SEAL COVE CAPITAL LLC

Seal Cove Capital, LLC 3431 Rambow Drive Palo Alto, CA 94306 (415) 306-2583 Item 1 – Firm Brochure (Form ADV Part 2A) March 24, 2025 This brochure provides information about the qualifications and business practices of SCC. If you have any questions about the contents of this brochure, please contact us at the phone number listed above. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Registration (e.g. “registered investment advisor”) does not imply a certain level of skill or training. Additional information about SCC is also available on the SEC’s website at www.adviserinfo.sec.gov. Page 1 of 17  Item 2 – Material Changes Pursuant to SEC rules, SCC will ensure that Clients receive a summary of any material changes to this and subsequent disclosure brochures within 120 days after the Firm’s fiscal year end, December 31. This means that if there were any material changes over the past year, Clients will receive a summary of those changes no later than April 30. At that time, SCC will also offer a copy of its most current disclosure brochure and may also provide other ongoing disclosure information about material changes as necessary. If there are no material changes over the past year, no notices will be sent. Clients and prospective Clients can always receive the most current disclosure brochure for SCC at any time by contacting their investment advisor representative. This is a new brochure as of March 24, 2025. Page 2 of 17  1 1 2 4 5 7 7 7 12 12 13 14 15 16 16 17 17 17 Item 3 – Table of Contents Item 1 – Firm Brochure (Form ADV Part 2A) 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, Conflicts of Interest, 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 Page 3 of 17  Item 4 – Advisory Business Firm Description Seal Cove Capital, LLC (“SCC” or the “Firm”) is an SEC registered investment advisor. SCC was founded on 05/22/2024. The Principal Owner and Chief Compliance Officer of SCC is Kevin K. Lee. Types of Advisory Services The Firm offers a large variety of services, including asset allocation, portfolio management and investment analysis for Clients or potential Clients (“Clients”). Investment Advisory Services SCC assesses Clients’ current holdings and ensures alignment with both short- and long-term goals. The Firm performs ongoing reviews of investment performance and portfolio exposure to market conditions. Accordingly, the Firm is authorized to perform various functions without further approval from the Client, such as the determination of securities to be purchased or sold without prior permission from the Client for each transaction. Any and all trades are made in the best interest of the Client as part of SCC’s fiduciary duty. However, risk is inherent to any investing strategy. Therefore, SCC does not guarantee any results or returns. Prior to engaging SCC to provide any investment advisory services, SCC requires a written investment advisory agreement (“IAA”) signed by the Client. The IAA will outline services to which the Client is entitled and fees the Client will incur. SCC is an asset-based fee investment management firm. The firm does not receive commissions for purchasing or selling stocks, ETFs, bonds, mutual funds, real estate investment trusts, alternative investments or other commissioned products for Clients. The firm is not affiliated with entities that sell financial products or securities. No commissions in any form are accepted. SCC does not act as a custodian of Client assets. The Client always maintains asset control. SCC places trades for Clients under a limited power of attorney through qualified custodian/broker. Services Tailored to Clients’ Needs Services are provided based on a Client’s specific needs within the scope of the services discussed above. A review of the information provided by the Client regarding the Client’s current financial situation, goals, and risk tolerances will be performed and advice will be provided that is in line with available information. Page 4 of 17  Wrap Fee Program versus Portfolio Management Program SCC does not offer a Wrap Fee Program. Assets Under Management As of December 31, 2024, Adviser has the following assets under management: Discretionary assets: Non-discretionary assets: $119,678,207 $0 Item 5 – Fees and Compensation Fees and other charges Fees for investment management are 1.00% per annum of assets under management. Adviser may negotiate fees based upon factors such as account size, a Client’s relationship to the Firm, work load and complexity of assets being managed. All asset-based fees are deducted by the qualified custodian of record on a quarterly basis in arrears, or as otherwise indicated in the Client agreement. Client statements for prior deductions will be provided on a quarterly basis. All fees paid to Adviser for investment advisory services are separate and distinct from the expenses charged by Investment Companies to their shareholders. These fees and expenses are described to the Client in separate disclosures. These fees will generally include an Investment Company management fee, other fund expenses, and in some situations a possible distribution fee. Adviser will provide investment advisory services and portfolio management services but will not provide custodial or other administrative services. At no time will the Adviser accept or maintain custody of a Client’s funds or securities except for authorized fee deduction. The Client may contact the Custodian directly for disbursements, or account record changes, and may also do so in writing to the custodian. Adviser may act at the Client’s convenience to facilitate such written communications to the Custodian, provided that such action is not construed to be custody of Client assets. Client is responsible for all custodial and securities execution fees charged by the custodian and executing broker-dealer. Fees paid to the Adviser are separate and distinct from the custodian and execution fees. Clients may request to terminate their advisory contract with the Adviser, in whole or in part, by providing advance written notice. Client’s advisory agreement with the Advisor is non-transferable without Client’s written approval. Page 5 of 17  Fee Deduction Disclosure Where Adviser deducts its management fee from Client accounts utilizing a qualified custodian, the Adviser is required to meet the following requirements. a. Possess written authorization from the Client to deduct advisory fees from an account held by a qualified custodian; b. The firm must send the qualified custodian an account list detailing the fee amount to be deducted from the Client account; c. The Firm must have a reasonable basis, after due inquiry, for believing that the qualified custodian sends an account statement, at least quarterly, to each of its Clients for which it maintains funds or securities, identifying the amount of funds and each type of security in the account at the end of the period and setting forth all transactions in the account during that period. Right of Cancellation In addition to the right to terminate an agreement pursuant to its terms, a Client may cancel an agreement with Adviser within five (5) business days of first receiving a copy of this disclosure brochure and supplement without penalty or fee. Additional Fees and Expenses Custodians may charge transaction fees on purchases or sales of securities. These transaction charges are usually small and incidental to the purchase or sale of a security. The selection of the security is more important than the nominal fee that the custodian charges to buy or sell the security. The fees that you pay to our firm for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or exchange traded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. You may also incur transaction charges and/or brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by the broker-dealer or custodian through whom your account transactions are executed. We do not share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange traded funds, our firm, and others. For information on our brokerage practices, refer to the Brokerage Practices section of this brochure. Termination and Refunds Adviser's investment management fees are payable quarterly in arrears, based on the balance on the last day of the previous quarter. Upon termination, any fees paid in advance will be prorated to the date of termination and any excess will be refunded to Client by check issued to the customer as soon as practicable. Page 6 of 17  Item 6 – Performance-Based Fees and Side-By-Side Management SCC does not charge or accept performance-based fees. Item 7 – Types of Clients SCC provides investment advice to many different types of Clients. These Clients generally include: individuals, high-net worth individuals or families, trusts, estates and charitable organizations. Minimum Account Size SCC requires a $1,000,000 account minimum. Account minimums may be reduced or waived at the Adviser’s discretion. Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis investment strategies and The Firm may use the following methods when considering recommendations. Economic Review An economic analysis determines the economic environment over a certain time horizon. This involves following and updating historic economic data such as U.S. gross domestic product and consumer price index as well as monitoring key economic drivers such as employment, inflation, and money supply for the world’s major economies. SCC’s goal is the preservation of capital and the long-term growth of assets while minimizing the volatility of returns. The Firm uses a holistic approach to each Client’s unique financial needs and risk tolerance to determine the optimal strategic asset allocation. The Firm builds an investment portfolio utilizing ETFs, mutual funds, fixed income securities, and if applicable, alternative investments. When implementing investment advice to Clients, the Firm may employ a variety of strategies to best pursue the objectives of Clients. Depending on market trends and conditions, SCC will employ any technique or strategy herein described, at the Firm’s discretion and in the best interests of the Client. The Firm does not recommend any particular security or type of security. Instead, the Firm makes recommendations to meet a particular Client’s financial objectives. There is inherent risk to any investment and Clients may suffer a loss of ALL OR PART of a principal investment. Page 7 of 17  Long-Term Purchases Long-term purchases are securities that are purchased with the expectation that the value of those securities will grow over a relatively long period, generally greater than one year. Long-term purchases may be affected by unforeseen changes in the company in which a Client is invested or in the overall market. Long term trading is designed to capture market rates of both return and risk. Frequent trading can affect investment performance, particularly through increased brokerage and other transaction costs and taxes. Due to its nature, the long-term strategy can expose Clients to various other types of risk that will typically surface at various intervals during the time the Client owns the investments. These risks include, but are not limited to, inflation (purchasing power) risk, interest rate risk, economic risk, and political/regulatory risk. Strategic Asset Allocation Asset allocation is a combination of several different types of investments; typically, this includes stocks, bonds, alternative investments and cash equivalents among various asset classes to achieve diversification. The objective of asset allocation is to manage risk and market exposure while still positioning a portfolio to meet financial objectives. Risk of Loss Investing inherently involves risk up to and including loss of the principal sum. Further, past performance of any security is not necessarily indicative of future results. Therefore, future performance of any specific investment or investment strategy based on past performance should not be assumed as a guarantee. SCC does not provide any representation or guarantee that the financial goals of Clients will be achieved. The potential return or gain and potential risk or loss of an investment varies, generally speaking, with the type of product invested in. Below is an overview of the types of products available on the market and the associated risks of each: General Risks. Investing in securities always involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate Clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives can or will be met. Past performance is in no way an indication of future performance. We also cannot assure that third parties will satisfy their obligations in a timely manner or perform as expected or marketed. General Market Risk. Investment returns will fluctuate based upon changes in the value of the portfolio securities. Certain securities held may be worth less than the price originally paid for them, or less than they were worth at an earlier time. Page 8 of 17  Common Stocks. Investments in common stocks, both directly and indirectly through investment in shares of ETFs, may fluctuate in value in response to many factors, including, but not limited to, the activities of the individual companies, general market and economic conditions, interest rates, and specific industry changes. Such price fluctuations subject certain strategies to potential losses. During temporary or extended bear markets, the value of common stocks will decline, which could also result in losses for each strategy. Portfolio Turnover Risk. High rates of portfolio turnover could lower performance of an investment strategy due to increased costs and may result in the realization of capital gains. If an investment strategy realizes capital gains when it sells its portfolio investments, it will increase taxable distributions to you. High rates of portfolio turnover in a given year would likely result in short-term capital gains and under current tax law you would be taxed on short-term capital gains at ordinary income tax rates, if held in a taxable account. Non-Diversified Strategy Risk. Some investment strategies may be non-diversified (e.g., investing a greater percentage of portfolio assets in a particular issuer and owning fewer securities than a diversified strategy). Accordingly, each such strategy is subject to the risk that a large loss in an individual issuer will cause a greater loss than it would if the strategy held a larger number of securities or smaller positions sizes. ETF Risks, including Net Asset Valuations and Tracking Error. An ETF's performance may not exactly match the performance of the index or market benchmark that the ETF is designed to track because 1) the ETF will incur expenses and transaction costs not incurred by any applicable index or market benchmark; 2) certain securities comprising the index or market benchmark tracked by the ETF may, from time to time, temporarily be unavailable; and 3) supply and demand in the market for either the ETF and/or for the securities held by the ETF may cause the ETF shares to trade at a premium or discount to the actual net asset value of the securities owned by the ETF. Certain ETF strategies may from time to time include the purchase of fixed income, commodities, foreign securities, American Depository Receipts, or other securities for which expenses and commission rates could be higher than normally charged for exchange-traded equity securities, and for which market quotations or valuation may be limited or inaccurate. Clients should be aware that to the extent they invest in ETF securities, they will pay two levels of advisory compensation – advisory fees charged by Adviser plus any advisory fees charged by the issuer of the ETF. This scenario may cause a higher advisory cost (and potentially lower investment returns) than if Client purchased the ETF directly. An ETF typically includes embedded expenses that may reduce the ETF's net asset value, and therefore directly affect the ETF's performance and indirectly affect Client portfolio performance or an index benchmark comparison. Expenses of the ETF may include investment advisor management fees, custodian fees, brokerage commissions, and legal and accounting fees. ETF expenses may change from time to time at the sole discretion of the ETF issuer. ETF tracking error and expenses may vary. Page 9 of 17  Inflation, Currency, and Interest Rate Risks. Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of an investor’s future interest payments and principal. Inflation also generally leads to higher interest rates, which in turn may cause the value of many types of fixed income investments to decline. In addition, the relative value of the U.S. dollar- denominated assets primarily managed by Adviser may be affected by the risk that currency devaluations affect Client purchasing power. Liquidity Risk. Liquidity is the ability to readily convert an investment into cash to prevent a loss, realize an anticipated profit, or otherwise transfer funds out of the particular investment. Generally, investments are more liquid if the investment has an established market of purchasers and sellers, such as a stock or bond listed on a national securities exchange. Conversely, investments that do not have an established market of purchasers and sellers may be considered illiquid. Your investment in illiquid investments may be for an indefinite time, because of the lack of purchasers willing to convert your investment to cash or other assets. Real Estate Funds (including REITs). Several kinds of risk are inherent in the real estate sector, which historically has experienced significant fluctuations and cycles in performance. Revenues and cash flows may be adversely affected by: changes in local real estate market conditions due to changes in national or local economic conditions or changes in local property market characteristics; competition from other properties offering the same or similar services; changes in interest rates and the state of the debt and equity markets; the ongoing need for capital improvements; changes in real estate tax rates and other operating expenses; adverse changes in governmental rules and fiscal policies; adverse changes in zoning laws; the impact of present or future environmental legislation and compliance with environmental laws. Alternative Investments. Private Placements, Limited Partnerships, Private Equity, Hedge Funds and other alternative investments involve a high degree of risk and can be illiquid due to restrictions on transfer and lack of a secondary trading market. They can be highly leveraged, speculative and volatile, and an investor could lose all or a substantial amount of an investment. Alternative investments may lack transparency as to share price, valuation and portfolio holdings. Complex tax structures often result in delayed tax reporting. Alternative investment managers typically exercise broad investment discretion and may apply similar strategies across multiple investment vehicles, resulting in less diversification. limited partnerships, Real Estate Investment Trusts, Exchange Legislative and Tax Risk. Performance may directly or indirectly be affected by government legislation or regulation, which may include, but is not limited to: changes in investment advisor or securities trading regulation; change in the U.S. government’s guarantee of ultimate payment of principal and interest on certain government securities; and changes in the tax code that could affect interest income, income characterization and/or tax reporting obligations, particularly for options, swaps, Traded master Products/Funds/Securities. We do not engage in tax planning, and in certain circumstances Client may incur taxable income on their investments without a cash distribution to pay the tax due. Client and Page 10 of 17  their personal tax advisors are responsible for how the transactions in their account are reported to the IRS or any other taxing authority. Foreign Investing and Emerging Markets Risk. Foreign investing involves risks not typically associated with U.S. investments, and the risks may be exacerbated further in emerging market countries. These risks may include, among others, adverse fluctuations in foreign currency values, as well as adverse political, social, and economic developments affecting one or more foreign countries. In addition, foreign investing may involve less publicly available information and more volatile or less liquid securities markets, particularly in markets that trade a small number of securities, have unstable governments, or involve limited industry. Investments in foreign countries could be affected by factors not present in the U.S., such as restrictions on receiving the investment proceeds from a foreign country, foreign tax laws or tax withholding requirements, unique trade clearance or settlement procedures, and potential difficulties in enforcing contractual obligations or other legal rules that jeopardize shareholder protection. Foreign accounting may be less transparent than U.S. accounting practices and foreign regulation may be inadequate or irregular. Information Security Risk. We may be susceptible to risks to the confidentiality and security of its operations and proprietary and customer information. Information risks, including theft or corruption of electronically stored data, denial of service attacks on our website or websites of our third-party service providers, and the unauthorized release of confidential information are a few of the more common risks faced by us and other investment advisers. Data security breaches of our electronic data infrastructure could have the effect of disrupting our operations and compromising our customers' confidential and personally identifiable information. Such breaches could result in an inability of us to conduct business, potential losses, including identity theft and theft of investment funds from customers, and other adverse consequences to customers. We have taken and will continue to take steps to detect and limit the risks associated with these threats. Tax Risks. Tax laws and regulations applicable to an account with an Adviser may be subject to change and unanticipated tax liabilities may be incurred by an investor as a result of such changes. In addition, customers may experience adverse tax consequences from the early assignment of investment options purchased for a customer's account. Customers should consult their own tax advisers and counsel to determine the potential tax-related consequences of investing. Advisory Risk. There is no guarantee that our judgment or investment decisions on behalf of any particular account will necessarily produce the intended results. Our judgment may prove to be incorrect, and an account might not achieve its investment objectives. In addition, it is possible that we may experience computer equipment failure, loss of internet access, viruses, or other events that may impair access to accounts’ custodians’ software. The Adviser and its representatives are not responsible to any account for losses unless caused by the Adviser breaching our fiduciary duty. Page 11 of 17  Dependence on Key Employees. An account’s success depends, in part, upon the ability of our key professionals to achieve the targeted investment goals. The loss of any of these key personnel could adversely impact the ability to achieve such investment goals and objectives of the account. Description of Material, Significant or Unusual Risks Adviser does not primarily recommend a particular type of security. Item 9 – Disciplinary Information Registered investment advisers are required to disclose any legal or disciplinary events that are material to a Client’s or prospective Client’s evaluation of the advisory business or integrity of the Firm’s management. SCC has no disciplinary disclosures. Kevin K. Lee, the owner and operator of SCC, has no disciplinary disclosures. Item 10 – Other Financial Industry Activities and Affiliations Registration as a Broker-Dealer or Broker-Dealer Representative SCC is not registered and does not have an application pending to register, as a broker-dealer and its management persons are not registered as broker-dealer representatives. Registration as a Futures Commission merchant, Commodity Pool Operator SCC and its management persons are not registered and do not have an application pending to register as a futures commission merchant, commodity pool operator/advisor. Relationships Material to this Advisory Business and Possible Conflicts of Interest SCC does not have any relationships material to the advisory business. Kevin K. Lee, the owner, is a consultant on alternative investment manager research and due diligence. The firm and its representatives will always act in the Client’s best interest. Selection of other Advisors SCC does not recommend or select other investment advisers for its Clients. Page 12 of 17  Item 11 – Code of Ethics, Conflicts of Interest, and Personal Trading Fiduciary Status According to SEC law, an investment advisor is considered a fiduciary. As a fiduciary, it is an investment advisor’s responsibility to provide fair and full disclosure of all material facts. In addition, an investment advisor has a duty of utmost good faith to act solely in the best interest of each of its Clients. SCC and its representatives have a fiduciary duty to all Clients. SCC and its representative’s fiduciary duty to Clients is considered the core underlying principle for SCC’s Code of Ethics and represents the expected basis for all representatives’ dealings with Clients. SCC has the responsibility to ensure that the interests of Clients are placed ahead of it or its representatives’ own investment interest. All representatives will conduct business in an honest, ethical, and fair manner. All representatives will comply with all federal and state securities laws at all times. Full disclosure of all material facts and potential conflicts of interest will be provided to Clients prior to services being conducted. All representatives have a responsibility to avoid circumstances that might negatively affect or appear to affect the representatives’ duty of complete loyalty to their Clients. Participation or Interest in Client Transactions Not applicable to the Adviser or its related person. Personal Trading Practices Adviser and/or its investment advisory representatives may from time-to-time purchase or sell products or investments that they may recommend to Clients. Adviser has adopted a Code of Ethics that sets forth the basic policies of ethical conduct for all managers, officers, and employees of the adviser. In addition, the Code of Ethics governs personal trading by each employee of Adviser deemed to be an Access Person and is intended to ensure that securities transactions effected by Access Persons of Adviser are conducted in a manner that avoids any actual or potential conflict of interest between such persons and Clients of the adviser or its affiliates. Adviser collects and maintains records of securities holdings and securities transactions effected by Access Persons. These records are reviewed to identify and resolve potential conflicts of interest. Adviser’s Code of Ethics is available upon request. Aggregated Trading Our firm or persons associated with our firm may buy or sell securities for you at the same time we or persons associated with our firm buy or sell such securities for our own account. However, we will not combine our orders with your orders when purchasing securities ("aggregated trading"). Refer to the Brokerage Practices section in this brochure for information on our aggregated trading practices. Page 13 of 17  Item 12 – Brokerage Practices Selection and Recommendation SCC has a duty to select brokers, dealers and other trading venues that provide best execution for Clients. The duty of best execution requires an investment adviser to seek to execute securities transactions for Clients in such a manner that the Client’s total cost or proceeds in each transaction is the most favorable under the circumstances, taking into account all relevant factors. The lowest possible commission, while very important, is not the only consideration. It is the policy of the Firm to seek best execution in all portfolio trading activities for all investment disciplines and products, regardless of whether commissions are charged. This applies to trading in any instrument, security, or contract including equities, bonds, and forward or derivative contracts. The standards and procedures governing best execution are set forth in several written policies. Generally, to achieve best execution, SCC considers the following factors, without limitation, in selecting brokers and intermediaries: Execution capability; Confidentiality; Order size and market depth; Reputation and integrity; Availability of competing markets and liquidity; Responsiveness; Trading characteristics of the security; Recordkeeping; Availability of accurate information comparing markets; Ability and willingness to commit capital; Available technology; and Quantity and quality of research received from the broker dealer; Ability to address current market conditions. Financial responsibility of the broker-dealer; SCC evaluates the execution, performance, and risk profile of the broker-dealers it uses at least annually. Research and Other Soft Dollar Benefits Soft dollar practices are arrangements whereby an investment adviser directs transactions to a broker‐ dealer in exchange for certain products and services that are allowable under SEC rules. Client commissions may be used to pay for brokerage and research services and products as long as they are eligible under Section 28(e) of the Exchange Act of 1934. Section 28(e) sets forth a “safe harbor,” which Page 14 of 17  provides that an investment adviser that has discretion over a Client account is not in breach of its fiduciary duty when paying more than the lowest commission rate available if the adviser determines in good faith that the rate paid is commensurate with the value of brokerage and research services provided by the broker‐dealer. SCC does not currently have any soft dollar benefit arrangements. Brokerage for Client Referrals SCC does not receive Client referrals from third parties for recommending the use of specific broker- dealer brokerage services. Directed Brokerage SCC does not allow Client directed brokerage. Order Aggregation SCC may, at times, aggregate sale and purchase orders of securities (“block trading”) for advisory accounts with similar orders in order to obtain the best pricing averages and minimize trading costs. This practice is reasonably likely to result in administrative convenience or an overall economic benefit to the Client. Clients also benefit relatively from better purchase or sale execution prices, or beneficial timing of transactions or a combination of these and other factors. Aggregate orders will be allocated to Client accounts in a systematic non-preferential manner. SCC may aggregate or “bunch” transactions for a Client’s account with those of other Clients in an effort to obtain the best execution under the circumstances. Trade Error Policy SCC maintains a record of any trading errors that occur in connection with investment activities of its Clients. Both gains and losses that result from a trading error made by SCC will be borne or realized by SCC. Item 13 – Review of Accounts Periodic Reviews The Firm regularly reviews and evaluates Client accounts for compliance with each Client’s investment objectives, policies and restrictions. The Firm analyzes rates of return and allocation of assets to determine strategy effectiveness. Such reviews are conducted by the Chief Compliance Officer of SCC and shall occur at least once per calendar year. Page 15 of 17  Intermittent Review Factors Intermittent reviews may be triggered by substantial market fluctuation, economic or political events, or changes in the Client’s financial status (such as retirement, termination of employment, relocation, inheritance, etc.). Clients are advised to notify SCC promptly if there are any material changes in their financial situation, investment objectives, or in the event they wish to place restrictions on their account. Reports Clients may receive confirmations of purchases and sales in their accounts and will receive, at least quarterly, statements containing account information such as account value, transactions, and other relevant information. Confirmations and statements are prepared and delivered by the custodian. Item 14 – Client Referrals and Other Compensation Client Referrals Adviser will not receive any economic benefit from another person or entity for soliciting or referring Clients. Other Compensation Adviser will not pay another person or entity for referring or soliciting Clients for Adviser. Item 15 – Custody Custodian of Assets Custody means holding, directly or indirectly, Client funds or securities or having any authority to obtain possession of them. SCC does not have direct custody of any Client funds and/or securities. SCC will not maintain physical possession of Client funds and securities. Instead, Clients’ funds and securities are held by a qualified custodian. While SCC does not have physical custody of Client funds or securities, payments of fees may be paid by the custodian from the custodial brokerage account that holds Client funds pursuant to the Client’s account application. In certain jurisdictions, the ability of SCC to withdraw its management fees from the Client’s account may be deemed custody. Prior to permitting direct debit of fees, each Client provides written authorization permitting fees to be paid directly from the custodian. Page 16 of 17  As part of the billing process, the Client’s custodian is advised of the amount of the fee to be deducted from that Client’s account. On at least a quarterly basis, the custodian is required to send to the Client a statement showing all transactions within the account during the reporting period. The custodian does not calculate the amount of the fee to be deducted and does not verify the accuracy of SCC’s advisory calculation. Therefore, it is important for Clients to carefully review their custodial statements to verify the accuracy of the calculation. Clients should contact SCC directly if they believe that there may be an error in their statement. Item 16 – Investment Discretion SCC may exercise full discretionary authority to supervise and direct the investments of a Client’s account. This authority will be granted by Clients upon completion of SCC’s IAA. This authority allows SCC and its affiliates to implement investment decisions without prior consultation with the Client. Such investment decisions are made in the Client’s best interest and in accordance with the Client’s investment objectives. Other than agreed upon management fees due to SCC, this discretionary authority does not grant the Firm the authority to have custody of any assets in the Client’s account or to direct the delivery of any securities or the payment of any funds held in the account to SCC. The discretionary authority granted by the Client to the Firm does not allow SCC to direct the disposition of such securities or funds to anyone except the account holder. Item 17 – Voting Client Securities The Firm does not perform proxy voting services on the Client’s behalf. Clients are encouraged to read through the information provided with the proxy voting documents and to make a determination based on the information provided. Upon the Client’s request, Firm representatives may provide limited clarifications of the issues presented in the proxy voting materials based on his or her understanding of issues presented in the proxy voting materials. However, Clients have the ultimate responsibility for making all proxy voting decisions. Item 18 – Financial Information SCC is not the qualified custodian for Client funds or securities and does not require prepayment of fees of more than $1,200 per Client, six (6) months or more in advance. Therefore, SCC is not required to include a balance sheet for the most recent fiscal year. SCC does not have any financial impairment that would preclude the Firm from meeting contractual commitments to Clients and has not been the subject of a bankruptcy petition at any time during the last 10 years. Page 17 of 17