WESTSIDE INVESTMENT MANAGEMENT, LLC

Item 1: Cover Page for Part 2A of Form ADV: Firm Brochure SEC File Number: 801 – 71762 2444 Wilshire Boulevard, Suite 303 Santa Monica, CA 90403 Contact: James M. Frawley, Chief Compliance Officer www.westsideim.com This brochure provides information about the qualifications and business practices of Westside Investment Management, LLC. (the “Registrant”). If you have any questions about the contents of this brochure, please contact us at (310) 315-9400 or james@westsideim.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 Westside Investment Management, LLC. is also available on the SEC’s website at www.adviserinfo.sec.gov. References herein to Westside Investment Management, LLC. as a “registered investment adviser” or any reference to being “registered” does not imply a certain level of skill or training. Page 1 of 25  Item 2 Material Changes There have been no material changes made to our Disclosure Brochure since our last Annual Amendment filing. Item 3 Table of Contents Item 1: Cover Page ................................................................................................................................................. 1 Item 2 Material Changes ........................................................................................................................................ 2 Item 3 Table of Contents ........................................................................................................................................ 2 Item 4 Advisory Business ........................................................................................................................................ 3 Item 5 Fees and Compensation ............................................................................................................................. 12 Item 6 Performance-Based Fees and Side-by-Side Management ............................................................................ 14 Item 7 Types of Clients ......................................................................................................................................... 14 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss ..................................................................... 14 Item 9 Disciplinary Information ............................................................................................................................ 17 Item 10 Other Financial Industry Activities and Affiliations .................................................................................. 17 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ................................ 18 Item 12 Brokerage Practices (The Custodians and Broker We Use) ........................................................................ 19 Item 13 Review of Accounts ................................................................................................................................. 21 Item 14 Client Referrals and Other Compensation ................................................................................................ 21 Item 15 Custody .................................................................................................................................................. 22 Item 16 Investment Discretion ............................................................................................................................. 22 Item 17 Voting Client Securities ........................................................................................................................... 23 Item 18 Financial Information .............................................................................................................................. 23 Page 2 of 25  Item 4 Advisory Business A. Westside Investment Management (the “Registrant”) was originally formed as a limited liability company on June 28, 2010, in the state of California. On January 1st, 2015, the Registrant converted to a corporation and operated as Westside Investment Management, Inc. As of January 19, 2022, the Registrant now operates as Westside Investment Management, LLC. The Registrant became registered as an Investment Adviser Firm in August 2010. The Registrant is owned by David T. Clark and James M. Frawley, the Registrant’s shareholders. B. INVESTMENT ADVISORY SERVICES The Registrant provides discretionary investment advisory services on a fee basis. The Registrant’s annual investment advisory fee is based upon a percentage (%) of the market value of the client’s assets placed under the Registrant’s management. The Registrant’s annual investment advisory fee typically includes investment advisory services and financial planning and consulting services. In the event the client requires extraordinary planning and/or consultation services (to be determined in the sole discretion of the Registrant), Registrant may determine to charge for such additional services, the dollar amount of which shall be set forth in a separate written notice to the client. Before engaging Registrant to provide investment advisory services, clients are required to enter into an Agreement setting forth the terms and conditions of the engagement (including termination), describing the scope of the services to be provided, and the fee that is due from the client. Before providing investment advisory services, an investment adviser representative will ascertain each client’s investment objectives. Thereafter, Registrant will allocate and/or recommend that the client allocate investment assets consistent with the designated investment objectives. Once allocated, Registrant provides ongoing monitoring and review of account performance, asset allocation and client investment objectives. SERVICES AVAILABLE THROUGH SEI THIS PROGRAM IS FOR EXISTING CLIENTS ONLY AND IS NO LONGER OFFERED TO NEW CLIENTS Managed Accounts Program: Registrant participates in the Managed Accounts Program (the “MAP”) sponsored by SEI Investments Management Corporation (“SEI”), a registered investment adviser. To participate in the MAP, Registrant, SEI and each client investor execute a tri-party agreement (a “Managed Account Agreement”) providing for the management of certain clients’ assets. Pursuant to the Managed Account Agreement, the client appoints Registrant as its investment adviser to assist the client in selecting an asset allocation strategy, which would include a percentage of client assets allocated to designated portfolios of separate securities (each, a “Separate Account Portfolio”) and may include a percentage of assets allocated to a portfolio of mutual funds sponsored by SEI or its affiliates. The client appoints SEI to manage the assets in each Separate Account Portfolio in accordance with a strategy selected by the client together with Registrant. SEI may delegate its Page 3 of 25  responsibility for selecting particular securities to one or more portfolio managers. The MAP seeks to provide a globally diversified portfolio in order to meet a client's long-term investment goals. Registrant provides recommendations regarding a client's asset allocation strategy and the choice of portfolio managers within the program on a non-discretionary basis only. All changes require the prior approval of the client. Registrant will recommend changes to the client based on the individual needs of the client and changes within the MAP. Clients should refer to SEI’s program disclosure document for a full description of the services offered in the MAP. Mutual Fund Allocation Program: Registrant manages client portfolios through the SEI Mutual Fund Allocation Program (the "Mutual Fund Program"). In this program, SEI provides advisory services to Registrant (but not to the client) involving the structure and design of asset allocation portfolios comprised solely of mutual funds advised by SEI. SEI also advises Registrant with respect to reallocation and rebalancing of investments within such asset allocation programs. The Mutual Fund Program is designed as follows: Registrant will determine the client's current financial situation, financial 1. goals and attitudes towards risk through various analyses and questionnaires. This process will help Registrant review the client's situation and enable Registrant to recommend an initial asset allocation based on the client's specific needs and goals. 2. In determining the initial allocation to be used, Registrant will use several model portfolios of no-load mutual funds provided to Registrant by SEI. Registrant will, if appropriate, suggest modifications to these models to more adequately address the client's individual needs. 3. The client may place reasonable restrictions on the nature of the funds held in the portfolio or the allocation among the various classes, and Registrant will assist the client in understanding and evaluating the potential impact of these restrictions on the model portfolios. Once the client's asset allocation has been established, the portfolio will be implemented using the mutual funds advised by SEI. SEI selects the investment managers of the underlying mutual funds. SEI utilizes institutional investment management firms. The fund managers are monitored by SEI to ensure that their investment styles and performance remain consistent with the objectives of the mutual funds. 4. Accounts will be monitored at least semi-annually and, when appropriate, Registrant will suggest a reallocation of the portfolio based on changing economic conditions or changes in the client's individual circumstances. These suggested reallocations will be implemented without prior notice to discretionary clients. For nondiscretionary clients, Registrant will obtain the client's prior approval for all such changes. As economic or market changes occur; SEI will make a quarterly review of 5. its model allocations and may recommend changes in these model allocations to Page 4 of 25  Registrant. SEI will automatically reallocate all client holdings in model portfolios unless instructed to do otherwise by Registrant. If Registrant does not contact SEI prior to the first Friday of the month following the end of each calendar quarter, SEI will take Registrant's silence as a direction from Registrant to make the recommended reallocations. SEI will not, however, make any ongoing recommendations concerning portfolios which deviate from SEI's models ("Custom Portfolios"). Registrant is responsible for all reviews of Custom Portfolios and must instruct SEI to make any changes to such portfolios. Clients may also instruct SEI to automatically rebalance the client's account if the allocation among the underlying mutual funds deviates from the prescribed quarterly allocation by greater than a 2% variance. For the tax-managed models, the variance is 3%. Rebalancing occurs monthly, with no transaction fees. Should the client's individual situation change, the client should notify Registrant, who will assist the client in revising the current portfolio and/or re-evaluate their financial situation to determine if a different model portfolio would be appropriate to the client's new situation. Registrant will provide services to Mutual Fund Allocation Program accounts on a discretionary basis. Clients should refer to SEI’s disclosure document for a full description of the services offered in the Mutual Fund Program. Clients should refer to the applicable SEI disclosure documents for a full description of the fees charged in the MAP and the Mutual Fund Allocation Program. MONEY MANAGER SEARCH AND MONITORING Registrant may also perform management searches of various independent investment advisers on behalf of a client. Registrant will typically recommend advisers available on “Manager Access Select,” a separate account platform sponsored and maintained by LPL Financial (“LPL”). Based on a client's individual circumstances and needs, Registrant will determine which independent adviser's portfolio management service is appropriate for that client. Factors considered in making this determination include account size, risk tolerance, the opinion of each client, and the investment philosophy of the independent adviser. Clients should refer to the independent adviser's disclosure document for a full description of the services offered. Registrant will meet with the client on a periodic basis to review the account. Once Registrant determines which selected investment adviser(s) are most appropriate for the client, Registrant will provide the selected investment adviser(s) with the client's personal investment policy. The selected investment adviser(s) will then create and manage the client's portfolio based upon the client's individual needs as exhibited in the client's personal investment policy. Registrant will continuously monitor the performance of the selected investment adviser(s). If Registrant believes that a particular independent adviser is performing inadequately, or if Registrant believes that a different manager is more suitable for Page 5 of 25  a client's particular needs, then Registrant may suggest that the client contract with a different adviser. Where Registrant has been provided with appropriate discretionary authority by the client, Registrant will remove the client's assets from that selected investment adviser(s) and place the client's assets with another investment adviser(s) at Registrant’s discretion. FINANCIAL PLANNING AND CONSULTING (STAND-ALONE) The Registrant be engaged to provide financial planning and/or consulting services (including investment and non- investment related matters, including estate planning, insurance planning, etc.) on a stand-alone separate fee basis. Registrant’s planning and consulting fees may vary depending upon the level and scope of the service(s) required and the professional(s) rendering the service(s). The client maybe charged an hourly or fixed rate depending upon level and scope of service. Prior to engaging the Registrant to provide planning or consulting services, clients are generally required to enter into a Consulting Services Agreement with Registrant setting forth the terms and conditions of the engagement (including termination), describing the scope of the services to be provided, and the portion of the fee that is due from the client prior to Registrant commencing services. If requested by the client, Registrant may recommend the services of other professionals for implementation purposes, including the Registrant’s representatives in their individual capacities as registered representatives of a broker-dealer and/or licensed insurance agents. (See disclosure at Item 10.C below). The client is under no obligation to engage the services of any such recommended professional. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from the Registrant. If the client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. It remains the client’s responsibility to promptly notify the Registrant if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating or revising Registrant’s previous recommendations and/or services. RETIREMENT CONSULTING The Registrant also provides retirement plan consulting/management services, pursuant to which it assists sponsors of self-directed retirement plans organized under the Employee Retirement Security Act of 1974 (“ERISA”). The terms and conditions of the engagement shall be set forth in a Retirement Plan Services Agreement between the Registrant and the plan sponsor. If the plan sponsor engages the Registrant in an ERISA Section 3(21) capacity, the Registrant will assist with the selection and/or monitoring of investment options (generally open-end mutual funds and exchange traded funds) from which plan participants shall choose in self-directing the investments for their individual plan retirement accounts. If the plan sponsor chooses to engage the Registrant in an ERISA Section 3(38) capacity, Registrant may provide the same services as described above, but may also: create specific asset allocation models that Registrant manages on a discretionary basis, which plan participants may choose in managing their individual retirement account; and/or modify the investment Page 6 of 25  options made available to plan participants on a discretionary basis. MISCELLANEOUS Non-Investment Consulting/Implementation Services. To the extent requested by the client, the Registrant may provide consulting services regarding non- investment related matters, such as estate planning, tax planning, insurance, etc. Neither the Registrant, nor any of its representatives, serves as an attorney or an accountant and no portion of the Registrant’s services should be construed as same. To the extent requested by a client, the Registrant may recommend the services of other professionals for certain noninvestment implementation purposes (i.e., attorneys, accountants, insurance, etc.), including representatives of the Registrant in their separate registered/licensed capacities as discussed below. The client is under no obligation to engage the services of any such recommended professional. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from the Registrant. If the client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. It remains the client’s responsibility to promptly notify the Registrant if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising Registrant’s previous recommendations and/or services. Investing Limitations. Socially Responsible Socially Responsible (ESG) Investing involves the incorporation of Environmental, Social and Governance (“ESG”) considerations into the investment due diligence process. Registrant does not maintain or advocate an ESG investment strategy but will seek to employ ESG if directed by a client to do so. If implemented, Registrant shall rely upon the assessments undertaken by the unaffiliated mutual fund, exchange traded fund or separate account portfolio manager to determine that the fund’s or portfolio’s underlying company securities meet a socially responsible mandate. ESG investing incorporates a set of criteria/factors used in evaluating potential investments: Environmental (i.e., considers how a company safeguards the environment); Social (i.e., the manner in which a company manages relationships with its employees, customers, and the communities in which it operates); and Governance (i.e., company management considerations). The number of companies that meet an acceptable ESG mandate can be limited when compared to those that do not and could underperform broad market indices. Investors must accept these limitations, including potential for underperformance. Correspondingly, the number of ESG mutual funds and exchange-traded funds are limited when compared to those that do not maintain such a mandate. As with any type of investment (including any investment and/or investment strategies recommended and/or undertaken by Registrant), there can be no assurance that investment in ESG securities or funds will be profitable or prove successful. Structured Notes. Registrant may purchase Structured Notes for client accounts. A Structured Note is a financial instrument that combines two elements, a debt security and exposure to an underlying asset or assets. It is essentially a note, carrying counter party risk of the issuer. However, the return on the note is linked Page 7 of 25  to the return of an underlying asset or assets (such as the S&P 500 Index or commodities). It is the latter feature that makes structured products unique, as the payout can be used to provide some degree of principal protection, leveraged returns (but usually with some cap on the maximum return), and be tailored to a specific market or economic view. Structured Notes will generally be subject to liquidity constraints, such that the sale thereof before maturity will be limited, and any sale before the maturity date could result in a substantial loss. There can be no assurance that the Structured Notes investment will be profitable, equal any historical performance level(s), or prove successful. If the issuer of the Structured Note defaults, the entire value of the investment could be lost. Interval Funds/Risks and Limitations. Where appropriate, Registrant may utilize interval funds (and other types of securities that could pose additional risks, including lack of liquidity and restriction on withdrawals). An interval fund is a non- traditional type of closed-end mutual fund that periodically offers to buy back a percentage of outstanding shares from shareholders. Investments in an interval fund involve additional risk, including lack of liquidity and restrictions on withdrawals. During any time periods outside of the specified repurchase offer window(s), investors will be unable to sell their shares of the interval funds. There is no assurance that an investor will be able to tender shares when or in the amount desired. There can also be situations where an interval fund has a limited amount of capacity to repurchase shares and may not be able to fulfill all purchase orders. In addition, the eventual sale price for the interval fund could be less than the interval fund value on the date that the sale was requested. While an interval fund periodically offers to repurchase a portion of its securities, there is no guarantee that investors may sell their shares at any given time or in the desired amount. As interval funds can expose investors to liquidity risk, investors should consider interval fund shares to be an illiquid investment. Typically, the interval funds are not listed on any securities exchange and are not publicly traded. Therefore, there is no secondary market for the fund’s shares. Because these types of investments involve certain additional risk, these funds will only be utilized when consistent with a client’s investment objectives, individual situation, suitability, tolerance for risk and liquidity needs. Investment should be avoided where an investor has a short-term investing horizon and/or cannot bear the loss of some, or all, of the investment. There can be no assurance that an interval fund investment will prove profitable or successful. In light of these enhanced risks, a client may direct Registrant, in writing, not to purchase interval funds for the client’s account. for the purchase of, or investment For clients who want exposure Bitcoin, Cryptocurrency, and Digital Assets. The Registrant does not in, Bitcoin, recommend or advocate cryptocurrencies, or digital assets. Such investments are considered speculative and carry significant risk. to Bitcoin, cryptocurrencies, or digital assets, the Registrant may advise the client to consider a potential investment in corresponding exchange traded securities, or an allocation to separate account manager and/or private funds that provide cryptocurrencies exposure. Page 8 of 25  Bitcoin and cryptocurrencies are digital assets that can be used for various purposes, including transactions, decentralized applications, and speculative investments. Most digital assets use blockchain technology, an advanced cryptographic digital ledger to secure transactions and validate asset ownership. Unlike conventional currencies issued and regulated by monetary authorities, cryptocurrencies generally operate without centralized control, and their value is determined by market supply and demand. While regulatory oversight of digital assets has evolved significantly since their inception, they remain subject to variable regulatory treatment globally, which may impact their risk profile and liquidity. Retirement Rollovers-Potential for Conflict of Interest: A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If Registrant recommends that a client roll over their retirement plan assets into an account to be managed by Registrant, such a recommendation creates a conflict of interest if Registrant will earn new (or increase its current) compensation as a result of the rollover. If Registrant provides a recommendation as to whether a client should engage in a rollover or not (whether it is from an employer’s plan or an existing IRA), Registrant is acting as 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. No client is under any obligation to roll over retirement plan assets to an account managed by Registrant, whether it is from an employer’s plan or an existing IRA. Private Investment Funds. Registrant may provide investment advice regarding private investment funds. Registrant, on a non-discretionary basis, may recommend that certain qualified clients consider an investment in private investment funds, the description of which (the terms, conditions, risks, conflicts and fees, including incentive compensation) is set forth in the fund’s offering documents. Registrant’s role relative to unaffiliated private investment funds shall be limited to its initial and ongoing due diligence and investment monitoring services. If a client determines to become an unaffiliated private fund investor, the amount of assets invested in the fund(s) shall be included as part of “assets under management” for purposes of Registrant calculating its investment advisory fee. Registrant’s fee shall be in addition to the fund’s fees. Registrant’s clients are under absolutely no obligation to consider or make an investment in any private investment fund(s). Risks: Private investment funds generally involve various risk factors, including, but not limited to, potential for complete loss of principal, liquidity constraints and lack of transparency, a complete discussion of which is set forth in each fund’s offering documents, which will be provided to each client for review and consideration. Unlike liquid investments that a client may own, private investment funds do not provide daily liquidity or pricing. Each prospective client investor will be required to complete a Subscription Agreement, pursuant to which the client shall establish that the client is qualified for investment in the fund and acknowledges and accepts the various risk factors that are associated with such an investment. Valuation: In the event that Registrant references private investment funds owned by the client on any supplemental account reports prepared by Registrant, the Page 9 of 25  value(s) for all private investment funds owned by the client shall reflect the most recent valuation provided by the fund sponsor. However, if subsequent to purchase, the fund has not provided an updated valuation, the valuation shall reflect the initial purchase price. If subsequent to purchase, the fund provides an updated valuation, then the statement will reflect that updated value. The updated value will continue to be reflected on the report until the fund provides a further updated value. As result of the valuation process, if the valuation reflects initial purchase price or an updated value subsequent to purchase price, the current value(s) of an investor’s fund holding(s) could be significantly more or less than the value reflected on the report. Unless otherwise indicated, Registrant shall calculate its fee based upon the latest value provided by the fund sponsor. Cash Positions. Registrant continues to treat cash as an asset class. As such, unless determined to the contrary by Registrant, all cash positions (money markets, etc.) shall continue to be included as part of assets under management for purposes of calculating Registrant’s advisory fee. At any specific point in time, depending upon perceived or anticipated market conditions/events (there being no guarantee that such anticipated market conditions/events will occur), Registrant may maintain cash positions for defensive purposes. In addition, while assets are maintained in cash, such amounts could miss market advances. Depending upon current yields, at any point in time, Registrant’s advisory fee could exceed the interest paid by the client’s money market fund. Cash Sweep Accounts. Certain account custodians can require that cash proceeds from account transactions or new deposits, be swept to and/or initially maintained in a specific custodian designated sweep account. The yield on the sweep account will generally be lower than those available for other money market accounts. When this occurs, to help mitigate the corresponding yield dispersion Registrant shall (usually within 30 days thereafter) generally (with exceptions) purchase a higher yielding money market fund (or other type security) available on the custodian’s platform, unless Registrant reasonably anticipates that it will utilize the cash proceeds during the subsequent 30-day period to purchase additional investments for the client’s account. Exceptions and/or modifications can and will occur with respect to all or a portion of the cash balances for various reasons, including, but not limited to the amount of dispersion between the sweep account and a money market fund, the size of the cash balance, an indication from the client of an imminent need for such cash, or the client has a demonstrated history of writing checks from the account. The above does not apply to the cash component maintained within a Registrant actively managed investment strategy (the cash balances for which shall generally remain in the custodian designated cash sweep account), an indication from the client of a need for access to such cash, assets allocated to an unaffiliated investment manager and cash balances maintained for fee billing purposes. The client shall remain exclusively responsible for yield dispersion/cash balance decisions and corresponding transactions for cash balances maintained in any Registrant unmanaged accounts. eMoney Advisor Platform. Registrant may provide its clients with access to an online platform hosted by “eMoney Advisor” (“eMoney”). eMoney allows a client to view their complete asset allocation, including those assets that Registrant does not manage (the “Excluded Assets”). Registrant does not provide investment management, monitoring, or implementation services for the Excluded Assets. Therefore, Registrant shall not be responsible for the investment performance of the Excluded Assets. The client may choose to engage Registrant to manage some or Page 10 of 25  all of the Excluded Assets pursuant to the terms and conditions of an Agreement between Registrant and the client. The eMoney platform also provides access to other types of information, including financial planning concepts, which should not, in any manner whatsoever, be construed as services, advice, or recommendations provided by Registrant. Finally, Registrant shall not be held responsible for any adverse results a client may experience if the client engages in financial planning or other functions available on the eMoney platform without Registrant’s assistance or oversight. Cybersecurity Risk. The information technology systems and networks that Registrant and its third-party service providers use to provide services to Registrant’s clients employ various controls, that are designed to prevent cybersecurity incidents stemming from intentional or unintentional actions that could cause significant interruptions in Registrant’s operations and/or result in the unauthorized acquisition or use of clients’ confidential or non-public personal information. In accordance with Regulation S-P, the Registrant is committed to protecting the privacy and security of its clients’ non-public personal information by implementing appropriate administrative, technical, and physical safeguards. Registrant has established processes to mitigate the risks of cybersecurity incidents, including the requirement to restrict access to such sensitive data and to monitor its systems for potential breaches. Clients and Registrant are nonetheless subject to the risk of cybersecurity incidents that could ultimately cause them to incur financial losses and/or other adverse consequences. Although the Registrant has established processes to reduce the risk of cybersecurity incidents, there is no guarantee that these efforts will always be successful, especially considering that the Registrant does not control the cybersecurity measures and policies employed by third-party service providers, issuers of securities, broker-dealers, qualified custodians, governmental and other regulatory authorities, exchanges, and other financial market operators and providers. In compliance with Regulation S-P, the Registrant will notify clients in the event of a data breach involving their non-public personal information as required by applicable state and federal laws. Client Obligations. In performing its services, Registrant shall not be required to verify any information received from the client or from the client’s other professionals and is expressly authorized to rely thereon. Moreover, each client is advised that it remains their responsibility to promptly notify the Registrant if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating or revising Registrant’s previous recommendations and/or services. Disclosure Statement. A copy of the Registrant’s written Brochure as set forth on Part 2 of Form ADV and Client Relationship Summary as set forth in Form CRS shall be provided to each client prior to, or contemporaneously with, the execution of the Investment Advisory Agreement or Financial Planning and Consulting Agreement. C. The Registrant shall provide investment advisory services specific to the needs of each client. Prior to providing investment advisory services, an investment investment objective(s). adviser representative will ascertain each client’s Thereafter, the Registrant shall allocate and/or recommend that the client allocate investment assets consistent with the designated investment objective(s). The client Page 11 of 25  may, at any time, impose reasonable restrictions, in writing, on the Registrant’s services. D. Under a wrap program, the wrap program sponsor arranges for the investor participant to receive investment advisory services, the execution of securities brokerage transactions, custody and reporting services for a single specified fee. If Registrant is engaged to provide investment advisory services as part of an unaffiliated wrap-fee program, Registrant will be unable to negotiate commissions and/or transaction costs. The program sponsor will determine the broker-dealer though which transactions must be effected, and the amount of transaction fees and/or commission to be charged to the participant investor accounts. Participation in a wrap program may cost the participant more or less than purchasing such services separately. Higher fees adversely impact account performance. E. As of December 31, 2024, the Registrant had $774,187,696 in assets under management on a discretionary basis. Item 5 Fees and Compensation A. INVESTMENT ADVISORY SERVICES The Registrant’s annual investment advisory fee shall vary (up to 2.00% of the total assets placed under the Registrant’s management/advisement) and shall be based upon various objective and subjective factors, including, but not limited to, the amount of the assets placed under the Registrant’s direct management, the amount of the assets placed under the Registrant’s advisement (assets that are generally managed directly by the client or by other investment professionals engaged by the client) for which the Registrant provides review/monitoring services, but does not have trading authority, the complexity of the engagement, and the level and scope of the overall investment advisory services to be rendered. Managed Accounts Program and Mutual Fund Allocation Program Registrant's annual fee for the services it provides through the SEI programs will range from 0 to 2.00% of a client's assets within the programs. This fee does not include SEI’s program fee. Money Manager Search and Monitoring The annual fee will be charged as a percentage of the client's managed assets being monitored by Registrant, ranging from 0 to 2.00%. The annual fee will depend on the size of the account and the nature and complexity of the client's circumstances. FINANCIAL PLANNING AND CONSULTING (STAND-ALONE) The Registrant’s planning and consulting fees may vary depending upon the level and scope of the service(s) required and the professional(s) rendering the service(s). The client maybe charged an hourly or fixed rate depending upon level and scope of service. RETIREMENT CONSULTING The Registrant also provides pension consulting services, pursuant to which it assists sponsors of self-directed retirement plans with the selection and/or monitoring of investment alternatives (generally open-end mutual funds) from which Page 12 of 25  plan participants shall choose in self-directing the investments for their individual plan retirement accounts. The Registrant charges an annual fee for Retirement Consulting Services which ranges from 0.10% to 1.00% of plan assets depending on the services requested and the size of the plan. B. Clients may elect to have the Registrant’s advisory fees deducted from their custodial account. Both Registrant's Agreement and the custodial/clearing agreement may authorize the custodian to debit the account for the amount of the Registrant's investment advisory fee and to directly remit that management fee to the Registrant in compliance with regulatory procedures. In the limited event that the Registrant bills the client directly, payment is due upon receipt of the Registrant’s invoice. C. As discussed below, unless the client directs otherwise or an individual client’s circumstances require, the Registrant shall generally recommend that LPL serve as the broker-dealer/custodian for client investment management assets. Broker-dealers such as LPL charge brokerage commissions, transaction, and/or other type fees for effecting certain types of securities transactions (i.e., including transaction fees for certain mutual funds, and mark-ups and mark-downs charged for fixed income transactions, etc.). The types of securities for which transaction fees, commissions, and/or other type fees (as well as the amount of those fees) shall differ depending upon the broker-dealer/custodian. While certain custodians, including LPL, generally (with the potential exception for large orders) do not currently charge fees on individual equity transactions (including ETFs), others do. There can be no assurance that LPL and other custodians will not change their transaction fee pricing in the future. LPL and other custodians may also assess fees to clients who elect to receive trade confirmations and account statements by regular mail rather than electronically. Clients will incur, in addition to Registrant’s investment management fee, brokerage commissions and/or transaction fees, and, relative to all mutual fund and exchange traded fund purchases, charges imposed at the fund level (e.g., management fees and other fund expenses). D. The Registrant shall deduct fees and/or bill clients quarterly in advance, based upon the market value of the assets on the last business day of the previous quarter, adjusting for inflows and outflows during the billing period and including accrued interest and dividends. For those clients that participate in SEI’s Managed Accounts Program and/or Mutual Fund Allocation Program, the Registrant shall deduct fees quarterly in arrears, based upon the market value of the assets on the last business day of the previous quarter. The Agreement between the Registrant and the client will continue in effect until terminated by either party by written notice in accordance with the terms of the Agreement. Upon termination, the Registrant will refund a prorated potion of any advanced advisory fee based upon the number of days remaining in the billing quarter. E. Securities Commission Transactions. In the event that the client desires, the client can engage Registrant’s representatives, in their individual capacities, as registered representatives of LPL, an SEC registered and FINRA member broker Page 13 of 25  dealer, to implement investment recommendations on a transaction fee basis. In the event the client chooses to purchase investment products through LPL, LPL will charge brokerage commissions to effect securities transactions, a portion of which commissions LPL shall pay to Registrant’s representatives, as applicable. In addition, LPL relative to commission mutual fund purchases, may also receive additional ongoing 12b-1 trailing commission compensation directly from the mutual fund company during the period that the client maintains the mutual fund investment. Conflict of Interest: The recommendation that a client purchase a commission product from LPL presents a conflict of interest, as the receipt of commissions may provide an incentive to recommend investment products based on commissions to be received, rather than on a particular client’s need. No client is under any obligation to purchase any commission products from Registrant’s representatives. Clients may purchase investment products recommended by Registrant through other, non-affiliated broker dealers or agents. When Registrant’s representatives sell an investment product on a commission basis, the Registrant does not charge an advisory fee in addition to the commissions paid by the client for such product. When providing services on an advisory fee the Registrant’s representatives do not also receive commission basis, compensation for such advisory services. However, a client may engage the Registrant to provide investment management services on an advisory fee basis and separate from such advisory services purchase an investment product from Registrant’s representatives on a separate commission basis. Item 6 Performance-Based Fees and Side-by-Side Management Neither the Registrant nor any supervised person of the Registrant accepts performance-based fees. Item 7 Types of Clients The Registrant’s clients shall generally include individuals, pension and profit- sharing plans, business entities, trusts, estates and charitable organizations. The Registrant, in its sole discretion, may reduce its investment management fee and/or reduce or waive its minimum asset requirement based upon certain criteria (i.e., anticipated future earning capacity, anticipated future additional assets, dollar amount of assets to be managed, related accounts, account composition, negotiations with client, etc.). Item 8 Methods of Analysis, Investment Strategies and Risk of Loss A. The Registrant may utilize the following methods of security analysis: • Charting - (analysis performed using patterns to identify current trends and trend reversals to forecast the direction of prices) • Fundamental - (analysis performed on historical and present data, with the goal of making financial forecasts) • Technical – (analysis performed on historical and present data, focusing on price and trade volume, to forecast the direction of prices) • Cyclical – (analysis performed on historical relationships between price and Page 14 of 25  market trends, to forecast the direction of prices) The Registrant may utilize the following investment strategies when implementing investment advice given to clients: • Long Term Purchases (securities held at least a year) • Short Term Purchases (securities sold within a year) • Trading (securities sold within thirty (30) days) • Margin Transactions (use of borrowed assets to purchase financial instruments) • Options (contract for the purchase or sale of a security at a predetermined price during a specific period of time) • Rebalancing of investment portfolio Investment Risk. Different types of investments involve varying degrees of risk, and it should not be assumed that future performance of any specific investment or investment strategy (including the investments and/or investment strategies recommended or undertaken by the Registrant) will be profitable or equal any specific performance level(s). Investing in securities involves risk of loss that clients should be prepared to bear. B. The Registrant’s methods of analysis and investment strategies do not present any significant or unusual risks. However, every method of analysis has its own inherent risks. To perform an accurate market analysis the Registrant must have access to current/new market information. The Registrant has no control over the dissemination rate of market information; therefore, unbeknownst to the Registrant, certain analyses may be compiled with outdated market information, severely limiting the value of the Registrant’s analysis. Furthermore, an accurate market analysis can only produce a forecast of the direction of market values. There can be no assurances that a forecasted change in market value will materialize into actionable and/or profitable investment opportunities. The Registrant’s primary investment strategies - Long Term Purchases, Short Term Purchases, and Trading - are fundamental investment strategies. However, every investment strategy has its own inherent risks and limitations. For example, longer term investment strategies require a longer investment time period to allow for the strategy to potentially develop. Shorter term investment strategies require a shorter investment time period to potentially develop but, as a result of more frequent trading, may incur higher transactional costs when compared to a longer-term investment strategy. Trading, an investment strategy that requires the purchase and sale of securities within a thirty (30) day investment time period, involves a very short investment time period but will incur higher transaction costs when compared to a short-term investment strategy and substantially higher transaction costs than a longer-term investment strategy. In addition to the fundamental investment strategies discussed above, the Registrant may also implement and/or recommend – use of margin, and/or options transactions. Each of these strategies has a high level of inherent risk. (See discussion below). Page 15 of 25  Margin is an investment strategy with a high level of inherent risk. A margin transaction occurs when an investor uses borrowed assets to purchase financial instruments. The investor generally obtains the borrowed assets by using other securities as collateral for the borrowed sum. The effect of purchasing a security using margin is to magnify any gains or losses sustained by the purchase of the financial instruments on margin. The use of options transactions as an investment strategy involves a high level of inherent risk. Option transactions establish a contract between two parties concerning the buying or selling of an asset at a predetermined price during a specific period of time. During the term of the option contract, the buyer of the option gains the right to demand fulfillment by the seller. Fulfillment may take the form of either selling or purchasing a security depending upon the nature of the option contract. Generally, the purchase or the recommendation to purchase an option contract by the Registrant shall be with the intent of offsetting/”hedging” a potential market risk in a client’s portfolio. Although the intent of the options- related transactions that may be implemented by the Registrant is to hedge against principal risk, certain of the options-related strategies (i.e. straddles, short positions, etc.), may, in and of themselves, produce principal volatility and/or risk. Thus, a client must be willing to accept these enhanced volatility and principal risks associated with such strategies. In light of these enhanced risks, client may direct the Registrant, in writing, not to employ any or all such strategies for his/her/their/its accounts. Covered Calls. Covered call writing is the sale of in-, at-, or out-of-the-money call options against a long security position held in a client portfolio. This type of transaction is intended to generate income. It also serves to create downside protection in the event the security position declines in value. Income is received from the proceeds of the option sale. Such income may be reduced to the extent it is necessary to buy back the option position before its expiration. This strategy may involve a degree of trading velocity, transaction costs and significant losses if the underlying security has volatile price movement. There can be no assurance that the security will not be called away by the option buyer, which will result in the client (option writer) to lose ownership in the security and incur potential unintended tax consequences. Covered call strategies are generally suited for positions with little price volatility. Borrowing Against Assets/Risks. A client who has a need to borrow money could determine to do so by using: • Margin-The account custodian or broker-dealer lends money to the client. The custodian charges the client interest for the right to borrow money, and uses the assets in the client’s brokerage account as collateral; and, • Pledged Assets Loan- In consideration for a lender (i.e., a bank, etc.) to make a loan to the client, the client pledges investment assets held at the account custodian as collateral. These above-described collateralized loans are generally utilized because they typically provide more favorable interest rates than standard commercial loans. These types of collateralized loans can assist with a pending home purchase, permit the retirement of more expensive debt, or enable borrowing in lieu of liquidating existing account positions and incurring capital gains taxes. However, such loans Page 16 of 25  are not without potential material risk to the client’s investment assets. The lender (i.e., custodian, bank, etc.) will have recourse against the client’s investment assets in the event of loan default or if the assets fall below a certain level. For this reason, Registrant does not recommend such borrowing unless it is for specific short-term purposes (i.e., a bridge loan to purchase a new residence). Registrant does not recommend such borrowing for investment purposes (i.e., to invest borrowed funds in the market). Regardless, if the client was to determine to utilize margin or a pledged assets loan, the following economic benefits would inure to Registrant: • by taking the loan rather than liquidating assets in the client’s account, Registrant • • continues to earn a fee on such Account assets; and, if the client invests any portion of the loan proceeds in an account to be managed by Registrant, Registrant will receive an advisory fee on the invested amount; and, if Registrant’s advisory fee is based upon the higher margined account value, Registrant will earn a correspondingly higher advisory fee. This could provide Registrant with a disincentive to encourage the client to discontinue the use of margin. The Client must accept the above risks and potential corresponding consequences associated with the use of margin or a pledged assets loan. C. Currently, the Registrant primarily allocates client investment assets among various individual equity (stocks), debt (bonds) and fixed income securities, mutual funds and/or exchange traded funds, on a discretionary basis, and Independent Managers in accordance with the client’s designated investment objective(s). (See Money Manager Search and Monitoring above). Item 9 Disciplinary Information Neither the Registrant nor any management person of the Registrant has been the subject of any reportable disciplinary actions. Item 10 Other Financial Industry Activities and Affiliations A. Registered Representatives of LPL. As disclosed above in Item 5.E, some of our Registrant’s representatives are registered representatives of LPL, an SEC Registered and FINRA member broker-dealer. B. Neither the Registrant, nor its representatives, are registered or have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or a representative of the foregoing. C. Registered Representatives of a Broker Dealer and Licensed Insurance Agents. As disclosed above in Items 4.B and 5.E above, certain of Registrant’s representatives, in their individual capacities, are registered representatives of LPL, a FINRA member broker-dealer and/or licensed insurance agents. Clients can choose to engage these individuals, separately from the Registrant, to effect securities brokerage transactions or purchase insurance products on a commission basis. Conflict of Interest: The recommendation by Registrant’s representatives, that a client purchase a securities or insurance commission product presents a conflict of Page 17 of 25  interest, as the receipt of commissions provides an incentive to recommend securities or insurance products based on commissions received, rather than on a particular client’s need. No client is under any obligation to purchase any commission products from Registrant’s representatives. Clients are reminded that they may purchase securities or insurance products recommended by Registrant through other, non-affiliated registered representatives or insurance agents. D. The Registrant does not receive, directly or indirectly, compensation from investment advisors that it recommends or selects for its clients. Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading A. The Registrant maintains an investment policy relative to personal securities transactions. This investment policy is part of Registrant’s overall Code of Ethics, which serves to establish a standard of business conduct for all of Registrant’s representatives that is based upon fundamental principles of openness, integrity, honesty and trust, a copy of which is available upon request. In accordance with Section 204A of the Investment Advisers Act of 1940, the Registrant also maintains and enforces written policies reasonably designed to prevent the misuse of material non-public information by the Registrant or any person associated with the Registrant. B. Neither the Registrant nor any related person of Registrant recommends, buys, or sells for client accounts, securities in which the Registrant or any related person of Registrant has a material financial interest. C. The Registrant and/or representatives of the Registrant may buy or sell securities that are also recommended to clients. This practice may create a situation where the Registrant and/or representatives of the Registrant are in a position to materially benefit from the sale or purchase of those securities. Therefore, this situation creates a potential conflict of interest. Practices such as “scalping” (i.e., a practice whereby the owner of shares of a security recommends that security for investment and then immediately sells it at a profit upon the rise in the market price which follows the recommendation) could take place if the Registrant did not have adequate policies in place to detect such activities. In addition, this requirement can help detect insider trading, “front-running” (i.e., personal trades executed prior to those of the Registrant’s clients) and other potentially abusive practices. The Registrant has a personal securities transaction policy in place to monitor the personal securities transactions and securities holdings of each of the Registrant’s “Access Persons”. The Registrant’s securities transaction policy requires that an Access Person of the Registrant must provide the Chief Compliance Officer or his/her designee with a written report of their current securities holdings within ten (10) days after becoming an Access Person. Additionally, each Access Person must provide the Chief Compliance Officer or his/her designee with a written report of the Access Person’s current securities holdings at least once each twelve (12) month period thereafter on a date the Registrant selects; provided, however that at any time that the Registrant has only one Access Person, he or she shall not be required to submit any securities report described above. D. The Registrant and/or representatives of the Registrant may buy or sell securities, at or around the same time as those securities are recommended to clients. Page 18 of 25  This practice creates a situation where the Registrant and/or representatives of the Registrant are in a position to materially benefit from the sale or purchase of those securities. Therefore, this situation creates a potential conflict of interest. As indicated above in Item 11.C, the Registrant has a personal securities transaction policy in place to monitor the personal securities transaction and securities holdings of each of Registrant’s Access Persons. Item 12 Brokerage Practices (The Custodians and Broker We Use) A. In the event that the client requests that the Registrant recommend a broker dealer/custodian for execution and/or custodial services (exclusive of those clients that may direct the Registrant to use a specific broker-dealer/custodian), Registrant generally, recommends that investment management accounts be maintained at LPL. Prior to engaging Registrant to provide investment management services, the client will be required to enter into a formal Agreement with Registrant setting forth the terms and conditions under which Registrant shall manage the client's assets, and a separate custodial/clearing agreement with each designated broker- dealer/custodian. Factors that the Registrant considers in recommending LPL (or any other broker- dealer/custodian to clients) includes historical relationship with the Registrant, financial strength, reputation, execution capabilities, pricing, research, and service. Transaction fees paid by Registrant's clients shall comply with the Registrant's duty to seek best execution, a client may pay a commission that is higher than another qualified broker-dealer might charge to effect the same transaction where the Registrant determines, in good faith, that the transaction fee is reasonable in relation to the value of the brokerage and research services received. In seeking best execution, the determinative factor is not the lowest possible cost, but whether the transaction represents the best qualitative execution, taking into consideration the full range of a broker-dealer’s services, including the value of research provided, execution capability, commission rates, and responsiveness. Accordingly, although Registrant will seek competitive rates, transaction fees charged by the designated broker dealer/custodian are exclusive of, and in addition to, Registrant's investment management fee. The Registrant’s best execution responsibility is qualified if securities that it purchases for client accounts are mutual funds that trade at net asset value as determined at the daily market close. 1. Research and Additional Benefits Although not a material consideration when determining whether to recommend that a client utilize the services of a particular broker-dealer/custodian, Registrant may receive from LPL (or another broker-dealer/custodian) without cost (and/or at a discount) support services and/or products, certain of which assist the Registrant to better monitor and service client accounts maintained at such institutions. Included within the support services that may be obtained by the Registrant may be investment related research, pricing information and market data, software and other technology that provide access to client account data, compliance and/or practice management related publications, discounted or gratis consulting services, discounted and/or gratis attendance at conferences, meetings, and other educational and/or social events, marketing support, computer hardware and/or software and/or other products used by Registrant in furtherance of its investment advisory business operations. Page 19 of 25  As indicated above, certain of the support services and/or products that may be received may assist the Registrant in managing and administering client accounts. Others do not directly provide such assistance, but rather assist the Registrant to manage and further develop its business enterprise. Registrant’s clients do not pay more for investment transactions effected and/or There is no corresponding commitment made by the assets maintained at LPL. Registrant to LPL or any other entity to invest any specific amount or percentage of client assets in any specific mutual funds, securities or other investment products as a result of the above arrangement. Additional Benefits Registrant has received certain additional economic benefits (“Additional Benefits”) that may or may not be offered to the Registrant again in the future., The Additional Benefits include partial payment for certain expenses incurred for client events hosted by the Registrant. The Additional Benefits received have not exceeded $15,000 over the course of the last years. Each Additional Benefit payment is non-recurring and individually negotiated. The Registrant has no expectation that these Additional Benefits will be offered again; however, the Registrant reserves the right to negotiate for these Additional Benefits in the future. The Additional Benefits are provided to Registrant in the sole discretion of the vendor or sponsor and at its own expense, and neither the Registrant nor its clients pay any additional fees as a result of the Registrant’s receipt of the Additional Benefits. Registrant has not entered into any written agreement to govern the Additional Benefits. The Registrant’s Chief Compliance Officer, James M. Frawley, and Registered Principal/Managing Partner, David Todd Clark, remain available to address any questions that a client or prospective client may have regarding the above arrangement and any corresponding perceived conflict of interest such arrangement may create. 2. The Registrant does not receive referrals from broker-dealers. 3. The Registrant does not generally accept directed brokerage arrangements (when a client requires that account transactions be effected through a specific broker-dealer). In such client directed arrangements, the client will negotiate terms and arrangements for their account with that broker-dealer, and Registrant will not seek better execution services or prices from other broker-dealers or be able to "batch" the client's transactions for execution through other broker-dealers with orders for other accounts managed by Registrant. As a result, client may pay higher transaction costs or greater spreads, or receive less favorable net prices, on transactions for the account than would otherwise be the case. to effect account transactions In the event that the client directs Registrant to effect securities transactions for the client's accounts through a specific broker-dealer, the client correspondingly acknowledges that such direction may cause the accounts to incur higher transaction costs than the accounts would otherwise incur had the client determined through alternative clearing arrangements that may be available through Registrant. Page 20 of 25  B. To the extent that the Registrant provides investment management services to its the transactions for each client account generally will be affected clients, independently, unless the Registrant decides to purchase or sell the same securities for several clients at approximately the same time. The Registrant may (but is not obligated to) combine or “bunch” such orders to seek best execution, to negotiate more favorable transaction fee or to allocate equitably among the Registrant’s clients differences in prices and commissions or other transaction costs that might have been obtained had such orders been placed independently. Under this procedure, transactions will be averaged as to price and will be allocated among clients in proportion to the purchase and sale orders placed for each client account on any given day. The Registrant shall not receive any additional compensation or remuneration as a result of such aggregation. Item 13 Review of Accounts A. For those clients to whom Registrant provides investment supervisory services, account reviews are conducted on an ongoing basis by the Registrant's Principals and/or representatives. All investment supervisory clients are advised that it remains their responsibility to advise the Registrant of any changes in their investment objectives and/or financial situation. All clients (in person or via telephone) are encouraged to review financial planning issues (to the extent applicable), investment objectives and account performance with the Registrant on an annual basis. B. The Registrant may conduct account reviews on an other than periodic basis upon the occurrence of a triggering event, such as a change in client investment objectives and/or financial situation, market corrections and client request. C. Clients are provided, at least quarterly, with written transaction confirmation notices and regular written summary account statements directly from the broker- dealer/custodian and/or program sponsor for the client accounts. The Registrant may also provide a written periodic report summarizing account activity and performance upon request. Item 14 Client Referrals and Other Compensation A. As referenced in Item 12.A.1 above, the Registrant may receive an indirect economic benefit from LPL (or other custodians). The Registrant, without cost (and/or at a discount), may receive support services and/or products from LPL (or other custodians). Registrant’s clients do not pay more for investment transactions effected and/or assets maintained at LPL or any other custodian as a result of this arrangement. There is no corresponding commitment made by the Registrant to LPL or any other entity to invest any specific amount or percentage of client assets in any specific mutual funds, securities or other investment products as a result of the above arrangement. We may receive from LPL or a mutual fund company, without cost and/or at a discount, support services and/or products, to assist us to better monitor and service client accounts maintained at such institutions. Included within the support services, we may receive investment-related research, pricing information and market data, software and other technology that provide access to client account data, compliance and/or practice management-related publications, discounted or gratis consulting Page 21 of 25  services, discounted and/or gratis attendance at conferences, meetings and other educational and/or social events, marketing support, computer hardware and/or software and/or other products used by us to assist us in our investment advisory business operations. Registrant participates in a client referral program, for which Registrant pays recurring fees to be identified as a participating investment adviser. Through these referral programs, prospective clients are provided with a menu of participating advisers in their respective geographic areas from which to select, and the client retains absolute discretion over the investment adviser to be retained. Registrant pays a fixed monthly fee to be a participating adviser in this referral program, and this fee is payable regardless of whether referred prospects ultimately become clients of Registrant. Any amount paid by Registrant to participate in this program is be paid solely by Registrant and shall not result in any additional charge to the client. Item 15 Custody The Registrant does not maintain custody of client funds or securities. from However, we do have the ability to instruct custodians to deduct our advisory fees directly from your account. The custodian maintains the actual custody of your assets. Clients are provided, at least quarterly, with written transaction confirmation notices and regular written summary account statements directly the broker- dealer/custodian and/or program sponsor for the client accounts. The Registrant may also provide a written periodic report summarizing account activity and performance. To the extent that the Registrant provides clients with periodic account reports, the client is urged to compare any report provided by the Registrant with the account statements received from the account custodian. The account custodian does not verify the accuracy of the Registrant’s advisory fee calculation. Item 16 Investment Discretion The client can determine to engage the Registrant to provide investment advisory services on a discretionary basis. Prior to the Registrant assuming discretionary authority over a client’s account, the client shall be required to execute an Agreement, naming the Registrant as the client’s attorney and agent in fact, granting the Registrant full authority to buy, sell, or otherwise effect investment transactions involving the assets in the client’s name found in the discretionary account. Clients who engage the Registrant on a discretionary basis may, at any time, impose restrictions, in writing, on the Registrant’s discretionary authority (i.e. limit the types/amounts of particular securities purchased for their account, exclude the ability to purchase securities with an inverse relationship to the market, limit or proscribe the Registrant’s use of margin, etc.). Page 22 of 25  Item 17 Voting Client Securities A. The Registrant does not vote client proxies. Clients maintain exclusive responsibility for: (1) directing the manner in which proxies solicited by issuers of securities owned by the client shall be voted, and (2) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy proceedings or other type events pertaining to the client’s investment assets. B. Clients will receive their proxies or other solicitations directly from their custodian. Clients may contact the Registrant to discuss any questions they may have with a particular solicitation. Item 18 Financial Information A. The Registrant does not solicit fees of more than $1,200, per client, six months or more in advance. B. The Registrant 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. C. The Registrant has not been the subject of a bankruptcy petition. The Registrant’s Chief Compliance Officer, James M. Frawley, and Registered Principal/Managing Partner, David Todd Clark remain available to address any questions that a client or prospective client may have regarding the above disclosures and arrangements. Page 23 of 25  Addendums CRYPTOCURRENCY ACKNOWLEDGEMENT I, (INSERT NAME OF CLIENT), by execution below, hereby acknowledge that: • I have requested that Westside Investment Management (“Westside Investment Management”) provide information to me regarding a potential purchase of/investment in cryptocurrencies, including Crypto Investment Vehicles; • Westside Investment Management does not recommend the purchase of/investment in cryptocurrencies; • Westside Investment Management considers cryptocurrencies to be speculative; • Investment in cryptocurrencies involve various risk factors, including, but not limited to, liquidity constraints, and potential for extreme price volatility and complete loss of my investment; • • • • Crypto is a digital currency that can be used to buy goods and services but uses an online ledger with strong cryptography (i.e., a method of protecting information and communications with codes) to secure online transactions. Unlike conventional currencies issued by a monetary authority, cryptocurrencies are generally not controlled or regulated, and their price is determined by the supply and demand of their market; I fully understand the risks and potential negative consequences pertaining to the purchase of cryptocurrencies, including the potential for complete loss of my investment; I am able to withstand complete loss of my cryptocurrency investment; and, I am under absolutely no obligation to invest in cryptocurrencies, and should I purchase cryptocurrencies, I do so with full knowledge and acceptance of the above risks. Accordingly, by execution below, I/we hereby forever, and unconditionally, release and hold Westside Investment Management, its officers, directors, members, owners, employees, and agents harmless with respect to any and all claims, losses, and/or damages that result from my/our purchase of cryptocurrencies, including the complete loss of my investment. Agreed to and Accepted by: Date: Name Date: Name Page 24 of 25  ESG ACKNOWLEDGEMENT By, executing bellow, I acknowledge the following considerations pertaining to an ESG portfolio: Socially Responsible Investing Limitations. Socially Responsible Investing involves the incorporation of Environmental, Social and Governance considerations into the investment due diligence process (“ESG). There are potential limitations associated with allocating a portion of an investment portfolio in ESG securities (i.e., securities that have a mandate to avoid, when possible, investments in such products as alcohol, tobacco, firearms, oil drilling, gambling, etc.). The number of these securities may be limited when compared to those that do not maintain such a mandate. ESG securities could underperform broad market indices. Investors must accept these limitations, including potential for underperformance. Correspondingly, the number of ESG mutual funds and exchange-traded funds are few when compared to those that do not maintain such a mandate. As with any type of investment (including any investment and/or investment strategies recommended and/or undertaken by Westside Investment Management), there can be no assurance that investment in ESG securities or funds will be profitable or prove successful. ACKNOWLEDGED: Date: Date: Page 25 of 25