.05%. Bill Payment and Reporting – the fee for adding bill supervision and expense management reporting will vary depending on the complexity of the services required. A separate Agreement specific to this service will be executed that details the corresponding fee. Tax Services – clients receiving tax preparation services execute a separate Agreement outside of the standard Advisory Agreement. If not already included as part of the client’s standard Advisory Agreement, additional fees for tax preparation services are addressed in the separate Agreement. 6  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 6 — Performance-Based Fees and Side-By-Side Management To avoid potential conflicts of interest, Truepoint does not charge a performance-based fee, which is a calculation of the fee based upon the capital gains or the capital appreciation of any of the client’s funds. 7  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 7 — Types of Clients Description Truepoint generally serves individuals (mass affluent to high-net worth), families, trusts and institutional relationships (corporations, foundations and qualified plans). Account Minimums Truepoint provides suggested account minimums for each service level, however, we allow consumers to determine whether our services are appropriate for their needs. Therefore, the firm does not impose a minimum investment net worth requirement for individuals seeking services. However, portfolios below certain values are subject to a minimum fee. The minimum fee may result in an annual rate in excess of the stated rate. 8  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Our Investment Philosophy Conventional investment wisdom suggests that smart people, working diligently and informing themselves with the latest information, can pick undervalued stocks and time the market. Further, many believe that this kind of “active” investing leads to superior returns. Decades of historical data, a huge body of academic research and ongoing market realities make clear that:  Market timing and stock picking do not work—Wall Street and the financial media perpetuate the myth that they work because they stand to profit from people who believe it.  The high cost of active investing means about 70% of managers are destined to under perform the overall market in any given year.  Most managers achieving market outperformance do so simply by chance. We believe there is opportunity for results in establishing and adhering to an appropriate long-term investment strategy built on goal-focused, long-term financial planning, low-cost funds and disciplined rebalancing. Our intellectually honest and transparent approach recognizes that the hardest work in investing is often emotional and that investor behavior can be the primary determinant of long-term returns. Our Process, Types of Investments and Risk of Loss Truepoint’s investment process is rigorously focused on the long term and leverages what works. We build from a sound empirical foundation of decades of market performance data and the overwhelming evidence provided by many academic studies. Our approach is designed to build confidence, reduce complexity and mitigate against both market and emotional risks. How do we do it? By following a set of essential steps.  Start with Goals: Identify objectives; define time horizon; cash flow needs and risk preferences; assess financial resources required; evaluate savings ability and strategies.  Design Intelligent Portfolio: Diversify by asset class to efficiently balance market; inflation and longevity risks in light of time horizon and cash flow needs; strategically allocate assets and classes so that overall portfolio volatility is lower than the sum of individual components.  Make Smart Selections: Identify funds for each asset class; choose index funds based on design and total cost.  Rebalance with Discipline: Seize opportunity in resetting to allocation targets; systematize “sell high, buy low” and maintain the intended portfolio risk levels. In addition to diversifying clients’ accounts with mutual funds and ETFs, on a limited basis, Truepoint provides advice on private equity investments, hedge funds and institutional grade investments for qualified investors. Alternative investments carry a higher degree of risk since they are not publicly-traded and lack liquidity. In determining the client’s long-term investment objectives, Truepoint helps clients understand the inherent risks involved in investing in the capital markets. As with all investment securities, including mutual funds and ETFs, there is a risk of loss of both income and principal. Clients should not assume that future performance of any specific investment or investment strategy, including those recommended by Truepoint, will be profitable or achieve any specific performance level. Additional risks involved in the securities recommended by Truepoint include, among others:  Stock market risk, which is the chance that stock prices overall will decline. The market value of equity securities will generally fluctuate with market conditions. Stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. Prices of equity securities tend to fluctuate over the short term as a result of factors affecting the individual companies, industries or the securities market as a whole. Equity securities generally have greater price volatility than fixed income securities.  Sector risk, which is the chance that significant problems will affect a particular sector, or that returns from that sector will trail returns from the overall stock market. Daily fluctuations in specific market sectors are often more extreme than fluctuations in the overall market.  Issuer risk, which is the risk that the value of a security will decline for reasons directly related to the issuer, such as management performance, financial leverage, and reduced demand for the issuer’s goods or services.  Non-diversification risk, which is the risk of focusing investments in a small number of issuers, industries or foreign currencies, including being more susceptible to risks associated with a single economic, political or regulatory occurrence than a more diversified portfolio might be. 9  SEC FORM ADV PART 2A SEC FORM ADV PART 2A  Value investing risk, which is the risk that value stocks not increase in price, not issue the anticipated stock dividends, or decline in price, either because the market fails to recognize the stock’s intrinsic value, or because the expected value was misgauged. If the market does not recognize that the securities are undervalued, the prices of those securities might not appreciate as anticipated. They also may decline in price even though in theory they are already undervalued. Value stocks are typically less volatile than growth stocks, but may lag behind growth stocks in an up market.  Smaller company risk, which is the risk that the value of securities issued by a smaller company will go up or down, sometimes rapidly and unpredictably as compared to more widely held securities. Investments in smaller companies are subject to greater levels of credit, market and issuer risk.  Foreign (non-U.S.) investment risk, which is the risk that investing in foreign securities result in the portfolio  experiencing more rapid and extreme changes in value than a portfolio that invests exclusively in securities of U.S. companies. Risks associated with investing in foreign securities include fluctuations in the exchange rates of foreign currencies that may affect the U.S. dollar value of a security, the possibility of substantial price volatility as a result of political and economic instability in the foreign country, less public information about issuers of securities, different securities regulation, different accounting, auditing and financial reporting standards and less liquidity than in the U.S. markets. Interest rate risk, which is the chance that prices of fixed income securities decline because of rising interest rates. Similarly, the income from fixed income securities may decline because of falling interest rates.  Credit risk, which is the chance that an issuer of a fixed income security will fail to pay interest and principal in a timely manner, or that negative perceptions of the issuer’s ability to make such payments will cause the price of that fixed income security to decline.  Exchange Traded Fund (ETF) risk, which is the risk of an investment in an ETF, including the possible loss of principal. ETFs typically trade on a securities exchange and the prices of their shares fluctuate throughout the day based on supply and demand, which may not correlate to their net asset values. Although ETF shares will be listed on an exchange, there can be no guarantee that an active trading market will develop or continue. Owning an ETF generally reflects the risks of owning the underlying securities it is designed to track. ETFs are also subject to secondary market trading risks. In addition, an ETF may not replicate exactly the performance of the index it seeks to track for a number of reasons, including transaction costs incurred by the ETF, the temporary unavailability of certain securities in the secondary market, or discrepancies between the ETF and the index with respect to weighting of securities or number of securities held.   Management risk, which is the risk that the investment techniques and risk analyses applied by Truepoint may not produce the desired results and that legislative, regulatory, or tax developments, affect the investment techniques available to Truepoint. There is no guarantee that a client’s investment objectives will be achieved.  Real Estate risk, which is the risk that an investor’s investments in Real Estate Investment Trusts (“REITs”) or real estate-linked derivative instruments will subject the investor to risks similar to those associated with direct ownership of real estate, including losses from casualty or condemnation, and changes in local and general economic conditions, supply and demand, interest rates, zoning laws, regulatory limitations on rents, property taxes and operating expenses. An investment in REITs or real estate-linked derivative instruments subject the investor to management and tax risks. Investment Companies (“Mutual Funds”) risk, when an investor invests in mutual funds, the investor will bear additional expenses based on his/her pro rata share of the mutual fund’s operating expenses, including the management fees. The risk of owning a mutual fund generally reflects the risks of owning the underlying investments the mutual fund holds.  Cybersecurity risk, which is the risk related to unauthorized access to the systems and networks of Truepoint and its service providers. The computer systems, networks and devices used by Truepoint 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 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 other compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting 10  SEC FORM ADV PART 2A SEC FORM ADV PART 2A issues 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 those entities in order to prevent any cybersecurity breaches in the future.  Alternative Investments / Private Funds risk, investing in alternative investments is speculative, not suitable for all clients, and intended for experienced and sophisticated investors who are willing to bear the high economic risks of the investment, which can include: o o loss of all or a substantial portion of the investment due to leveraging, short-selling or other speculative investment practices; lack of liquidity in that there may be no secondary market for the investment and none expected to develop; restrictions on transferring interests in the investment; o volatility of returns; o o potential lack of diversification and resulting higher risk due to concentration of trading authority when a single adviser is utilized; o absence of information regarding valuations and pricing; o delays in tax reporting; o o less regulation and higher fees than mutual funds; risks associated with the operations, personnel, and processes of the manager of the funds investing in alternative investments.  Closed-End Funds risk, Closed-end funds typically use a high degree of leverage. They may be diversified or non-diversified. Risks associated with closed-end fund investments include liquidity risk, credit risk, volatility and the risk of magnified losses resulting from the use of leverage. Additionally, closed-end funds may trade below their net asset value Clients are advised that they should only commit assets for management that can be invested for the long term, that volatility from investing can occur, and that all investing is subject to risk. Truepoint does not guarantee the future performance of a client’s portfolio, as investing in securities involves the risk of loss that clients should be prepared to bear. Past performance of a security or a fund is not necessarily indicative of future performance or risk of loss. 11  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 9 — Disciplinary History Registered Investment Advisors are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of firm or integrity of the firm’s management in this item. Neither Truepoint, nor any of its employees, has any legal or disciplinary events to report. 12  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 10 — Other Financial Industry Activities and Affiliations Financial Industry Activities No employees of Truepoint are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker dealer. Affiliations Effective April 2016, Truepoint Inc., wholly owns RhineVest Advisors, LLC. Effective March 2021, RhineVest Advisors, LLC changed its name to Commas. A complete description of this program is available in the Commas Part 2A Brochure. Truepoint Institutional Advisors, LLC is wholly owned by Truepoint. Truepoint offers advisory services to institutions under the Truepoint Institutional Advisors name. A complete description of this program is available in the Truepoint Institutional Advisors Part 2A Brochure. Related persons of Truepoint own Truepoint Tax Counsel. Truepoint offers tax services under the Truepoint Tax Counsel name. Those services and related fees are described in a separate Agreement that is executed for those services. 13  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 11 — Code of Ethics, Participation or Interest in Client Transactions and Personal Trading As a fiduciary, Truepoint has a duty of utmost good faith to act solely in the best interest of each of our clients. Our clients entrust us with their assets, which in turn places a high standard on our conduct and integrity. Our fiduciary duty compels all employees to act with the utmost integrity in all of our dealings. This fiduciary duty is the core principle underlying this Code of Ethics Policy, and represents the expected basis of all of our dealings with our clients. This Code of Ethics consists of the following core principles:  The interests of clients will be placed ahead of the firm’s or any employee’s own investment interests. Employees are expected to act in the best interest of clients.  Employees are expected to conduct their personal securities transactions in accordance with the Personal Trading Policy and will strive to avoid any actual or perceived conflict of interest with the client.  Employees will not take inappropriate advantage of their position with the firm.  Employees shall offer and provide professional services with integrity and objectivity.  Employees are expected to comply with federal securities laws.  Employees will provide services to clients competently and maintain the necessary knowledge and skill to continue to do so in those areas in which the employee is engaged. A copy of the Code of Ethics in its entirety is available upon request to Compliance@truepointwealth.com, at Truepoint’s office address. Participation or Interest in Client Transactions Truepoint and its employees do not recommend investments in which any employee or related individual has a material financial interest. Personal Trading Truepoint and its employees may invest in the same mutual funds or ETFs as its clients. Truepoint and its employees are limited to making purchases or sales of mutual funds and ETFs, based on the employee’s own unique investment goals. These transactions are not necessarily communicated to Truepoint clients. 14  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 12 — Brokerage Practices Item 12 — Brokerage Practices The Custodians and Brokers We Use Truepoint Wealth Counsel (“we/our”) does not maintain custody of your assets that we manage (although we may be deemed to have custody of your assets if you give us authority to withdraw assets from your account (see Item 15 – Custody, below). Your assets must be maintained in an account at a “qualified custodian,” generally a broker-dealer or bank. We may recommend that our clients use Charles Schwab & Co., Inc. (“Schwab”) or Fidelity Institutional Wealth Services (“Fidelity”), FINRA-registered broker-dealers, members SIPC, as the qualified custodians. We are independently owned and operated and not affiliated with any broker-dealer. Fidelity and Schwab charge commission rates that are generally considered discounted from customary retail commission rates. In seeking best execution, the determinative factor is not solely the lowest possible cost, but whether the transaction represents the best overall qualitative execution, taking into consideration the full range of a broker-dealer/custodian’s services, including execution capability, commission rates and responsiveness. Accordingly, although Truepoint will seek competitive rates, it may not necessarily obtain the lowest possible commission rates for client account transactions. Our custodians will hold your assets in a brokerage account and buy and sell securities when we instruct them to. While we may recommend that you use a specific custodian, you will decide whether to do so and open your account with them by entering into an account agreement directly with them. We do not open the account for you. How We Select Brokers/Custodians We seek to recommend a custodian/broker who will hold your assets and execute transactions on terms that are overall most advantageous when compared with other available providers and their services. We consider a wide range of factors, including these:  Combination of transaction execution services along with asset custody services (generally without a separate fee for custody);  Capability to execute, clear, and settle trades (buy and sell securities for your account)  Capabilities to facilitate transfers and payments to and from accounts (wire transfers, check requests, bill payment, etc.)  Breadth of investment products made available (stocks, bonds, mutual funds, exchange-traded funds (ETFs), etc.)  Availability of investment research and tools that assist us in making investment decisions  Quality of services  Competitiveness of the price of those services (commission rates, margin interest rates, other fees, etc.) and willingness to negotiate them  Reputation, financial strength, and stability of the provider  Their prior service to us and our other clients  Availability of other products and services that benefit us, as discussed below (see “Products and Services Available to Us from Custodians”) Products and Services Available to Us from Custodians Fidelity provides Truepoint with Fidelity’s “platform services”. The platform services include, among others, brokerage, custodial, administrative support, record keeping and related services that are intended to support us in conducting business and in serving the best interests of our clients. In addition, as part of our arrangement with Fidelity, we also receive discounts on certain third-party software applications that are used by us to manage accounts for which we have investment discretion. As a result, Truepoint may have an incentive to continue to use or expand the use of Fidelity’s services. Schwab provides our clients and us with access to its institutional brokerage—trading, custody, reporting, and related services—many of which are not typically available to Schwab retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. In addition, Schwab makes available investment research, both the custodians’ own and that of third parties. We may use this research to service all or some substantial number of our clients’ accounts, including accounts not maintained at the custodian providing the investment research. 15  SEC FORM ADV PART 2A SEC FORM ADV PART 2A technology, compliance, legal, and business consulting; Services that Generally Benefit Only Us Our custodians also offer other services intended to help us manage and further develop our business enterprise. These services include:  educational conferences and events;   publications and conferences on practice management and business succession; and  access to employee benefits providers, human capital consultants, and insurance providers. Our custodians may provide some of these services themselves. In other cases, they will arrange for third-party vendors to provide the services to us. Our custodians may also discount or waive their fees for some of these services or pay all or a part of a third party’s fees. Our custodians may also provide us with other benefits such as occasional business entertainment of our personnel. Soft Dollars Truepoint and its employees do not receive any financial compensation from brokerage referrals, nor does it receive any targeted or customized research, etc. The custodians may provide Truepoint with general research reports and newsletters that all such advisors receive. Any research services provided by the custodians may be of benefit to all of our clients, not only clients having accounts at a specific custodian. Truepoint has not entered into any formal “soft dollar” arrangements with any custodian. Order Aggregation On occasion, when initiating a global transaction in all client portfolios, trades in the same security will be bunched in a single order (a “block”) in an effort to obtain best execution at the best security price available. When employing a block trade:  We will attempt to fill client orders by day end;   If the block order is not filled by day-end, shares will be allocated to underlying accounts on a pro rata basis, adjusted as necessary to keep client transaction costs to a minimum and in accordance with specific account guidelines; If a block order is filled (full or partial fill at several prices through multiple trades, an average price and commission will be used for all trades executed;  All accounts receiving securities from the block trade will receive the average price; and  Only trades executed within the block on the single day may be combined for purposes of calculating the average price. 16  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 13 — Review of Accounts Description Members of Truepoint’s investment team monitor accounts on a continual basis. With the use of software, portfolios are reviewed daily and rebalanced, as necessary, to the client’s targeted allocations as noted in the client’s Investment Policy Statement. Additionally, portfolios are reviewed quarterly by the Wealth Advisor in connection with the quarterly reporting process. Regular Reports As mentioned previously, Truepoint recommends independent, qualified custodians to hold client assets. Custodians directly provide clients with accounts statements at least quarterly. Truepoint provides clients with access to performance reporting detailing positions on an account level, as well as the asset allocation of the overall portfolio. Clients are encouraged to compare the information presented by Truepoint with the statements that are received from the custodian. 17  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 14 — Client Referrals and Other Compensation Incoming Referrals We are pleased that the majority of our new clients are generated by existing client referrals. We do not directly compensate clients for such referrals. Referrals Out We refer business to estate planning attorneys, accountants and insurance brokers. Certain individuals to whom we refer business engage Truepoint for retainer services at standard pricing. We may receive client referrals from individuals or firms to whom we refer business. Truepoint does not directly compensate for the referrals which it receives. Other Compensation We receive economic benefits from Schwab and Fidelity in the form of the support products and services it makes available to us and other independent investment advisors that have their clients maintain accounts at these custodians. These products and services, how they benefit us, and the related conflicts of interest are described above (see Item 12 – Brokerage Practices). The availability of Fidelity’s or Schwab’s products and services to us is not based on our giving particular investment advice, such as buying particular securities for our clients. Retirement Plan Accounts When Truepoint provides investment advice to you regarding your retirement plan account or individual retirement account, Truepoint is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way Truepoint makes money creates some conflicts with your interests, so Truepoint operates under a special rule that requires Truepoint to act in your best interest and not put our interest ahead of yours. 18  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 15 — Custody All client assets are held at independent, qualified custodians. For certain clients, Truepoint is deemed to have custody since it has the ability to withdraw funds and securities from the client’s account and/or directly debit fees. In addition, if Truepoint serves as trustee or executor for a client, Truepoint is deemed to have custody. As required, Truepoint has engaged a Certified Public Accountant to conduct surprise examinations of its process annually. These relationships are limited to a small number of clients. Clients will receive monthly or quarterly account statements directly from the custodian where these assets are held. Truepoint urges clients to carefully review these statements and compare those statements with account information they receive from Truepoint. 19  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 16 — Investment Discretion Clients of Truepoint hire us to provide discretionary investment advisory services, in which case, we place trades in a client account without contacting the client prior to each trade to obtain the client’s permission. Clients give us discretionary authority when they sign an investment advisory agreement with our firm. This requires a client to pre- authorize Truepoint to execute transactions, which will return the portfolio to its targeted allocation. Other trading activity may include tax loss harvesting or portfolio restructuring. 20  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 17 — Voting Client Securities Proxy Voting Policy Truepoint does not accept the authority to and does not vote proxies on behalf of clients. Clients retain the responsibility for receiving and voting proxies for all and any securities maintained in client portfolios. 21  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 18 — Financial Information Truepoint is not required to disclose any financial information pursuant to this item due to the following: a) Truepoint does not require or solicit the prepayment of more than $1,200 in fees six months or more in advance of rendering services; b) Truepoint is unaware of any financial condition that is reasonably likely to impair its ability to meet its contractual commitments relating to its discretionary authority over certain client accounts; and c) Truepoint has never been the subject of a bankruptcy petition. 22 

SEC Form ADV Part 2A Firm Brochure March 31, 2025 This brochure provides information about the qualifications and business practices of Truepoint Institutional Advisors, LLC, wholly owned by Truepoint, Inc. (“Truepoint” or “Firm”). If you have any questions about the contents of this brochure, please contact Truepoint at 513-792-6648 or Compliance@truepointwealth.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission, or by any state securities authority. Additional information about Truepoint is available on the SEC’s website at www.adviserinfo.sec.gov. The CRD number for Truepoint is 105664. Truepoint Institutional Advisors, LLC 9999 Carver Road, Suite 200 Cincinnati, OH 45242 (P) 513-792-6648 (F) 513-792-6644 https://truepointwealth.com/institutional-investing/  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 2 — Material Changes Since our last annual update filing on March 27, 2024, the following material changes were made to this brochure: In March 2025, the following updates were made to this brochure:  o o o Item 4 was updated to disclose a revised ownership structure; Item 10 was updated to reflect current affiliations of Truepoint; and Item 17 was updated to disclose our current proxy voting policy.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A 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 and Side-By-Side Management Item 7 — Types of Clients Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Item 9 — Disciplinary History Item 10 — Other Financial Industry Activities and Affiliations Item 11 — Code of Ethics, Participation or Interest in Client Transactions and 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  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 4 — Advisory Business About Truepoint Wealth Counsel, LLC As of December 31, 2024, Truepoint Institutional Advisors, LLC (“Truepoint”) is wholly owned by Truepoint, Inc. Truepoint offers investment advisory services to charitable foundations and endowments, non-profits, retirement plans and other institutional investors. Our mission is to help small and mid-sized organizations manage their investments more effectively and efficiently. Institutional Engagement Level Truepoint provides the following services for our institutional investment management clients:  Assess investment objectives and risk trade-offs  Establish appropriate asset allocation and portfolio structure  Develop Investment Policy Statement (IPS)  Ongoing monitoring and real-time portfolio rebalancing  Portfolio benchmarking and clear performance reporting Retirement plan services include:  Plan sponsor consulting and sharing of fiduciary responsibility  Truepoint management of each participant portfolio  Optional development of low-cost menu for self-direction  Ongoing employee financial education and consultation ERISA Truepoint is deemed to be a fiduciary to advisory clients that are employee benefit plans or individual retirement accounts (IRAs) pursuant to the Employee Retirement Income and Securities Act (“ERISA”), and regulations under the Internal Revenue Code of 1986 (the “Code”), respectively. As such our firm is subject to specific duties and obligations under ERISA and the Code that include, amongst other things, restrictions concerning certain forms of compensation. To avoid engaging in prohibited transactions, we may only charge fees for investment advice about products for which our firm and/or related persons do not receive any commissions or 12b-1 fees, or conversely, investment advice about products for which we receive such fees but such fees are offset by a commensurate reduction in our investment advisory fee. Assets under Management We utilize a limited power of attorney to perform investment management services on behalf of our clients. We may provide on-going advice and guidance to clients on either a discretionary or non-discretionary basis. This includes assets in qualified retirement plans that are self-directed by participants, as well as private equity investments held by select clients. As of December 31, 2024, the allocation between discretionary and non-discretionary AUM was as follows: Discretionary Non-discretionary Total AUM $103,778,235 $581,779 $ 104,360,014  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 5 — Fees and Compensation Fee Description As a fee-only firm, fees directly from clients are the sole source of Truepoint’s compensation. The fee is calculated as a percentage of assets according to the schedule below: Portfolio Value Institutional First $5,000,000 Next $5,000,000 Next $10,000,000 Next $30,000,000 0.50% 0.40% 0.30% 0.20% Above $50,000,000 0.10% Truepoint Institutional Advisors, LLC seeks a minimum level of assets under management of $1,000,000. Portfolio values below the suggested minimum are subject to a minimum fee of $5,000, which may result in an annual rate in excess of 0.50%. Truepoint, in its sole discretion, may reduce its minimum fee and/or charge a reduced advisory fee based upon specific circumstances. The agreement for services may be terminated at any time upon written notice of either Truepoint or the client. Fee Invoice For all types of ongoing advisory services, the client will be charged at the end of each calendar quarter for advisory services rendered. The fee is calculated on a percentage basis by multiplying one-fourth of the applicable annual rate against the asset value under management on the last day of the quarter. Truepoint will deduct the quarterly fee from the client’s investment portfolio; however, clients may elect to remit payment via check. In either instance, the client has access to an invoice with the fee calculation. Other Portfolio Expenses Transaction Costs Truepoint recommends a qualified third-party custodian to hold assets for clients. Clients are charged for all for custodial expenses (brokerage commissions or transaction fees) incurred on their behalf. These fees are levied by the custodian and charged directly to the client’s account. Truepoint does not receive any income from custodial fees. Fees charged for buying and selling mutual funds and exchange-traded funds (ETF) generally range between no cost and $25 per trade, but may be higher. Expense Ratios All mutual funds and ETFs include a management fee paid to the investment manager of the fund. These fees and expenses are described in each fund’s prospectus and generally include a management fee, other fund expenses and a possible distribution fee. Truepoint exclusively recommends low-cost, no-load funds.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 6 — Performance-Based Fees and Side-By-Side Management To avoid potential conflicts of interest, Truepoint does not charge a performance-based fee, which is a calculation of the fee based upon the capital gains or the capital appreciation of any of the client’s funds.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 7 — Types of Clients Description Truepoint Institutional Advisors delivers customized investment management solutions and independent, unbiased advice so organizational leaders can focus on fulfilling their mission. Our institutional clients include:  Non-profit foundations and endowments  Healthcare and community service organizations  Private charitable foundations  Defined benefit and pension plans  401(k) and other retirement plans  Profit-sharing plans  Trusts Account Minimums Truepoint recommends a minimum asset requirement of $1,000,000 for institutions seeking services.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Investment Philosophy Truepoint employs a holistic, evidence-based investment philosophy. We believe our role is to work with the board/investment committee to assess the investment objectives and risk tolerance, establish an appropriate asset allocation, develop the investment policy statement, and construct portfolios based on the following philosophical beliefs:  Emphasize long-term investment principles over short-term outcomes.  Control risk through broad, global diversification as opposed to concentrated portfolio bets.  Seek to capture market returns using low-cost, rules-based investment strategies instead of higher-cost, traditional active managers. Our strategy uses low-cost exchanged-traded funds (ETFs) and institutionally- priced mutual funds to accomplish this goal.  Maintain the strategic asset allocation with disciplined rebalancing rather than attempting to tactically allocate (i.e., market timing) and allow emotions to influence rebalancing decisions. We recognize that certain investment principles have been proven to be persistent and pervasive over time and employing these factors has led to superior results. These factors include:  Exposure to the market – stocks are expected to outperform bonds over time. This will not occur every year or even every 5 or 10-year period, but should over the long-term. For long-term investors, we believe investing in assets with higher return expectations outweighs the short-term volatility risk, and therefore, invest the majority of the portfolio in stocks.  Value – relatively cheap assets tend to outperform relatively expensive assets. Just as stocks sometimes underperform bonds, value stocks sometimes underperform growth stocks. Nevertheless, we believe value should prevail over time, and therefore, tilt portfolios towards value.  Size – small cap stocks should provide a performance premium over large cap stocks and therefore we employ a small cap tilt to portfolios. Other factors that are incorporated into portfolios by the underlying investment managers include:  Profitability – the tendency of more profitable assets to generate higher returns.  Momentum – the phenomenon that assets that have performed well in the past relative to other assets continue to perform well in the future, and assets that have performed relatively poorly continue to perform poorly. Asset Allocation The process begins by understanding the following:  Time horizon  Return objectives  Willingness to assume risk  Liquidity needs Once we have a clear understanding of the investment objectives, we leverage Markowitz mean-variance and Monte Carlo modeling as a tool to determine the appropriate strategic asset mix for each client. Because the inputs into the models are the drivers to ensuring the output is relevant, the investment team develops forward-looking capital market assumptions. Importantly, the risk (i.e., standard deviation) of the asset classes and the correlation between asset classes are also developed internally. Although these models are effective tools, our understanding of the inputs and interpretation of the outputs are equally important. No model can give the “right” answer; therefore, these models should be complemented with a thorough understanding of the statistical formulas, good judgment, and a real world, common sense approach to asset allocation. We have years of experience working with institutional clients and a deep understanding of portfolio modeling, two key components of structuring a long-term, successful asset allocation. Portfolio Structure The portfolio construction process includes designing well-diversified portfolios consistent with the asset allocation targets. The research is conducted internally, but relies on industry research, best practices, and manager research. Portfolio construction considerations include:  Geographic weightings (i.e., U.S. vs. foreign exposures)  Portfolio tilts (i.e., style and size)  Use of index funds vs. rules-based strategies designed to outperform the indexes  SEC FORM ADV PART 2A SEC FORM ADV PART 2A  Number of funds and level of diversification (seek to avoid over- and under-diversification) Extensive research and experience play key roles in designing custom portfolios to assist our clients in meeting their unique investment objectives. Managers: Rules-based Investment Strategies Investment theory, academic studies, and real world results demonstrate that active equity managers have difficulty outperforming their benchmark returns. Even if there are skillful managers, investors would have difficulty identifying these managers beforehand. Relying on past performance is not a reliable measure of a manager’s skill, as most do not have track records long enough to distinguish skill from luck and past performance is not a reliable indicator of future performance. Moreover, those investors who are confident in their ability to select superior managers are rarely patient enough to withstand the invariable performance slumps all active managers eventually experience. Therefore, we invest with index funds and other low cost, rules-based strategies that consistently and efficiently capture desired market factors. Types of Investments In addition to diversifying clients’ accounts with mutual funds and ETFs, on a limited basis, Truepoint provides advice on private equity investments, hedge funds and institutional grade investments for qualified investors. Private equity investments carry a higher degree of risk because they are not publicly-traded and lack liquidity. Investment Risk Additional risks involved in the securities recommended by Truepoint include, among others:  Stock market risk, which is the chance that stock prices overall will decline. The market value of equity securities will generally fluctuate with market conditions. Stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. Prices of equity securities tend to fluctuate over the short term as a result of factors affecting the individual companies, industries or the securities market as a whole. Equity securities generally have greater price volatility than fixed income securities.   Sector risk, which is the chance that significant problems will affect a particular sector, or that returns from that sector will trail returns from the overall stock market. Daily fluctuations in specific market sectors are often more extreme than fluctuations in the overall market. Issuer risk, which is the risk that the value of a security will decline for reasons directly related to the issuer, such as management performance, financial leverage, and reduced demand for the issuer’s goods or services.  Non-diversification risk, which is the risk of focusing investments in a small number of issuers, industries or foreign currencies, including being more susceptible to risks associated with a single economic, political or regulatory occurrence than a more diversified portfolio might be.  Non-diversification risk, which is the risk of focusing investments in a small number of issuers, industries or foreign currencies, including being more susceptible to risks associated with a single economic, political or regulatory occurrence than a more diversified portfolio might be.  Value investing risk, which is the risk that value stocks not increase in price, not issue the anticipated stock dividends, or decline in price, either because the market fails to recognize the stock’s intrinsic value, or because the expected value was misgauged. If the market does not recognize that the securities are undervalued, the prices of those securities might not appreciate as anticipated. They also may decline in price even though in theory they are already undervalued. Value stocks are typically less volatile than growth stocks, but may lag behind growth stocks in an up market.  Smaller company risk, which is the risk that the value of securities issued by a smaller company will go up or down, sometimes rapidly and unpredictably as compared to more widely held securities. Investments in smaller companies are subject to greater levels of credit, market and issuer risk.  Foreign (non-U.S.) investment risk, which is the risk that investing in foreign securities result in the portfolio  experiencing more rapid and extreme changes in value than a portfolio that invests exclusively in securities of U.S. companies. Risks associated with investing in foreign securities include fluctuations in the exchange rates of foreign currencies that may affect the U.S. dollar value of a security, the possibility of substantial price volatility as a result of political and economic instability in the foreign country, less public information about issuers of securities, different securities regulation, different accounting, auditing and financial reporting standards and less liquidity than in the U.S. markets. Interest rate risk, which is the chance that prices of fixed income securities decline because of rising interest rates. Similarly, the income from fixed income securities may decline because of falling interest rates.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A  Credit risk, which is the chance that an issuer of a fixed income security will fail to pay interest and principal in a timely manner, or that negative perceptions of the issuer’s ability to make such payments will cause the price of that fixed income security to decline.  Exchange Traded Fund (ETF) risk, which is the risk of an investment in an ETF, including the possible loss of principal. ETFs typically trade on a securities exchange and the prices of their shares fluctuate throughout the day based on supply and demand, which may not correlate to their net asset values. Although ETF shares will be listed on an exchange, there can be no guarantee that an active trading market will develop or continue. Owning an ETF generally reflects the risks of owning the underlying securities it is designed to track. ETFs are also subject to secondary market trading risks. In addition, an ETF may not replicate exactly the performance of the index it seeks to track for a number of reasons, including transaction costs incurred by the ETF, the temporary unavailability of certain securities in the secondary market, or discrepancies between the ETF and the index with respect to weighting of securities or number of securities held.   Management risk, which is the risk that the investment techniques and risk analyses applied by Truepoint may not produce the desired results and that legislative, regulatory or tax developments, affect the investment techniques available to Truepoint. There is no guarantee that a client’s investment objectives will be achieved.  Real Estate risk, which is the risk that an investor’s investments in Real Estate Investment Trusts (“REITs”) or real estate-linked derivative instruments will subject the investor to risks similar to those associated with direct ownership of real estate, including losses from casualty or condemnation, and changes in local and general economic conditions, supply and demand, interest rates, zoning laws, regulatory limitations on rents, property taxes and operating expenses. An investment in REITs or real estate-linked derivative instruments subject the investor to management and tax risks. Investment Companies (“Mutual Funds”) risk, when an investor invests in mutual funds, the investor will bear additional expenses based on his/her pro rata share of the mutual fund’s operating expenses, including the management fees. The risk of owning a mutual fund generally reflects the risks of owning the underlying investments the mutual fund holds.  Cybersecurity risk, which is the risk related to unauthorized access to the systems and networks of Truepoint and its service providers. The computer systems, networks and devices used by Truepoint 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 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 other compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting issues 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 those entities in order to prevent any cybersecurity breaches in the future.  Alternative Investments / Private Funds risk, investing in alternative investments is speculative, not suitable for all clients, and intended for experienced and sophisticated investors who are willing to bear the high economic risks of the investment, which can include: o o loss of all or a substantial portion of the investment due to leveraging, short-selling or other speculative investment practices; lack of liquidity in that there may be no secondary market for the investment and none expected to develop; restrictions on transferring interests in the investment; o volatility of returns; o o potential lack of diversification and resulting higher risk due to concentration of trading authority when a single adviser is utilized; o absence of information regarding valuations and pricing; o delays in tax reporting; o o less regulation and higher fees than mutual funds; risks associated with the operations, personnel, and processes of the manager of the funds investing in alternative investments.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A  Closed-End Funds risk, Closed-end funds typically use a high degree of leverage. They may be diversified or non-diversified. Risks associated with closed-end fund investments include liquidity risk, credit risk, volatility and the risk of magnified losses resulting from the use of leverage. Additionally, closed-end funds may trade below their net asset value.  Structured Notes risk - o Complexity. Structured notes are complex financial instruments. Clients should understand the reference asset(s) or index(es) and determine how the note’s payoff structure incorporates such reference asset(s) or index(es) in calculating the note’s performance. This payoff calculation may include leverage multiplied on the performance of the reference asset or index, protection from losses should the reference asset or index produce negative returns, and fees. Structured notes may have complicated payoff structures that can make it difficult for clients to accurately assess their value, risk and potential for growth through the term of the structured note. Determining the performance of each note can be complex and this calculation can vary significantly from note to note depending on the structure. Notes can be structured in a wide variety of ways. Payoff structures can be leveraged, inverse, or inverse-leveraged, which may result in larger returns or losses. Clients should carefully read the prospectus for a structured note to fully understand how the payoff on a note will be calculated and discuss these issues with Truepoint. o o Market risk. Some structured notes provide for the repayment of principal at maturity, which is often referred to as “principal protection.” This principal protection is subject to the credit risk of the issuing financial institution. Many structured notes do not offer this feature. For structured notes that do not offer principal protection, the performance of the linked asset or index may cause clients to lose some, or all, of their principal. Depending on the nature of the linked asset or index, the market risk of the structured note may include changes in equity or commodity prices, changes in interest rates or foreign exchange rates, and/or market volatility. Issuance price and note value. The price of a structured note at issuance will likely be higher than the fair value of the structured note on the date of issuance. Issuers now generally disclose an estimated value of the structured note on the cover page of the offering prospectus, allowing investors to gauge the difference between the issuer’s estimated value of the note and the issuance price. The estimated value of the notes is likely lower than the issuance price of the note to investors because issuers include the costs for selling, structuring and/or hedging the exposure on the note in the initial price of their notes. After issuance, structured notes may not be re-sold on a daily basis and thus may be difficult to value given their complexity. o Liquidity. The ability to trade or sell structured notes in a secondary market is often very limited, as structured notes (other than exchange-traded notes known as ETNs) are not listed for trading on securities exchanges. As a result, the only potential buyer for a structured note may be the issuing financial institution’s broker-dealer affiliate or the broker-dealer distributor of the structured note. In addition, issuers often specifically disclaim their intention to repurchase or make markets in the notes they issue. Clients should, therefore, be prepared to hold a structured note to its maturity date, or risk selling the note at a discount to its value at the time of sale. o Credit risk. Structured notes are unsecured debt obligations of the issuer, meaning that the issuer is obligated to make payments on the notes as promised. These promises, including any principal protection, are only as good as the financial health of the structured note issuer. If the structured note issuer defaults on these obligations, investors may lose some, or all, of the principal amount they invested in the structured notes as well as any other payments that may be due on the structured notes. There also are risks surrounding various insurance products that are recommended to Truepoint clients from time to time. Such risks include, but are not limited to loss of premiums. Prior to purchasing any insurance product, clients should carefully read the policy and applicable disclosure documents. Clients are advised that they should only commit assets for management that can be invested for the long term, that volatility from investing can occur, and that all investing is subject to risk. Truepoint does not guarantee the future performance of a client’s portfolio, as investing in securities involves the risk of loss that clients should be prepared to bear. Past performance of a security or a fund is not necessarily indicative of future performance or risk of loss.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 9 — Disciplinary History Registered Investment Advisors are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of firm or integrity of the firm’s management in this item. Neither Truepoint, nor any of its employees, has any legal or disciplinary events to report.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 10 — Other Financial Industry Activities and Affiliations Financial Industry Activities No employees of Truepoint are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker dealer. Affiliations Effective April 2016, Truepoint Inc., parent of the Advisor, wholly owns RhineVest Advisors, LLC. Effective March 2021, RhineVest Advisors, LLC changed its name to Commas. Related persons of Truepoint own Truepoint Tax Counsel. Truepoint offers tax services under the Truepoint Tax Counsel name. Those services and related fees are described in a separate Agreement that is executed for those services.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 11 — Code of Ethics, Participation or Interest in Client Transactions and Personal Trading As a fiduciary, Truepoint has a duty of utmost good faith to act solely in the best interest of each of our clients. Our clients entrust us with their assets, which in turn places a high standard on our conduct and integrity. Our fiduciary duty compels all employees to act with the utmost integrity in all of our dealings. This fiduciary duty is the core principle underlying this Code of Ethics Policy and represents the expected basis of all of our dealings with our clients. This Code of Ethics consists of the following core principles:  The interests of clients will be placed ahead of the firm’s or any employee’s own investment interests. Employees are expected to act in the best interest of clients.  Employees are expected to conduct their personal securities transactions in accordance with the Personal Trading Policy and will strive to avoid any actual or perceived conflict of interest with the client.  Employees will not take inappropriate advantage of their position with the firm.  Employees shall offer and provide professional services with integrity and objectivity.  Employees are expected to comply with federal securities laws.  Employees will provide services to clients competently and maintain the necessary knowledge and skill to continue to do so in those areas in which the employee is engaged. A copy of the Code of Ethics in its entirety is available upon request to Compliance@truepointwealth.com, at Truepoint’s office address. Participation or Interest in Client Transactions Truepoint and its employees do not recommend investments in which any employee or related individual has a material financial interest. Personal Trading Truepoint and its employees may invest in the same mutual funds or ETFs as its clients based on the employee’s own unique investment goals. These transactions are not necessarily communicated to Truepoint clients.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 12 — Brokerage Practices Item 12 — Brokerage Practices Selecting Brokerage Firms/Best Execution Truepoint (“we/our”) does not maintain custody of your assets that we manage (although we may be deemed to have custody of your assets if you give us authority to withdraw assets from your account (see Item 15 – Custody, below). Your assets must be maintained in an account at a “qualified custodian,” generally a broker-dealer or bank. We may recommend that our clients use Charles Schwab & Co., Inc. (“Schwab”), Fidelity Institutional Wealth Services (“Fidelity”), or National Advisors Trust, FINRA-registered broker-dealers, members SIPC, as the qualified custodians. We are independently owned and operated and not affiliated with any broker-dealer. Fidelity, Schwab and National Advisors Trust charge commission rates that are generally considered discounted from customary retail commission rates. In seeking best execution, the determinative factor is not solely the lowest possible cost, but whether the transaction represents the best overall qualitative execution, taking into consideration the full range of a broker-dealer/custodian’s services, including execution capability, commission rates and responsiveness. Accordingly, although Truepoint will seek competitive rates, it may not necessarily obtain the lowest possible commission rates for client account transactions. Our custodians will hold your assets in a brokerage account and buy and sell securities when we instruct them to. While we may recommend that you use a specific custodian, you will decide whether to do so and open your account with them by entering into an account agreement directly with them. We do not open the account for you. How We Select Brokers/Custodians We seek to recommend a custodian/broker who will hold your assets and execute transactions on terms that are overall most advantageous when compared with other available providers and their services. We consider a wide range of factors, including these:  Combination of transaction execution services along with asset custody services (generally without a separate fee for custody);  Capability to execute, clear, and settle trades (buy and sell securities for your account)  Capabilities to facilitate transfers and payments to and from accounts (wire transfers, check requests, bill payment, etc.)  Breadth of investment products made available (stocks, bonds, mutual funds, exchange-traded funds (ETFs), etc.)  Availability of investment research and tools that assist us in making investment decisions  Quality of services  Competitiveness of the price of those services (commission rates, margin interest rates, other fees, etc.) and willingness to negotiate them  Reputation, financial strength, and stability of the provider  Their prior service to us and our other clients  Availability of other products and services that benefit us, as discussed below (see “Products and Services Available to Us from Custodians”) Products and Services Available to Us from Custodians Fidelity provides Truepoint with Fidelity’s “platform services”. The platform services include, among others, brokerage, custodial, administrative support, record keeping and related services that are intended to support us in conducting business and in serving the best interests of our clients. In addition, as part of our arrangement with Fidelity, we also receive discounts on certain third-party software applications that are used by us to manage accounts for which we have investment discretion. As a result, Truepoint may have an incentive to continue to use or expand the use of Fidelity’s services. Schwab provides our clients and us with access to its institutional brokerage—trading, custody, reporting, and related services—many of which are not typically available to Schwab retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. In addition, Schwab makes available investment research, both the custodians’ own and that of third parties. We may use this research to service all or some substantial number of our clients’ accounts, including accounts not maintained at the custodian providing the investment research.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Services that Generally Benefit Only Us Our custodians also offer other services intended to help us manage and further develop our business enterprise. These services include: technology, compliance, legal, and business consulting;  educational conferences and events;   publications and conferences on practice management and business succession; and  access to employee benefits providers, human capital consultants, and insurance providers. Our custodians may provide some of these services themselves. In other cases, they will arrange for third-party vendors to provide the services to us. Our custodians may also discount or waive their fees for some of these services or pay all or a part of a third party’s fees. Our custodians may also provide us with other benefits such as occasional business entertainment of our personnel. Soft Dollars Truepoint and its employees do not receive any financial compensation from brokerage referrals, nor does it receive any targeted or customized research, etc. As part of the Institutional Wealth Services division of Fidelity, Truepoint will receive general research reports and newsletters that all such advisors receive. Any research services provided by Fidelity may be of benefit to all of our clients and not only clients having accounts at Fidelity. Order Aggregation On occasion, when initiating a global transaction in all client portfolios, trades in the same security will be bunched in a single order (a “block”) in an effort to obtain best execution at the best security price available. When employing a block trade:  We will attempt to fill client orders by day-end;   If the block order is not filled by day-end, shares will be allocated to underlying accounts on a pro rata basis, adjusted as necessary to keep client transaction costs to a minimum and in accordance with specific account guidelines; If a block order is filled (full or partial fill) at several prices through multiple trades, an average price and commission will be used for all trades executed;  All accounts receiving securities from the block trade will receive the average price; and  Only trades executed within the block on the single day may be combined for purposes of calculating the average price.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 13 — Review of Accounts Description Members of Truepoint’s investment team monitor accounts on a daily basis. With the use of software, portfolios are reviewed daily and rebalanced, as necessary, to the client’s targeted allocations as noted in the client’s Investment Policy Statement. Regular Reports As mentioned previously, Truepoint recommends independent, qualified custodians to hold client assets. Custodians directly provide clients with accounts statements at least quarterly. Truepoint provides clients with access to performance reporting detailing positions on an account level, as well as the asset allocation of the overall portfolio. Clients are encouraged to compare the information presented by Truepoint with the statements that are received from the custodian.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 14 — Client Referrals and Other Compensation Incoming Referrals We do not directly compensate for referrals. Referrals Out We refer business to estate planning attorneys, accountants and insurance brokers. We may receive client referrals from individuals or firms to whom we refer business. Truepoint does not directly pay for the referrals which it receives. Other Compensation We receive an economic benefit from Schwab in the form of the support products and services it makes available to us and other independent investment advisors that have their clients maintain accounts at Schwab. These products and services, how they benefit us, and the related conflicts of interest are described above (see Item 12 – Brokerage Practices). The availability of Schwab’s products and services to us is not based on our giving particular investment advice, such as buying particular securities for our clients. Retirement Plan Accounts When Truepoint provides investment advice to you regarding your retirement plan account or individual retirement account, Truepoint is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way Truepoint makes money creates some conflicts with your interests, so Truepoint operates under a special rule that requires Truepoint to act in your best interest and not put our interest ahead of yours.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 15 — Custody All client assets are held at independent, qualified custodians. For certain clients, Truepoint is deemed to have custody because it has the ability to withdraw funds and securities from the client’s account and/or directly debit fees. As required, Truepoint has engaged a Certified Public Accountant to conduct surprise examinations of its process annually. Clients will receive monthly or quarterly account statements directly from the custodian where these assets are held. Truepoint urges clients to carefully review these statements and compare those statements with information they receive from Truepoint.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 16 — Investment Discretion Discretionary Authority for Trading Clients may hire Truepoint to provide investment management services, in which case we place trades in a client’s account without contacting the client prior to each trade to obtain the client’s permission. Limited Power of Attorney We utilize a limited power of attorney to perform investment management services on behalf of our clients. As indicated, our investment management process employs a rebalancing strategy. This requires a client to pre- authorize Truepoint to execute transactions, which will return the portfolio to its targeted allocation.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 17 — Voting Client Securities Proxy Voting Policy Truepoint does not accept the authority to and does not vote proxies on behalf of clients. Clients retain the responsibility for receiving and voting proxies for all and any securities maintained in client portfolios.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 18 — Financial Information Truepoint is not required to disclose any financial information pursuant to this item due to the following: a) Truepoint does not require or solicit the prepayment of more than $1,200 in fees six months or more in advance of rendering services; b) Truepoint is unaware of any financial condition that is reasonably likely to impair its ability to meet its contractual commitments relating to its discretionary authority over certain client accounts; and c) Truepoint has never been the subject of a bankruptcy petition. 

SEC Form ADV Part 2A Firm Brochure COMMAS March 31, 2025 This brochure provides clients and prospective clients with information about Commas and the qualifications, business practices, and nature of its services that should be carefully considered before becoming an advisory client. If you have any questions about the content of this brochure, please contact Commas at 513-301-2871 or hello@usecommas.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission (SEC) or any state securities administrator. Commas is wholly owned by Truepoint, Inc. Additional information about Truepoint, Inc. is available on the SEC’s website at www.adviserinfo.sec.gov. While the firm and its associates may be registered and/or licensed within a particular jurisdiction, that registration and/or licensing in itself does not imply an endorsement by any regulatory authority, nor does it imply a certain level of skill or training on the part of the firm or its associated personnel. Commas 1355 Walnut Street Cincinnati, OH 45202 (P) 513-301-2871 www.usecommas.com  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 2 — Material Changes Since our last annual update filed March 27, 2024, the following are the material changes made to this brochure: In March 2025, the following updates were made to this brochure:  o o Item 10 was updated to disclose other financial affiliations of Commas. Item 14 was updated to remove a conflict of interest that does not exist since Commas does not currently have any solicitor relationships.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A 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 and Side-By-Side Management Item 7 — Types of Clients Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Item 9 — Disciplinary Information Item 10 — Other Financial Industry Activities and Affiliations Item 11 — Code of Ethics, Participation or Interest in Client Transactions and 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 Important Information Throughout this document Commas may also be referred to as “the firm,” “firm,” “our,” “we” or “us.” The client or prospective client may be also referred to as “you,” “your,” etc., and refers to a client engagement involving a single person as well as two or more persons, and may refer to natural persons and legal entities. In addition, the term “advisor” and “adviser” are used interchangeably where accuracy in identification is necessary (i.e., Internet address, etc.).  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 4 — Advisory Business Description of the Firm Commas is a wholly owned subsidiary of Truepoint, Inc. (“Truepoint”). As of 12/31/2024, Commas had $170,799,233 in assets under management managed on a discretionary basis and $781,560 in assets under management managed on a non-discretionary basis. Description of Advisory Services Offered Our firm’s financial planning services provide clients with advice on key topics such as cash flow and budgeting, debt management, funding a college education, retirement planning, social security, and risk management, estate or tax planning, among others. During or prior to your first meeting with a representative of our firm you will be provided with our current Form ADV Part 2 brochure that includes a statement involving our firm’s privacy policy, as well as a copy of a brochure supplement from your investment advisor representative who will be assisting you. Our firm will also ensure that we have disclosed any material conflicts of interest that could be reasonably expected to impair the rendering of unbiased and objective advice. Should you wish to engage Commas for its services, you must first execute our client engagement agreement. Thereafter discussion and analysis will be conducted to determine your financial needs, goals, holdings, etc. Depending on the scope of the engagement, you may be asked to provide copies of the following documents early in the process:  Wills, codicils and trusts Insurance policies   Mortgage information  Student loans  Tax returns  Divorce decree or separation agreement  Current financial specifics including W-2s or 1099s  Information on current retirement plans and benefits provided by your employer  Statements reflecting current investments in retirement and non-retirement accounts  Employment or other business agreements you may have in place  Completed risk profile questionnaires or other forms provided by our firm It is important that we are provided with an adequate level of information and supporting documentation throughout the term of the engagement including but not limited to: source of funds, income levels, and an account holder or attorney-in-fact’s authority to act on behalf of the account, among other information that may be necessary for our services. The information and/or financial statements provided to us need to be accurate. Our firm may, but is not obligated to, verify the information that you have provided to us which will then be used in the advisory process. It is essential that you inform our firm of significant issues that may call for an update to your plan. Events such as changes in employment or marital status, an unplanned windfall, etc., can have an impact on your circumstances and plans. Our firm needs to be aware of such events so that adjustments may be made as necessary. Financial Planning Services Financial planning services may be as broad-based or narrowly focused as you desire. The incorporation of most or all of the listed components allows not only a thorough analysis but also a refined focus of your plans so that the firm is able to assist you in reaching your goals and objectives. Student Debt Consultation A comprehensive review of your student loans and current financial situation. We will discuss strategies for debt repayment, consolidation strategies, and other financing options available to you. In addition, we may provide recommendations on where to save money to facilitate debt repayment. Risk Management A risk management review includes an analysis of your exposure to major risks that could have a significant adverse impact on your financial picture, such as premature death, disability, property and casualty losses, or the need for long-term care planning. Advice may be provided on ways to minimize such risks and about weighing the costs of  SEC FORM ADV PART 2A SEC FORM ADV PART 2A purchasing insurance versus the benefits of doing so and, likewise, the potential cost of not purchasing insurance (“self-insuring”). Employee Benefits A review is conducted and analysis is made as to whether you, as an employee, are taking maximum advantage of your employee benefits. We will also offer advice on your employer-sponsored retirement plan and/or stock options, along with other benefits that may be available to you. Social Security Benefits A review of the social security benefits available to you. We will provide you with your expected social security distributions and examine different filing strategies based upon your specific financial objectives. Personal Retirement Planning Retirement planning services typically include projections of your likelihood of achieving your financial goals, with financial independence usually the primary objective. For situations where projections show less than the desired results, a recommendation may include showing you the impact on those projections by making changes in certain variables (i.e., working longer, saving more, spending less, taking more risk with investments). If you are near retirement or already retired, advice may be given on appropriate distribution strategies to minimize the likelihood of running out of money or having to adversely alter spending during your retirement years. When Commas provides investment advice to you regarding your retirement plan account or individual retirement account, Commas is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way Commas makes money creates some conflicts with your interests, so Commas operates under a special rule that requires Commas to act in your best interest and not put our interest ahead of yours. Education Planning Advice involving college funding may include projecting the amount that will be needed to achieve postsecondary education funding goals, along with savings strategies and the “pros-and-cons” of various college savings vehicles that are available. We are also available to review your financial picture as it relates to eligibility for financial aid or the best way to contribute to family members, such as grandchildren, if appropriate. Tax Strategies Advice may include ways to minimize current and future income taxes as a part of your overall financial planning picture. For example, recommendations may be offered as to which type of account(s) or specific investments should be owned based in part on their “tax efficiency,” with consideration that there is always a possibility of future changes to federal, state or local tax laws and rates that may impact your situation. Investment Consultation Investment consultation services often involve providing information on the types of investment vehicles available, employee retirement plans and/or stock options, investment analysis and strategies, asset selection and portfolio design, as well as limited assistance if your investment account is maintained at another broker/dealer or custodian. The strategies and types of investments that may be recommended are further discussed in Item 8 of this brochure. General Information Commas does not provide legal or accounting services. With your consent, we may work with other professionals, such as your estate planning attorney, to assist with the coordination and implementation of accepted strategies. You should be aware that these other advisors will charge you separately for their services and these fees will be in addition to our own advisory fees. Our firm will use its best judgment and good faith effort in rendering its services. We cannot warrant or guarantee the achievement of a planning goal or any particular level of account performance or that your account will be profitable over time. Past performance is not necessarily indicative of future results. Except as may otherwise be provided by law, our firm will not be liable to the client, heirs, or assignees for any loss an account may suffer by reason of an investment decision made or other action taken or omitted in good faith by our firm with that degree of care, skill, prudence and diligence under the circumstances that a prudent person acting in a fiduciary capacity would use; any loss arising from our adherence to your direction or that of your legal agent; any act or failure to act by a service provider maintaining an account. Federal and state securities laws impose liabilities under certain circumstances on persons who act in good faith and, therefore, nothing contained in this document or  SEC FORM ADV PART 2A SEC FORM ADV PART 2A our client engagement agreement shall constitute a waiver of any rights that a client may have under federal and state securities laws. Education Commas offers education services to businesses where the Firm may present educational, financial and other content to employees. The employer is charged an hourly rate which includes the time spent preparing and presenting. This hourly charge is $350, but is negotiable depending on the client. Retirement Plan Services Commas offers investment advisory services to qualified retirement plans. When serving in a discretionary investment advisory capacity for a plan, Commas is in a status defined by section 3(38) of the Employee Retirement Income Security Act of 1974 (“ERISA”). As a discretionary investment advisor to such plans, Commas assumes the fiduciary responsibility for the selection, monitoring, and replacement of investment options of the plan. In its role as a 3(38) fiduciary, Commas is only responsible for the plan investments selected by Commas. Commas has no responsibility for those plan investments maintained in the plan by direction of the plan sponsor/trustees or any other person or entity. Furthermore, the plan sponsor/trustees should be aware that they retain all of their fiduciary duties, obligations, and responsibilities pursuant to applicable law. When serving in a non-discretionary capacity for a plan, Commas is in a status defined by section 3(21) of ERISA. In this capacity, Commas assumes no fiduciary responsibility for the completion of an investment policy statement or any aspect of the definition, selection, maintenance, or replacement of any plan investment options. Commas only provides information to the plan sponsor/trustees regarding investment option style parameters and performance reporting. The plan sponsor/trustees exercise full authority over the selection of plan investment options and may, or may not, utilize the information provided by Commas as part of their decision making process. Commas may also provide certain information and services to plans or plan sponsors/trustees to help these parties meet their management and fiduciary obligations to the plan. These other services may include the following:  Assist with platform provider search and plan setup  Plan review  Plan participant education and communication  Acting as a third party service liaison  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 5 — Fees and Compensation Fee Description Commas provides investment management through a third party firm. Clients are assessed a monthly fee of $85 and accounts are billed an annualized asset-based fee of 1.00%. This fee is distributed as follows based on how the account is opened with us: Betterment Advisors Network Betterment for Advisors Commas 0.75% Betterment 0.25% “All in” 1.00% Commas 0.88% Betterment 0.12% “All in” 1.00% Betterment 401(k) Commas 0.85% Betterment 0.15% “All in” 1.00% Fees are billed monthly in arrears. For billing purposes, the annual rate in the table above is converted to a daily rate, and this daily rate is multiplied by the account’s ending daily value. The sum of these daily values is then billed to accounts on a monthly basis. In certain instances, Commas may utilize other qualified custodians like Fidelity or Schwab. In these cases, Commas retains the full 1.00% fee. For these custodians, fees are billed quarterly in arrears. Discounting of Advisory Fees The services to be provided and their specific fees will be detailed in each engagement agreement. Our published fees may be discounted with the final decision to be made by our firm. We strive to offer fees that are fair and reasonable in light of the experience of our firm and the services to be provided to our clients. Additional Client Fees Any transactional or service fees (sometimes termed brokerage fees), individual retirement account fees, qualified retirement plan fees, account termination fees, or wire transfer fees will be borne by the account holder and per the separate fee schedule of the custodian of record. Fees paid by our clients to our firm for our advisory services are separate from any of these fees or other similar charges. In addition, advisory fees paid to our firm for its services are separate from internal fees associated with mutual funds, ETFs, exchange-traded notes (ETNs) or other investments of this type. Per annum interest at the current statutory rate in which the client resides may be assessed on fee balances due more than 30 days, and we may refer past due accounts to collections or legal counsel for processing. We reserve the right to suspend some or all services once an account is deemed past due. Additional information about our fees in relationship to our brokerage practices are noted in Items 12 and 14 of this document. External Compensation for the Sale of Securities to Clients Our firm does not charge or receive a commission or a mark-up on securities transactions, nor will the firm or an associate be paid a commission on the purchase of a securities holding that is recommended to a client. We do not receive “trailer” or SEC Rule 12b-1 fees from an investment company that may be recommended to a client. Fees charged by such issuers are detailed in prospectuses or product descriptions and interested investors are always encouraged to read these documents before investing. Our firm and its associates receive none of these described or similar fees or charges. Our clients retain the option to purchase recommended or similar investments through their own service provider. Termination of Services Either party may terminate the agreement at any time by communicating the intent to terminate in writing. If you verbally notify our firm of the termination and, if in two business days following this notification we have not received your notice in writing, we will make a written notice of the termination in our records and send you our own termination notice as a substitute. Our firm will not be responsible for investment allocation, advice or transactional services (except for limited closing transactions) upon receipt of a termination notice. It will also be necessary that we inform the custodian of record that the relationship between parties has been terminated.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 6 — Performance-Based Fees and Side-By-Side Management Our firm’s advisory fees will not be based on a share of capital gains or capital appreciation (growth) of any portion of managed funds, also known as performance-based fees. Our fees will also not be based on side by-side management, which refers to a firm simultaneously managing accounts that do pay performance-based fees (such as a hedge fund) and those that do not.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 7 — Types of Clients We provide our budgeting and financial planning services to individuals and families of all investment experience. We do not require minimum income, minimum asset levels or other similar preconditions for our services through this form of engagement. We reserve the right to waive or reduce certain fees based on unique individual circumstances, special arrangements or preexisting relationships.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 8 — Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis and Investment Strategies Our advisors meet with clients individually to fully develop client goals and objectives, assess risk tolerance based on additional qualitative and quantitative factors, and re-adjust portfolio allocations, if necessary. We believe that the combination of an experienced advisor leveraging a sophisticated technology platform provides the best opportunity for our clients to reach their goals. Commas’ core principles are rooted in the belief that investors are best served by a low-cost, passive investment strategy. In particular, our investment philosophy is driven by the belief that low-cost, passive management via a portfolio of exchange-traded funds (ETFs), outperforms active management on an after-tax, net-of-fees basis. We will work with our clients to construct portfolios using highly liquid, index-tracking ETFs to ensure clients gain the desired asset exposure at the lowest total cost of ownership. Our equity allocation maintains a slight tilt towards value and small-cap stocks in the U.S. and achieves further diversification through the ownership of international and emerging stocks. The recommended bond allocations balance the returns of each asset class versus the risks associated with interest rate, credit, and geopolitical risk. In determining the client’s long-term investment objectives, Commas helps clients understand the inherent risks involved in investing in the capital markets. As with all investment securities, including mutual funds and ETFs, there is a risk of loss of both income and principal. Clients should not assume that future performance of any specific investment or investment strategy, including those recommended by Commas, will be profitable or achieve any specific performance level. Investment Strategy and Method of Analysis Material Risks Our firm believes its strategies and investment recommendations are designed to produce the appropriate potential return for the given level of risk; however, there is no guarantee that an investment objective will be achieved. Investing in securities involves risk of loss that clients should be prepared to bear. We have offered examples of such risk in the following paragraphs, and we believe it is important that our clients review and consider each of them risk prior to investing. Company Risk When investing in securities, such as stocks, there is always a certain level of company or industry-specific risk that is inherent in each company or issuer. There is the risk that the company will perform poorly or have its value reduced based on factors specific to the company or its industry. This is also referred to as unsystematic risk and can be reduced or mitigated through diversification. Credit Risk The value of a fixed income security may decline, or the issuer or guarantor of that security may fail to pay interest or principal when due, as a result of adverse changes to the issuer’s or guarantor’s financial status and/or business. In general, lower-rated securities carry a greater degree of credit risk than higher-rated securities. ETF Risks The risk of owning ETFs reflect their underlying securities (e.g., stocks, bonds, etc.). These forms of securities typically carry additional expenses based on their share of operating expenses and certain brokerage fees, which may result in the potential duplication of certain fees. Financial Risk Excessive borrowing to finance a business operation increases profitability risk because the company must meet the terms of its obligations in good times and bad. During periods of financial stress, the inability to meet loan obligations may result in bankruptcy and/or a declining market value. Index Investing Certain ETFs have the potential to be affected by “active risk” (or “tracking error risk”), which might be defined as a deviation from a stated benchmark. Inflation Risk When any type of inflation is present, a dollar next year will not buy as much as a dollar today because purchasing power is eroding at the rate of inflation.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Interest Rate Risk Generally, the value of fixed income securities will change inversely with changes in interest rates. The risk that changes in interest rates will adversely affect investments will be greater for longer-term fixed income securities than for shorter-term fixed income securities. Market Risk When the stock market as a whole or an industry as a whole falls, it can cause the prices of individual stocks to fall indiscriminately. This is also called systemic or systematic risk. Passive Investing A portfolio that employs a passive, efficient markets approach has the potential risk at times to generate lower-than- expected returns for the broader allocation than might be the case for a more narrowly focused asset class, and the return on each type of asset may be a deviation from the average return for the asset class. Political Risk The risk of financial or market loss because of political decisions or disruptions in a particular country or region, and may also be known as “geopolitical risk.” QDI Ratios While various investment holdings may be known for their potential tax-efficiency and higher “qualified dividend income” (QM) percentages, there are asset classes within these investment vehicles or holding periods within that may not benefit. Shorter holding periods, as well as commodities and currencies that may be part of an ETF, may be considered “non-qualified” under certain tax code provisions. A holding’s QDI will be considered when tax-efficiency is an important aspect of the client’s portfolio. Research Data When research and analyses are based on commercially available software, rating services, general market and financial information, or due diligence reviews, a firm is relying on the accuracy and validity of the information or capabilities provided by selected vendors, rating services, market data, and the issuers themselves. While our firm makes every effort to determine the accuracy of the information received, we cannot predict the outcome of events or actions taken or not taken, or the validity of all information researched or provided which may or may not affect the advice on or investment management of an account. Cybersecurity Risk Cybersecurity risk, which is the risk related to unauthorized access to the systems and networks of Commas and its service providers. The computer systems, networks and devices used by Commas 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 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 other compliance costs; as well as the inadvertent release of confidential information. Similar adverse consequences could result from cybersecurity breaches affecting issues 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 those entities in order to prevent any cybersecurity breaches in the future.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 9 — Disciplinary History Neither the firm nor its management has been involved in a material criminal or civil action in a domestic, foreign or military jurisdiction, an administrative enforcement action, or self-regulatory organization proceeding that would reflect poorly upon our offering advisory business or its integrity.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 10 — Other Financial Industry Activities and Affiliations Firm policies require associated persons to conduct business activities in a manner that avoids conflicts of interest between the firm and its clients, or that may be contrary to law. We will provide disclosure to each client prior to and throughout the term of an engagement regarding any conflicts of interest involving its business relationships that might reasonably compromise its impartiality or independence. Our firm is not registered nor has an application pending to register as a Financial Industry Regulatory Authority (FINRA) or National Futures Association (NFA) member firm, nor are we required to be registered with such entities. Neither our firm nor its management is or has a material relationship with any of the following types of entities : insurance company or insurance agency lawyer or law firm  accounting firm or accountant  bank, credit union or thrift institution    pension consultant     real estate broker or dealer sponsor or syndicator of limited partnerships trust company issuer of a security, to include 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) Upon your request, you may be provided a referral to various professionals, such as an accountant, attorney or insurance representative. While these referrals are based on our best information, we do not guarantee the quality or adequacy of the work provided by these referred professionals. We do not have an agreement with or receive fees from these professionals for these informal referrals. Any fees charged by these other entities for their services are completely separate from fees charged by our firm. Commas is a wholly-owned subsidiary of Truepoint Inc. dba Truepoint Wealth Counsel. Investment advisory services are also offered through Truepoint Wealth Counsel, and a complete description of the services offered in that program is available in the Truepoint Wealth Counsel Part 2A Brochure. Truepoint Institutional Advisors, LLC is wholly owned by Truepoint. Truepoint offers advisory services to institutions under the Truepoint Institutional Advisors name. A complete description of this program is available in the Truepoint Institutional Advisors Part 2A Brochure. Related persons of Truepoint, Inc. own Truepoint Tax Counsel. Commas clients may receive tax services from Truepoint Tax Counsel. Those services and related fees are described in a separate Agreement that is executed for those services.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 11 — Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Commas holds itself to a fiduciary standard, which means the firm and its associates will act in the utmost good faith, performing in a manner believed to be in the best interest of its clients. Our firm believes that business methodologies, ethics rules, and adopted policies are designed to eliminate or at least minimize material conflicts of interest and to appropriately manage any material conflicts of interest that may remain. You should be aware that no set of rules can possibly anticipate or relieve all material conflicts of interest. Our firm will disclose to its advisory clients any material conflict of interest relating to the firm, its representatives, or any of its employees which could reasonably be expected to impair the rendering of unbiased and objective advice. Code of Ethics Description We have adopted a Code of Ethics that establishes policies for ethical conduct for our personnel. Our firm accepts the obligation not only to comply with applicable laws and regulations but also to act in an ethical and professionally responsible manner in all professional services and activities. Firm policies include prohibitions against insider trading, circulation of industry rumors, and certain political contributions, among others. Our firm periodically reviews and amends its Code of Ethics to ensure that it remains current, and requires firm personnel to annually attest to their understanding of and adherence to the firm’s Code of Ethics. A copy of the firm’s Code of Ethics is made available to any client or prospective client upon request. Statement Involving our Privacy Policy We respect the privacy of all clients and prospective clients (collectively termed “customers”), both past and present. It is recognized that you have entrusted our firm with non-public personal information and it is important that both access persons and customers are aware of firm policy concerning what may be done with that information. The firm collects personal information about customers from the following sources:   Information clients provide to complete their financial plan or investment recommendation; Information customers provide in engagement agreements and other documents completed in connection with the opening and maintenance of an account; Information customers provide verbally; and Information received from service providers, such as custodians, about customer transactions.   The firm does not disclose non-public personal information about our customers to anyone, except in the following circumstances:  When required to provide services our customers have requested;  When our customers have specifically authorized us to do so;  When required during the course of a firm assessment (i.e., independent audit); or  When permitted or required by law (i.e., periodic regulatory examination). Within the firm, access to customer information is restricted to personnel that need to know that information. All access persons and service providers understand that everything handled in firm offices are confidential and they are instructed not to discuss customer information with someone else that may request information about an account unless they are specifically authorized in writing by the customer to do so. This includes, for example, providing information about a spouse’s IRA or to children about a parent’s account. To ensure security and confidentiality, the firm maintains physical, electronic, and procedural safeguards to protect the privacy of customer information. The firm will provide you with its privacy policy on an annual basis per federal law and at any time, in advance, if firm privacy policies are expected to change. Investment Recommendations Involving a Material Financial Interest and Conflicts of Interest Neither the firm nor an associate is authorized to recommend to a client, or effect a transaction for a client, involving any security in which the firm or a “related person” (e.g., associate, an immediate family member, etc.) has a material financial interest, such as in the capacity as a board member, underwriter or advisor to an issuer of securities, etc. An associate is prohibited from borrowing from or lending to a client unless the client is an approved financial institution.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Our firm remains focused on ensuring that its offerings are based upon the needs of its clients, not resultant fees received for such services. We want to note that you are under no obligation to act on a recommendation from our firm and, if you elect to do so, you are under no obligation to complete them through our firm or a service provider whom we may recommend. Firm/Personnel Purchases of Same Securities Recommended to Clients and Conflicts of Interest Our firm does not trade for its own account (e.g., proprietary trading). The firm’s related persons may buy or sell securities that are the same as, similar to, or different from, those recommended to clients for their accounts, and this poses a conflict of interest. We mitigate this conflict by ensuring that we have policies and procedures in place to ensure that the firm or a related person will not receive preferential treatment over a client. In an effort to reduce or eliminate certain conflicts of interest involving personal trading (i.e., trading ahead of client recommendation, etc.), firm policy may require that we periodically restrict or prohibit related parties’ transactions. Any exceptions must be approved in writing by our Chief Compliance Officer, and personal trading accounts are reviewed on a quarterly or more frequent basis. Please refer to Item 6 of our Form ADV Part 2B for further details.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 12 — Brokerage Practices Factors Used to Select Broker/Dealers for Client Transactions Commas does not maintain physical custody of your assets. Your account must be maintained by a qualified custodian (generally a broker/dealer, bank or trust company) that is frequently reviewed for its capabilities to serve in that capacity by their respective industry regulatory authority. Our firm is not a custodian nor is there an affiliate that is a custodian. We do not accept referral compensation from a service provider that we may recommend to our clients; however, we utilize Betterment as our preferred custodian, and we receive a range of additional services and discounts from Betterment through their institutional brokerage platform — trading, custody, reporting and related services — many of which are not typically available to Betterment retail customers. Betterment also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. These may also benefit our advisory firm but may not directly benefit a client account. For certain clients, we may recommend other qualified custodians like Charles Schwab & Co., Inc. (“Schwab”) or Fidelity Institutional Wealth Services (“Fidelity”), FINRA-registered broker-dealers, members SIPC. We are independently owned and operated and not affiliated with any broker-dealer. Fidelity provides us with Fidelity’s “platform services”. The platform services include, among others, brokerage, custodial, administrative support, record keeping and related services that are intended to support us in conducting business and in serving the best interests of our clients. In addition, we also receive discounts on certain third-party software applications that are used by us to manage accounts for which we have investment discretion. As a result, Commas may have an incentive to continue to use or expand the use of Fidelity’s services. Schwab provides our clients and us with access to its institutional brokerage—trading, custody, reporting, and related services—many of which are not typically available to Schwab retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts, while others help us manage and grow our business. In addition, Schwab makes available investment research, both the custodians’ own and that of third parties. We may use this research to service all or some substantial number of our clients’ accounts, including accounts not maintained at the custodian providing the investment research. Best Execution In seeking best execution, the determinative factor is not the lowest possible cost, but whether the transaction represents the best overall qualitative execution, taking into consideration the full range of a broker-dealer/custodian’s services, including among others, the value of research provided, execution capability, commission rates, and responsiveness. Commas seeks competitive rates but may not necessarily obtain the lowest possible commission rates for client transactions. Directed Brokerage We do not require or engage in directed brokerage involving investment consultation accounts, nor do we believe we are obligated to seek better execution services or prices from any provider. Since transactions are completed at a service provider of the plan’s choice they may pay more for their transactions. Aggregating Securities Transactions Our firm is not engaged for continuous supervision of the account through an investment consultation agreement, nor do we have the type of investment authority over an account allowing aggregating (“batching”) trades. Note that when trades are completed independently the account holder may pay more for the transaction than those accounts where trades have been aggregated.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 13 — Review of Accounts Schedule for Periodic Review of Client Accounts Periodic financial check-ups or reviews are recommended. We believe they should occur on an annual basis whenever practical. Reviews will be conducted by your assigned investment advisor representative who is associated with our firm and typically involve analysis and possible revision of your previous financial plan or investment allocation. A copy of revised plans or asset allocation reports will be provided to the client upon request. Review of Client Accounts on Non-Periodic Basis You should contact our firm for additional reviews when you anticipate or have experienced changes in your financial situation (i.e., changes in employment, an inheritance, the birth of a new child, etc.), or should you prefer to change requirements involving your investment account. Content of Client Provided Reports and Frequency Whether you have opened and maintained an investment account on your own or with our assistance, you will receive account statements sent directly from mutual fund companies, transfer agents, plan administrators, custodians or brokerage companies where your investments are held. We urge you to carefully review these account statements for accuracy and clarity, and to ask questions when something is not clear. Our firm may provide portfolio “snapshots” if we are engaged to provide periodic asset allocation or investment advice, but we do not provide ongoing performance reporting through our financial planning service. You should carefully review and compare account statements that you have received from your custodian with any report you may receive from any source, including our advisory firm, if that report contains account performance information.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 14 — Client Referrals and Other Compensation Beyond what had been previously disclosed in Item 12, our firm does not receive economic benefit from an external source that we may recommend. We do not engage in solicitation activities involving unregistered persons. We may have arrangements in place with third parties whereby Commas provides compensation for client referrals. Solicitation arrangements inherently give rise to potential conflicts of interest because solicitors receive an economic benefit for the recommendation of advisory services. Commas addresses these conflicts through this disclosure. If a client is introduced to Commas by a solicitor, Commas has agreed to pay the solicitor a referral fee in accordance with the requirements of Rule 206(4)-1 of the Advisers Act and any corresponding state securities law requirements. Any referral fees incurred for successful solicitations are paid solely from Commas investment management fee, and do not result in any additional charge to the client. If the client is introduced to Commas by a solicitor, the solicitor is required to provide the client with a copy of Commas’ written disclosure brochure which meets the requirements of Rule 206(4)-1 of the Advisers Act and a copy of the solicitor’s disclosure statement containing the terms and conditions of the solicitation arrangement, including the compensation the solicitor is to receive.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 15 — Custody All client assets are held at independent, qualified custodians. Your custodian of record will provide you with investment account transaction confirmations and account statements, which will include all debits and credits for that period. Statements are provided on at least a quarterly basis or as transactions occur within your account. Our firm will not create an account statement for a client or serve as the sole recipient of an account statement. Should you ever receive a report from our firm that includes investment performance information, you are urged to carefully review and compare your account statements you have received directly from the custodian of record with any performance-related report from our firm.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 16 — Investment Discretion Clients provide Commas with investment discretion on their behalf, pursuant to a grant of limited power or attorney contained in Commas’ client agreement. By granting Commas discretion, a client authorizes Commas to direct securities transactions and determine which securities are bought and sold, the total amount to be bought and sold, and the costs at which the transactions will be effected. Clients may not impose limitations in the form of specific constraints on any of these areas of discretion.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 17 — Voting Client Securities You may periodically receive proxies or other similar solicitations sent directly from their custodian or transfer agent. Should we receive a duplicate copy, note that we do not forward these or any correspondence relating to the voting of your securities, class action litigation, or other corporate actions. Our firm does not vote proxies on behalf of an account. We do not offer guidance on how to vote proxies, nor will we offer guidance involving any claim or potential claim in any bankruptcy proceeding, class action securities litigation or other litigation or proceeding relating to securities held at any time in a client account, including, without limitation, to file proofs of claim or other documents related to such proceeding, or to investigate, initiate, supervise or monitor class action or other litigation involving client assets. We will answer limited questions with respect to what a proxy voting request or other corporate matter may be and how to reach the issuer or their legal representative. Clients maintain exclusive responsibility for directing the manner in which proxies solicited by issuers of securities that are beneficially owned by them shall be voted, as well as making all other elections relative to mergers, acquisitions, tender offers or other legal matters or events pertaining to their holdings. Clients should consider contacting the issuer or their legal counsel involving specific questions they may have with respect to a particular proxy solicitation or corporate action.  SEC FORM ADV PART 2A SEC FORM ADV PART 2A Item 18 — Financial Information Commas is not required to disclose any financial information pursuant to this item due to the following:  Commas does not require or solicit the prepayment of more than $1,200 in fees six months or more in advance of rendering services;  Commas is unaware of any financial condition that is reasonably likely to impair its ability to meet its contractual commitments relating to its discretionary authority over certain client accounts; and  Commas has never been the subject of a bankruptcy petition.