AXXCESS WEALTH MANAGEMENT, LLC

A. Firm Information Axxcess Wealth Management, LLC (“AWM” or the “Advisor”) is a registered investment advisor with the U.S. Securities and Exchange Commission. The Advisor is organized as a Limited Liability Company (LLC) under the laws of the State of Delaware. AWM was founded in 2012 and is principally owned and operated by Michael Seid, Chief Executive Officer and Chief Compliance Officer and Jonathan Brackmann, Chief Operating Officer. This Disclosure Brochure provides information regarding the qualifications, business practices, and advisory services provided by AWM.

B. Advisory Services Offered AWM offers services through two channels. Direct to Clients through Investment Advisor Representatives registered with AWM, and through the AWM Platform, the marketing name for services AWM delivers to non-affiliated third-party SEC and state-registered investment advisory firms. The AWM Platform is also known more conventionally in the wealth management industry as a TAMP (Third-Party Asset Management Platform). Investment professionals may engage AWM to provide back-office operational support services and/or gain access to and select from independent third-party managers (“Sleeve Managers”) available through the Axxcess Customized Portfolio Platform (“ACPP”). Both direct Clients and thirdparty firms will execute a contract that outlines the services that AWM provides. Through the AWM Platform, firms may also choose to receive certain administrative or back-office services, such as billing, operations, and reporting services, and/or fiduciary services like trade order management, execution, or to provide investment solutions for underlying Client assets on a sub-advisory basis. AWM makes available to both direct and third-party firms third-party money managers called Sleeve Managers and may choose to allocate all or a portion of their underlying Client’s assets among the different Managers available through the AWM Platform on a discretionary basis. Firms that engage the AWM Platform shall have a direct contractual relationship with each of their underlying Clients and obtain, through such agreements, the authority to engage AWM for sub-advisory services. Sleeve Managers on the AWM Platform are engaged by AWM as Sub-advisers, and deliver or trade their strategies on the AWM Platform. AWM will have discretionary investment authority, and shall be authorized, without prior consultation with underlying Client, to trade (buy/sell/exchange) or allocate the underlying Client’s assets in accordance with the underlying Client’s investment objectives and to execute instructions in furtherance this responsibility to the underlying Client or firm’s custodian. AWM is an independent investment advisory firm. AWM’s Client base includes individuals, high-networth individuals, trusts, estates, businesses, charitable organizations, retirement plans, other investment advisors, and (each referred to as a “Client). AWM has developed a wide array of services dedicated to meeting the distinct needs of each Client. AWM works with Clients on a perproject/hourly basis or on an asset-based relationship described in Item 5 below. Advice is provided through consultation with the Client and may include the determination of financial objectives, risk assessment, risk management, tax-optimization, capital allocation and budgeting, identification of financial problems, cash flow management, strategic planning, insurance review, investment management, retirement plan design, installation, and management. Each of AWM’s services is unified by the Advisor’s overall mission to meet the distinct needs of each type of Client and their Investment Advisor Representative (“IAR”): ● Retain AWM’s Client relationships by putting their interests first; ● Invite collaboration and partnership with the Client’s existing advisors; ● Ensure clear, transparent communication; and ● Mandate the highest standard of professional conduct, Advisor ethics, and Client privacy.

AWM makes a point to know its Clients’ circumstances in order to implement individually tailored financial solutions. Meeting the needs of each Client in order to sustain a relationship that creates value for the Client requires a depth of knowledge, routine contact, and a requirement to collaborate with a Client's existing advisors. Client interviews, analysis of current and projected financial requirements, risk tolerance, and portfolio goals are established at the beginning and throughout the Client relationship. The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness, and good faith toward each Client and seeks to mitigate potential conflicts of interest. AWM's fiduciary commitment is further described in the Advisor’s Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading.

Core Services for Direct Clients of AWM: AWM provides Clients with wealth management services, which generally include discretionary management of investment portfolios in connection with a broad range of comprehensive financial planning and consulting services. These services are described below. Internal Investment Management Services – AWM’s core services are focused on wealth management. AWM provides customized investment advisory solutions for its Clients. This is achieved through personal Client contact and interaction while providing primarily discretionary investment management and related advisory services. AWM works closely with each Client to identify their investment goals and objectives as well as risk tolerance and financial situation in order to create a portfolio strategy. Most Clients choose to have AWM advise them on matters related to their wealth management and the implementation of their investment strategy. AWM also provides other advisory consulting services, which include financial planning, capital allocation, and advisement on financial matters to businesses, high-net-worth individuals, family offices, and retirement plans. Prior to providing advisory services, AWM’s Clients enter into an advisory services agreement known as the AWM Engagement Agreement. Core services are tailored to each Client, as the Advisor does not manage a “one size fits all” model portfolio. AWM’s Client accounts are monitored on at least a monthly basis and focused on meeting current and evolving financial needs. AWM’s IARs assist the Client’s investment decisions by endeavoring to understand the Client’s financial goals and objectives in the areas of investment allocation, retirement planning, estate planning, and corporate planning. AWM will review the Client’s current financial position, taking into account the stated financial goals and objectives of the Client. AWM will frequently establish and formalize a customized IPS for each Client or account being managed. Portfolios are designed and managed using a mix of investments, including stocks, bonds, mutual funds, third-party managers, exchange-traded funds (“ETFs”), structured notes, real estate investment trusts (“REITs”), business development companies, and alternative investments such as hedge funds and private equity. The Advisor may retain certain types of investments based on a Client’s legacy investments based on portfolio fit and/or tax considerations. Clients have the option of granting either fully discretionary authority or limited discretionary authority to AWM regarding their investment accounts. AWM may recommend that Clients utilize one or more unaffiliated investment managers or investment platforms (collectively “TPMs”) for all, or a portion of a Client’s investment portfolio based on the Client’s needs and objectives. In such instances, the Client will be required to authorize and enter into an investment management agreement with a TPM that defines the terms in which the TPM will provide its services. The Advisor will perform initial and ongoing oversight and due diligence over each TPM to ensure the strategy remains aligned with the Client's investment objectives and overall best interests. The Advisor will also assist the Client in the development of the initial policy recommendations and managing the ongoing Client relationship. The Client will be provided with the TPM’s Form ADV Part 2A – Disclosure Brochure (or a brochure that makes the appropriate

disclosures) prior to entering into an agreement with a TPM. Please see the Sleeve Manager Platform and TPMs and Wrap Fee Programs sections below for additional information. Most third-party managers are only available on a fully discretionary basis. Advisory services include, among other things, providing advice regarding both tactical and strategic asset allocation and the selection of investments. AWM’s investment strategies are designed to reflect the needs of its Clients. The Advisor may buy, sell, or re-allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. AWM will construct, implement, and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. AWM evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. AWM may recommend, on occasion, rebalancing or reallocating the investment allocations. AWM may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as part of a target allocation. AWM may recommend or sell positions for reasons that include but are not limited to harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. AWM selects, recommends, and/or retains mutual funds on a fund-by-fund basis and seeks to use non-retail or institutional classes when possible. Due to specific custodial or mutual fund company constraints, material tax considerations, and/or systematic investment plans, AWM may select, recommend, and/or retain a mutual fund share class that has a higher expense ratio than an equivalent share class. AWM will seek to select the lowest cost share class available that is in the best interest of each Client and will ensure the selection aligns with the Client’s financial objectives and stated investment guidelines. AWM also may render non-discretionary investment management services to Clients relative to (1) variable life/annuity products that they may own and/or (2) their individual employer-sponsored retirement plans. In so doing, AWM either directs or recommends the allocation of Client assets among the various mutual fund subdivisions that comprise the variable life/annuity product or the retirement plan. The Client assets shall be maintained at either the specific insurance company that issued the variable life/annuity product, which is owned by the Client, or at the custodian designated by the sponsor of the Client’s retirement plan. At no time will AWM accept or maintain custody of a Client’s funds or securities, except for the limited authority as outlined in Item 15 – Custody. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 – Brokerage Practices. Retirement Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to the Client regarding a distribution from an ERISA retirement account or to roll over the assets to an IRA, or recommend a similar transaction, including rollovers from one ERISA-sponsored Plan to another, one IRA to

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The following paragraphs detail the fee structure and compensation methodology for services provided by the Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into one or more written agreements/a written agreement with the Advisor.

A. Fees for Advisory Services

Core Services: Wealth Management Services and Customized Portfolio Platform Wealth management and Customized Portfolio Platform fees are paid either monthly or quarterly (“Billing Period”), either in advance of or at the end of each calendar quarter (the “Billing Cycle”), pursuant to the terms of the investment advisory agreement. Wealth management and Customized Portfolio Platform fees are based on the market value of assets under management, including cash and equivalents, at the beginning or end of the Billing Period. Wealth Management and Customized Portfolio Platform fees range from 0.15% to 2.00% annually, and the Advisor has multiple tiered fee schedules that fall within this range. Wealth management and Customized Portfolio Platform fees are based on several factors, including the scope and complexity of the services to be provided, the level of assets to be managed, and the overall relationship with the Advisor. Relationships with multiple objectives, specific reporting requirements, portfolio restrictions, and other complexities may be charged a higher fee. The wealth management fee and Customized Portfolio Platform in the first Billing Period of service are prorated from the inception date of the account[s] to the end of the Billing Period. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into consideration the aggregate assets under management with the Advisor. All securities held in accounts managed by AWM will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the Custodian’s valuation to ensure accurate billing. Clients may make additions to and withdrawals from their account[s] at any time. However, reconciliations are performed during the next Billing Period to capture if, on any given day, assets are deposited into or withdrawn from an account after the start of the Billing Period. An adjustment will be made in the form of a credit or debit the following Billing Period to reflect the interim change in portfolio value from the date of the deposit/withdrawal until the end of the Billing Period. The Advisor’s fee is exclusive of and in addition to any applicable securities transaction and custody fees and other related costs and expenses described in Item 5.C. below, which may be incurred by the Client. However, the Advisor shall not receive any portion of these commissions, fees, and costs. Use of Independent Managers – Sleeve Manager Strategy Services Sleeve manager strategy services are paid either monthly or quarterly, either in advance of or at the end of each calendar month or quarter, pursuant to the terms of the Client Services Agreement. Sleeve manager strategy services are based on the market value of assets under management at

the end of the Billing Period. Sleeve manager strategy service fees range from 0.08% to 1.25% annually based on several factors, including the scope and complexity of the services to be provided, the level of assets to be managed, and the overall relationship with the Advisor. Relationships with multiple objectives, specific reporting requirements, portfolio restrictions, and other complexities may be charged a higher fee. The sleeve manager strategy fee in the first Billing Period of service is prorated from the inception date of the strategy[ies] to the end of the Billing Period. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into consideration the aggregate assets under management with the Advisor. All securities held in accounts managed by AWM will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the Custodian’s valuation to ensure accurate billing. The Advisor’s fee is exclusive of and in addition to any applicable securities transaction and custody fees and other related costs and expenses described in Item 5.C. below, which may be incurred by the Client. However, the Advisor shall not receive any portion of these commissions, fees, and costs. Advisory Services: Financial Planning and Consulting Services For Clients engaging AWM separately for project-based or ongoing services, AWM offers standalone financial planning and consulting services either on an hourly basis or for a fixed engagement fee. From time to time, AWM utilizes the services of Third-Party Estate Planning Providers (i.e. Wealth.com, Trust and Will, etc.) for the provision of estate planning services in the context of AWM’s financial planning and consulting services. Hourly fees for AWM services range from $100 to $500 per hour. Fixed fees are negotiable based on the nature and complexity of the services to be provided and the overall relationship with the Advisor. Clients agree to pay all costs associated with ThirdParty Estate Planning Providers. An estimate for total hours and/or total costs, including costs associated with Third-Party Estate Planning Providers, will be provided to the Client prior to engaging for these services. Corporate Services: Retirement Plan Advisory Services Fees for retirement plan advisory services are charged an annual asset-based advisory fee of up to 2.00% and are billed at the end of or in advance of each calendar quarter, pursuant to the terms of the retirement plan advisory agreement. Retirement plan advisory fees are based on the market value of assets under management at the end or beginning of the Billing Cycle. Fees may be negotiable depending on the size and complexity of the Plan. For corporate Clients also engaging AWM for advisory, financial planning, and consulting services, Clients will be charged either an hourly or fixed rate as defined above under Financial Planning and Consulting Services and pursuant to the terms of the retirement plan advisory agreement. Participant Account Management Technology For assets managed through a third-party platform, the IAR may, in their discretion, either absorb the platform fee or pass through the platform fee to the Client. Advisory fees continue to apply to all assets under management, including those held through the platform, as described above. If the IAR elects to pass through the platform fee, the Client’s total fees may increase accordingly.

B. Fee Billing Wealth Management Services and Customized Portfolio Platform Wealth Management and Customized Portfolio Platform fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at the Custodian. The Advisor shall send an invoice to the Custodian indicating the amount of the fees to be deducted from the Client’s account[s] at the respective Billing Period end date. The amount due is calculated by applying the

Billing Period rate [(annual rate divided by the number of days in the year), multiplied by the number of days in the Billing Period] to the total assets under management with AWM at the end or beginning of each Billing Period. Clients will be provided with a statement, at least quarterly, from the Custodian reflecting the deduction of the investment advisory fee. Clients provide written authorization permitting advisory fees to be deducted by AWM to be paid directly from their account[s] held by the Custodian as part of the investment advisory agreement and separate account forms provided by the Custodian. With respect to unaffiliated, non-custodial partnership/private fund investments, which are not held at the Custodian, the Client shall be required to complete applicable private placement and/or account opening documents to establish these investments. The Advisor will debit its fee for providing investment advisory services with respect to these relationships directly from an account designated by the Client and held at the Custodian. For certain non-custodial, partnership/private fund investments, the Advisor may not receive month or quarter-end investment valuations prior to its fee billing calculation. In such instances, the Advisor will use the most recent month-end or quarter-end valuation available for the calculation of investment advisory fees. The Advisor will recalculate its fee upon receipt of final valuations. Adjustments are reflected in the fee calculations for the next Billing Period. Use of Independent Managers – Sleeve Manager Strategy Services For Client accounts implemented through a TPM or sleeve manager, the Client’s overall fees may include AWM’s investment advisory fee (as noted above) plus the investment management fees and/or platform fees charged by the TPM or AWM, as applicable. In certain instances, the TPM or the Advisor may assume responsibility for calculating the Client’s fees and deduct all fees from the Client’s account[s]. Advisory Services: Financial Planning and Consulting Services Financial planning fees may be invoiced up to fifty percent (50%) of the expected total fee upon execution of the financial planning agreement. The balance shall be invoiced upon completion of the agreed-upon deliverable[s]. For Clients engaging AWM for ongoing services, the Client may elect monthly, quarterly, or annual billing. Financial planning and consulting fees are invoiced by the Advisor as defined in the Client’s advisory agreement. The Client may elect to for monthly, quarterly, or annual billing. The Advisor does not collect fees of $1,200 or more for services to be performed six (6) months or more in advance. Corporate Services: Retirement Plan Advisory Services Retirement plan advisory fees may be directly invoiced to the Plan Sponsor or deducted from the assets of the Plan, depending on the terms of the retirement plan advisory agreement.

C. Other Fees and Expenses AWM assesses Clients with an annual account fee as stated in the Client’s investment advisory agreement, which is in addition to the advisory fees defined above. The Client also understands and acknowledges that, in addition to the other fees set forth in this agreement, certain Clients, if elected, will pay a servicing and reporting fee (the “Servicing and Reporting Fee”) to the Advisor. The Servicing and Reporting Fee shall be calculated based upon certain identified assets held by Clients, including certain assets held outside of Clients’ advisory accounts (the “Subject Investments”). The Servicing and Reporting Fee shall be paid in consideration of the performance by the Advisor of services including (i) responding to Client inquiries regarding the risk profile and objectives of the Subject Investments, (ii) arranging for bank wire transfer of funds to or from the Client’s account with respect to the Subject Investments, (iii) preparing of a portfolio design consistent with the Client’s objectives and the Advisor’s economic forecast regarding the Subject Investments, (iv) directing Client funds between specific Subject Investments

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A. Methods of Analysis Investment advice is an integral part of AWM’s process. The Advisor uses a multi-asset class, multidisciplinary approach with the belief that no two Clients are identical. Therefore, the Advisor does not manage Client investment portfolios on the basis of a “one size fits all” model portfolio. Investment advice is provided with the Client making the final decision on investment selection in most cases. Some accounts that the Advisor oversees are handled on a fully discretionary basis. Clients have the choice to work on a limited or full discretion basis. In most cases, an evaluation of each Client’s initial situation is provided. Periodic reviews are also communicated to provide reminders of the specific courses of action that need to be taken. More frequent reviews occur but are not necessarily communicated to the Client unless immediate changes are recommended.

AWM’s process is rooted in these simple premises: ● Diversify Client Assets: Investors must look beyond the traditional pie chart. The Client is at great risk if they believe in a passive long-only index investing approach. Correlations and manager talent are important.

Avoid Market Timing: Investors tend to follow trends and get excited when the media overemphasizes select aspects of a market or component of the economy.

Keep Fees to a Minimum: AWM’s platform structure allows Clients to benefit from a very competitive fee structure.

For Clients that are not a Model: AWM constructs, manages, and monitors portfolios that are customized and optimized to each individual Client. Investors’ unique return, risk, liquidity, income profile, tax circumstance, and allocation objectives are blended with their experience and expectations. While efficiencies and execution are essential, AWM has yet to meet two Clients that were exactly the same.

Communication: AWM’s reporting and aggregation systems are industry-leading and keep the Client’s complex financial picture clear daily.

The AWM IOC: meets weekly and intelligently synthesizes diverse economic views and top investment research, allowing the IOC to manage asset allocations designed to maximize after-tax, after-fee, and risk-adjusted returns.

Other professionals (e.g., lawyers, accountants, insurance agents, etc.): are engaged directly by the Client on an as-needed basis.

AWM employs fundamental, technical, cyclical, behavioral, and charting analysis methods in developing investment strategies for its Clients. Research and analysis from AWM are derived from numerous sources, including financial media companies, third-party research materials, Internet sources, and reviews of company activities, including annual reports, prospectuses, press releases, and research prepared by others. Fundamental analysis utilizes economic and business indicators as investment selection criteria. This criterion generally consists of ratios and trends that may indicate the overall strength and financial viability of the entity being analyzed. Assets are deemed suitable if they meet certain criteria to indicate that they are a strong investment with a value discounted by the market. While this type of analysis helps the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in the fundamental analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. Technical analysis involves the analysis of past market data rather than specific company data in determining the recommendations made to Clients. Technical analysis may involve the use of charts to identify market patterns and trends, which may be based on investor sentiment rather than the fundamentals of the company. The primary risk in using technical analysis is that spotting historical trends may not help to predict such trends in the future. Even if the trend will eventually reoccur, there is no guarantee that AWM will be able to accurately predict such a reoccurrence. Cyclical analysis is similar to technical analysis in that it involves the analysis of market conditions at a macro (entire market/economy) or micro (company specific) level rather than the overall

fundamental analysis of the health of the particular company that AWM is recommending. The risks with cyclical analysis are similar to those of technical analysis. Charting analysis utilizes various market indicators as investment selection criteria. These criteria are generally pricing trends that may indicate movement in the markets. Assets are deemed suitable if they meet certain criteria to indicate that they are a strong investment with a value discounted by the market. While this type of analysis helps the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Assets meeting the investment criteria utilized in the technical and charting analysis may lose value and may have negative investment performance. The Advisor monitors these market indicators to determine if adjustments to strategic allocations are appropriate. Investment Strategies AWM implements a variety of investment strategies for Clients and does not manage a specific, single strategy for its Clients. The investment strategy for a specific Client is based upon the objectives stated by the Client during consultations and varies by the advisory team. The Client may change these objectives at any time. AWM’s advice is primarily based on long-term investment strategies using asset allocation decisions and not market timing; however, AWM may implement short-term trading strategies internally or through AWM’s Sleeve Strategy Managers, Third-Party Money Managers, or hedge fund managers. Individual securities are screened based on the basis of a company’s financial strength, growth characteristics, and overall ability to meet Client objectives. Investment strategies are driven by an understanding of Client constraints, risk tolerance, familiarity with investment behavior, accredited investor status, and tax status. AWM will typically hold all or a portion of a security for more than a year but may hold for shorter periods for the purpose of rebalancing a portfolio or meeting the cash needs of Clients. At times, AWM may also buy and sell positions that are more short-term in nature, depending on the goals of the Client and/or the fundamentals of the security, sector, or asset class.

B. Risk of Loss Investing in securities involves certain investment risks. Securities may fluctuate in value or lose value. Clients should be prepared to bear the potential risk of loss. AWM will assist Clients in determining an appropriate strategy based on their tolerance for risk and other factors noted above. However, there is no guarantee that a Client will meet their investment goals. While the methods of analysis help the Advisor in evaluating a potential investment, it does not guarantee that the investment will increase in value. Strategies utilized in these methods of analysis may lose value and may have negative investment performance. The Advisor monitors these economic indicators to determine if adjustments to strategic allocations are appropriate. More details on the Advisor’s review process are included below in Item 13 – Review of Accounts. Each Client engagement will entail a review of the Client’s investment goals, financial situation, time horizon, tolerance for risk, and other factors to develop an appropriate strategy for managing a Client’s account. Client participation in this process, including full and accurate disclosure of requested information, is essential for the analysis of a Client’s account[s]. The Advisor shall rely on the financial and other information provided by the Client or their designees without the duty or obligation to validate the accuracy and completeness of the provided information. It is the responsibility of the Client to inform the Advisor of any changes in financial condition, goals, or other factors that may affect this analysis.

The risks associated with a particular investment strategy[ies] are provided to each Client in advance of investing Clients’ accounts. The Advisor will work with each Client to determine their tolerance for risk as part of the portfolio construction process. However, there is no guarantee that a Client will meet their investment goals, and each Client is reminded to review the prospectus, Form ADV Part 2A, Sleeve Manager Addendum, or other offering materials related to the underlying investment[s]. The following summary identifies the material risks related to the Advisor’s significant investment strategies and should be carefully evaluated before making an investment with the Advisor; however, the following does not intend to identify all possible risks of an investment with the Advisor or provide a full description of the identified risks. Prospective Investors should consult their own legal, tax and financial advisors. Cybersecurity Risk The information and technology systems of the Advisor and of key service providers to the Advisor and the Clients may be vulnerable to potential damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by their respective professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. Although the Advisor has implemented various measures designed to manage risks relating to these types of events, if these systems are compromised, become inoperable for extended periods of time or cease to function properly, it may be necessary for the Advisor to make a significant investment to fix or replace them and to seek to remedy the effect of these issues. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in the operations of the Advisor or the Clients and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information. Systems and Operational Risk The Advisor relies on certain financial, accounting, data processing and other operational systems and services that are employed by the Advisor and/or by third-party service providers, including technology, data storage, network, prime brokers, custodians, market counterparties and others. Many of these systems and services require manual input and are susceptible to error. These programs or systems may be subject to certain defects, failures or interruptions. For example, the Adviser and the Clients could be exposed to errors made in the confirmation or settlement of transactions, from transactions not being properly booked, evaluated or accounted for or related to other similar disruptions in a Client’s operations. In addition, despite certain measures established by the Advisor and third-party service providers to safeguard information in these systems, the Advisor, the Clients and their third-party service providers are subject to risks associated with a breach in cybersecurity which may result in damage and disruption to hardware and software systems, loss or corruption of data and/or misappropriation of confidential information. Any such errors and/or disruptions may lead to financial losses, the disruption of a Client’s trading activities, liability under applicable law, regulatory intervention or reputational damage. Effects of Health Crises and Other Force Majeure Events Health crises, such as pandemic and epidemic diseases, as well as other catastrophes that interrupt the expected course of events, such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events, and the public response to or fear of such diseases or events, have and may in the future have an adverse effect on Clients' investments and the Advisor’s operations. For example, any preventative or protective actions that governments may take in respect of such diseases or events may result in periods of business disruption, inability to obtain raw materials, supplies and component parts, and reduced or disrupted operations for Client portfolio companies. In addition, under such circumstances the operations, including functions such as trading and valuation of the Advisor and other service providers could be reduced, delayed, suspended or otherwise disrupted. Further, the occurrence and pendency of such diseases

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AWM offers investment advisory services to individuals, high-net-worth individuals, trusts, estates, businesses, charitable organizations, retirement plans, other investment advisors, and state/municipal government entities. AWM generally does not impose a minimum relationship size.

AWM, in specific investment strategies or Client situations, will receive a performance-based fee based upon specific gains obtained in the accounts of “Qualified Clients,” defined in Item below, pursuant to the terms of the investment advisory agreement. Performance-based fees are in addition to the investment advisory fee described in Item 5 above. For accounts subject to performance-based fees, at the end of each fiscal year, the capital appreciation in the Client’s account[s] will be calculated by the Advisor or its delegate. If the appreciation exceeds a predetermined benchmark or absolute rate, the Client will be subject to an additional performancebased fee rate. In other circumstances, a performance-based fee engagement can be entered into to allow for the charging of an annual percentage of capital appreciation of such Qualified Client’s Gross Assets,

subject to certain terms, such as a high-water mark or hurdle rate, of any gains in the Client account during the preceding year. The terms for the Client-specific performance-based fee engagement will be set forth in each Qualified Client’s investment advisory agreement. Clients should understand that certain conflicts of interest exist due to performance-based fee arrangements, which include the fact that it creates a financial incentive for the Advisor to make investments that are riskier or more speculative than might otherwise be the case in the absence of such an arrangement. The performance-based fees are structured so that certain performance hurdles must be met in order to receive the fee and mitigate the conflict. Importantly, as part of the Advisor’s fiduciary duty, AWM must act in the best interest of its Clients. Regarding side-by-side management, the Advisor receives different types of fees, such as assetbased and performance-based fees. Managing Clients who are charged different types of fees creates conflicts of interest between the Advisor and its Clients, in addition to the ones listed above. For example, charging performance-based fees could incentivize the Advisor to allocate more favorable investments to those Clients being charged a performance-based fee. The Advisor has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of multiple types of Clients, including Clients with multiple fee arrangements and the allocation of investment opportunities. Who is a “Qualified Client”? The Investment Advisers Act of 1940 (the “Advisers Act”), Rule 205-3(d)(1) defines a “Qualified Client” who is financially sophisticated and meets one or more of the following conditions: ● Client is a natural person who, or a company that, immediately after entering into the contract, has at least $1,100,000 under the management of the Advisor; ● Client is a natural person who, or a company that, immediately prior to entering into the contract, has a net worth (together, in the case of a natural person, with assets held jointly with a spouse) of more than $2,200,000 at the time the contract is entered into. The receipt of a performance fee by certain Clients results in a potential conflict of interest, where the Advisor has the potential for higher compensation from a Client. Qualified Clients who are charged a performance fee may be offered a lower investment advisory fee. AWM does not manage any proprietary investment funds or limited partnerships (for example, a mutual fund or a hedge fund) and has no financial incentive to recommend any particular investment options to its Clients.

Broker-Dealer Affiliations As noted in Item 5, certain Advisory Persons are also registered representatives of Other BrokerDealers. In one’s separate capacity as a registered representative, Advisory Persons will receive commissions for the implementation of recommendations for commissionable transactions. Clients are not obligated to implement any recommendation provided by an Advisory Person. Neither the Advisor nor Advisory Persons will earn ongoing investment advisory fees in connection with any services implemented in one’s separate capacity as a registered representative. Other Investment Advisor Affiliations As noted in Item 5, certain Advisory Persons are also IARs of Other RIAs. In one’s separate capacity as an IAR, Advisory Persons will receive advisory fees for the implementation of recommendations for investment advisory services. Clients are not obligated to implement any recommendation provided by an Advisory Person. Neither the Advisor nor Advisory Persons will earn ongoing investment advisory fees in connection with any services implemented in one’s separate capacity as an IAR of other RIAs. Insurance Agency Affiliations As noted in Item 5, certain Advisory Persons are licensed insurance professionals and offer certain insurance products, on a commissionable and fee basis, including through AWM’s affiliated insurance services agency, 1942 Insurance Services Agency. As an insurance professional, the Advisory Person will receive customary commissions and other related revenues from the various insurance companies whose products are sold. The Advisory Person is not required to offer the products of any particular insurance company, but the Advisory Person is required to utilize the services of AWM’s affiliated insurance services company to service those products. Commissions generated by insurance sales do not offset regular advisory fees. A conflict of interest exists to the extent that AWM recommends the purchase of insurance products where its Advisory Persons are entitled to insurance commissions or other additional compensation. AWM has procedures in place

whereby it seeks to ensure that all recommendations are made in its clients' best interest regardless of any such affiliations. Clients are reminded that they may purchase insurance products recommended by AWM through other, non-affiliated insurance agents. Clients are under no obligation to implement any recommendations made by the Advisory Persons or the Advisor, including the purchase of commissionable products. Halo Securities, LLC AWM partners with Halo Securities, LLC. (“Halo”) to offer annuity services. Halo facilitates new annuity sales and broker of record services on behalf of AWM and its Clients. Halo employs FINRA and insurance-licensed sales representatives who are contracted with all carriers they represent. Halo offers variable, indexed linked, indexed, and fixed annuities from certain insurance companies. Halo can receive a commission of up to 150 basis points (1.5%) for each annuity sale. The commissions paid vary by product type and may vary by the insurance carrier. Additionally, AWM may charge an advisory fee for annuities sold or receive an advisory fee for annuities supported in partnership with Halo. This practice presents a conflict of interest in recommending Clients engage Halo for annuity services. AWM’s Advisory Persons are not required to recommend Halo’s annuity services. Clients are under no obligation to implement any recommendation from an AWM Advisory Person or AWM to engage Halo. Board of Directors Mr. Seid is a director of a publicly-traded company listed on the Toronto Venture Stock Exchange. In 2017, the board voted to begin providing equity compensation for board members and directors. Use of Independent Managers – Sleeve Manager Strategy Services AWM may have arrangements with certain third-party managers whereby AWM receives a percentage of the fees charged by such managers if AWM refers a Client to a TPM where AWM receives compensation based on a percentage of the fees charged by such TPM, AWM be compensated for its services by receipt of a referral fee paid directly by the TPM to AWM in accordance with the requirements of Rule 206(4)-3 of the Investment Advisers Act of 1940, as amended (the "Advisers Act"), and any corresponding state securities laws, rules, regulations, or requirements. Any such fee will be paid solely from the TPM’s investment management fees and will not result in any additional charge to the Client. A conflict of interest exists as the sharing of fees creates a financial incentive to recommend that Clients invest with a certain TPM that customarily allows AWM to share in the investment management fees or to invest with TPMs with a higher percentage split of fees to AWM investment professionals. Any such arrangements are disclosed to Clients prior to investment, and this conflict is managed by the supervision of all TPM recommendations on behalf of Clients by the Advisor’s Investment Committee to ensure the recommendation is within the parameters set forth by the Investment Committee, the Advisor’s method of analysis and AWM’s Code of Ethics and fiduciary responsibility to each Client. For TPMs/Sleeve Managers on AWM’s Sleeve Manager Platform, AWM has been able to successfully negotiate an institutional rate with that TPM and will retain a portion of the overall fee charged to Clients for trade order management, compliance, and investment and operational services it provides to the program. AWM endeavors to provide Sleeve Manager TPMs at a rate at or below the Client could gain access to the TPM directly or through the Client’s custodian. AWM will always put the interests of its Clients first but has not adopted a formal policy to mitigate conflicts of interest other than, in general, an Advisory Person of AWM does not receive compensation from the Sleeve Manager Platform and, therefore, has no incentive to preference a TPM that is on the platform. Certain AWM Advisory Persons are charged with the responsibility of operating and administrating

the platform and perform dual roles in both advising Clients and providing recommendations to Clients. AWM will always exercise its best judgment in recommending TPMs and will always put the interests of its Clients first. However, a conflict of interest may still exist. Clients should understand that AWM has taken steps to mitigate this conflict of interest. AWM makes these disclosures of existing and potential conflicts of interest herein, and no assurance can be given that these or other conflicts of interest will, in all cases, be resolved to the satisfaction of the Client. Please see Item 14 – Other Compensation below for details on additional compensation that may be received by AWM or its Advisory Persons. Each Advisory Person’s Form ADV Part 2B (“Brochure Supplement”) provides details on any outside business activities and the associated compensation. Certain Lending Arrangements for Clients: AWM may offer third-party credit solutions for clients. These services include, but are not limited to, collateralized and unsecured personal loans. AWM and Advisory Persons may receive compensation, in the form of a revenue credit, ranging from 0 to 0.25% of the loan amount. Consequently, AWM has a financial incentive to recommend lending solutions to their clients. This creates a conflict of interest when Advisory Persons recommend a client utilize lending services. AWM has procedures in place whereby it seeks to ensure that all recommendations are made in its clients' best interest regardless of any such compensation. Clients are not required to use AWM and may select any lender of their choosing. Lending arrangements will charge interest on all loans based on the amount borrowed and the term of the loan. Client should review all documents related to any loan to properly understand the terms applicable to any such loan.

A. Code of Ethics

AWM has implemented a Code of Ethics (the “Code”) that defines the Advisor’s fiduciary commitment to each Client. This Code applies to all persons associated with AWM (“Supervised Persons”). The Code was developed to provide general ethical guidelines and specific instructions regarding the Advisor’s duties to each Client. AWM and its Supervised Persons owe a duty of loyalty, fairness, and good faith towards each Client. It is the obligation of AWM’s Supervised Persons to adhere not only to the specific provisions of the Code but also to the general principles that guide the Code. The Code covers a range of topics that address employee ethics and conflicts of interest. To request a copy of the Code, please contact the Advisor at (858) 217-5347 or via email at admin@axxcesswealth.com.

B. Personal Trading with Material Interest AWM allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. AWM does not act as principal in any transactions. In addition, the Advisor does not act as the general partner of a fund or advise an investment company. AWM does not have a material interest in any securities traded in Client accounts.

C. Personal Trading in Same Securities as Clients AWM allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Owning the same securities that are recommended (purchase or sell) to Clients presents a conflict of interest that, as fiduciaries, must be disclosed to Clients and mitigated through policies and procedures. As noted above, the Advisor has adopted the Code to address insider trading (material, nonpublic information controls), gifts and entertainment, outside business activities, and personal securities reporting. When trading for personal accounts, Supervised Persons have a conflict of interest if trading in the same securities. The fiduciary duty to act in the best interest of its Clients can be violated if personal trades are made with more

advantageous terms than Client trades or by trading based on material, nonpublic information. This risk is mitigated by AWM requiring reporting of personal securities trades by its Supervised Persons for review by the Chief Compliance Officer (“CCO”) or delegate. The Advisor has also adopted written policies and procedures to detect the misuse of material, nonpublic information.

D. Personal Trading at Same Time as Client While AWM allows Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients, such trades are typically aggregated with Client orders or traded afterward. At no time will AWM, or any Supervised Person of AWM, transact in any security to the detriment of any Client.

A. Recommendation of Custodian[s]

AWM does not have discretionary authority to select the broker-dealer/custodian for custody and execution services. The Client will engage the broker-dealer/custodian (herein the "Custodian") to safeguard Client assets and authorize AWM to direct trades to the Custodian as agreed upon in the investment advisory agreement. Further, AWM does not have the discretionary authority to negotiate commissions on behalf of Clients on a trade-by-trade basis. Where AWM does not exercise discretion over the selection of the Custodian, it may recommend the Custodian to Clients for custody and execution services. Clients are not obligated to use the Custodian recommended by the Advisor and will not incur any extra fee or cost associated with using a custodian not recommended by AWM. If the recommended Custodian is not engaged, the Advisor may be limited in the services it can provide. AWM may recommend the Custodian based on criteria such as, but not limited to, the reasonableness of commissions charged to the Client, services made available to the Client, and its reputation and/or the location of the Custodian’s offices. AWM will generally recommend that Clients establish their account[s] at Charles Schwab & Co., Inc. (“Schwab”), Morgan Stanley & Co., LLC (“Morgan Stanley”), Folio Investments, Inc. dba Goldman Sachs Custody Solutions (“GSCS”), Millennium Trust Company, LLC (“Millennium Trust”), U.S. Bank National Association (“U.S. Bank”), Wells Fargo Clearing Services, LLC/First Clearing (“Wells Fargo”), UBS (“UBS”), and Vantage Retirement Plans, LLC (“Vantage”). Schwab, Morgan Stanley, GSCS, Millennium Trust, U.S. Bank, Wells Fargo, UBS, and Vantage (each a “Custodian” and collectively the “Custodians”) are FINRA-registered broker-dealers and members of SIPC and serve as the Client’s “qualified custodian.” AWM maintains an institutional relationship with the Custodians, whereby the Advisor receives economic benefits. Please see Item 14 below for additional information. With regard to Wells Fargo, AWM utilizes Trade-PMR, Inc. ("Trade-PMR") for brokerage and trade execution services. Trade-PMR clears trades and custody assets with First Clearing, a FINRAregistered broker-dealer. First Clearing is the trade name used by Wells Fargo Clearing Services, LLC. Trade-PMR acts as an introducing broker-dealer on a fully disclosed basis. Trade-PMR and First Clearing are members of SIPC and are unaffiliated, FINRA-registered broker-dealers. The brokerage commissions and/or transaction fees charged by Trade-PMR, or any other designated broker-dealer are exclusive of and in addition to AWM’s fee. AWM regularly reviews these programs to seek to ensure that its recommendation is consistent with its fiduciary duty. Factors that the Advisor considers in recommending Trade-PMR and First Clearing or any other broker-dealer or Custodian to Clients include their respective financial strength, reputation, execution, pricing, research, and service. The commissions and/or transaction fees charged by these brokers may be higher or lower than those charged by other broker-dealers. In addition, Trade-PMR provides AWM with access to its institutional trading and custody services, which are typically not available to retail investors. These brokerage services include the execution

of securities transactions, research, and access to mutual funds and other investments that are otherwise generally available only to institutional investors or would require a significantly higher minimum initial investment. Additionally, AWM may receive the following benefits from Trade-PMR: receipt of duplicate Client confirmations and bundled duplicate statements, access to a trading desk that exclusively services its participants, access to block trading, which provides the ability to aggregate securities transactions and then allocates the appropriate shares to Client accounts; and access to an electronic communication network for Client order entry and account information. Following are additional details regarding the brokerage practices of the Advisor: 1.

Soft Dollars – Soft dollars are revenue programs offered by broker-dealers/custodians whereby an advisor enters into an agreement to place security trades with a brokerdealer/custodian in exchange for research and other services. AWM participates in soft dollar programs sponsored by the broker-dealer/custodian. Certain Custodians provide AWM with some non-cash benefits (not available to retail customers) in return for placing Client assets with them or executing trades through them. Such non-cash benefits are referred to as “Soft Dollars.” Currently, these benefits come in the form of investment research and discounts for service providers. AWM may also receive such items as investment software, books, and research reports. These products, services, or educational seminars are items that will play a role in determining how to invest in Client accounts. If there is any item that has a multi-use aspect, mixed between investment and non-investment purposes, AWM will determine a reasonable allocation of investment to non-investment use, and Soft Dollars will be allocated only to the investment portion of the product (and the Advisor will pay the remaining cost). AWM receives a benefit from these services, as otherwise, AWM would be compiling the same research themselves. This practice presents a conflict of interest as the Advisor may want to place more Client accounts with a broker-dealer/custodian solely because of these added benefits. As such, AWM has an incentive to select or recommend a broker-dealer based on interest in receiving the research or other products or services rather than on Clients’ interest in receiving the most favorable execution. AWM attempts to mitigate this conflict by performing regular reviews of execution services and the value Clients receive to ensure that Clients are receiving the best possible value for the costs paid. However, the value to all of the Advisor’s Clients of these benefits is included in the Advisor’s evaluation of Custodians. Products and services received via Soft Dollars will generally be used for the benefit of all Clients. However, it is possible that given Client’s trades will generate Soft Dollars that acquire products and/or services that are not ultimately utilized for that same Client’s account. Soft Dollars provide additional value and are accordingly considered in determining which broker-dealer or custodian to utilize as part of the Advisor’s best execution analysis.

2. Brokerage Referrals – AWM does not receive any compensation from any third party in connection with the recommendation for establishing an account. 3. Directed Brokerage – All Clients are serviced on a “directed brokerage basis,” where AWM will place trades within the established account[s] at the Custodian designated by the Client. Further, all Client accounts are traded within their respective account[s]. The Advisor will not engage in any principal transactions (i.e., trade of any security from or to the Advisor’s own account) or cross transactions with other Client accounts (i.e., purchase of a security into one Client account from another Client’s account[s]). AWM will not be obligated to select competitive bids on securities transactions and does not have an obligation to seek the lowest available transaction costs. These costs are determined by the Custodian.

4. Prime Brokerage – The Advisor may execute securities transactions either through the Custodian or through another unaffiliated broker-dealer in connection with a prime brokerage relationship established with the Custodian. Should a Client’s account[s] make use of prime brokerage, the Client is required to execute additional agreement[s] with the Custodian authorizing the Advisor to trade away from and settle to the Client’s established account[s] at the Custodian. The Custodian may charge an additional trade-away fee for these transactions in addition to the normal securities transaction costs.

B. Aggregating and Allocating Trades The primary objective in placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results, taking into account such factors as 1) price, 2) size of the order, 3) difficulty of execution, 4) confidentiality and 5) skill required of the Custodian. AWM will execute its transactions through the Custodian as authorized by the Client. AWM may aggregate orders in a block trade or trades when securities are purchased or sold through the Custodian for multiple (discretionary) accounts on the same trading day. If a block trade cannot be executed in full at the same price or time, the securities actually purchased or sold by the close of each business day must be allocated in a manner that is consistent with the initial pre-allocation or other written statement. This must be done in a way that does not consistently advantage or disadvantage any particular Client’s accounts.

A. Compensation Received by AWM AWM may refer Clients to various unaffiliated, non-advisory professionals (e.g., attorneys, accountants, estate planners) to provide certain financial services necessary to meet the goals of its Clients. Likewise, AWM may receive non-compensated referrals of new Clients from various third parties.

Participation in the Institutional Advisor Platform (Schwab) AWM has established an institutional relationship with Schwab through its “Schwab Advisor Services” unit, a division of Schwab dedicated to serving independent advisory firms like AWM. As a registered investment advisor participating on the Schwab Advisor Services platform, AWM receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at Schwab. Services provided by Schwab Advisor Services benefit the Advisor, and many, but not all, services provided by Schwab will benefit Clients. The Advisor endeavors at all times to put the interests of its Clients first in fulfilling its duties to its Clients. Clients should be aware, however, that the receipt of economic benefits from a custodian creates a conflict of interest since these benefits may influence the Advisor's recommendation of this custodian over one that does not furnish similar software, systems support, or services. Services that Benefit the Client – Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of Clients’ funds and securities. Through Schwab, the Advisor may be able to access certain investments and asset classes that the Client would not be able to obtain directly or through other sources. Further, the Advisor may be able to invest in certain mutual funds and other investments without having to adhere to investment minimums that might be required if the Client directly accesses the investments. Services that May Indirectly Benefit the Client – Schwab provides participating advisors with access to technology, research, discounts, and other services. In addition, the Advisor receives duplicate statements for Client accounts, the ability to deduct advisory fees, trading tools, and back-office support services as part of its relationship with Schwab. These services are intended to assist the Advisor in effectively managing accounts for its Clients but may not directly benefit all Clients. Services that May Only Benefit the Advisor – Schwab also offers other services to AWM that may not benefit the Client, including educational conferences and events, financial start-up support, consulting services, and discounts for various service providers. Access to these services creates a financial incentive for the Advisor to recommend Schwab, which results in a conflict of interest. AWM believes, however, that the selection of Schwab as Custodian is in the best interests of its Clients. In addition, Schwab has provided the Advisor with services in the transition of new investment advisory representatives and reimbursements for various third-party service providers. Participation in the Institutional Advisor Platform (Wells Fargo/Trade-PMR) As noted in Item 12, AWM will receive additional benefits from Wells Fargo/Trade-PMR, which includes electronic systems that assist in the management of AWM Client accounts, access to research, the ability to directly debit Client fees, software, and other technology that provide access to Client account data (such as trade confirmations and account statements), facilitate trade execution (and allocation of aggregated trade orders for multiple Client accounts), pricing information and other market data, assist with back-office functions, recordkeeping, and Client reporting. Participation in the Institutional Advisor Platform (Morgan Stanley, GSCS, Millennium Trust, U.S. Bank, and Vantage) As also disclosed in Item 12, AWM has established institutional relationships with Morgan Stanley, GSCS, Millennium Trust, U.S. Bank, and Vantage to assist the Advisor in managing Client account[s]. Access to these Custodian’s platforms is provided at no charge to the Advisor. The Advisor receives access to software and related support without cost because the Advisor renders investment management services to Clients that maintain assets at these Custodians. The software and related systems support may benefit the Advisor but not its Clients directly. The Advisor endeavors at all times to put the interests of its Clients first in fulfilling its duties to its Clients. Clients should be aware, however, that the receipt of economic benefits from Custodians creates a conflict of interest since

these benefits may influence the Advisor's recommendation of this Custodian over one that does not furnish similar software, systems support, or services. Additionally, the Advisor will receive the following benefits from these Custodians: receipt of duplicate Client confirmations and bundled duplicate statements, access to a trading desk that exclusively services its institutional participants, access to block trading, which provides the ability to aggregate securities transactions and then allocate the appropriate shares to Client accounts, and access to an electronic communication network for Client order entry and account information. Co-Investment Opportunities AWM may enter into agreements with developers of limited partnership products whereby AWM co-invests in the underlying products. AWM may, from time to time, recommend securities to Clients in which associated persons may have a financial interest. If such recommendations are made, the complete disclosure of all interests will be made at the time of the recommendation. AWM may also, from time to time, recommend securities to Clients in which AWM may hold an investment position. AWM will never sell a Client security from its proprietary position, nor will it cross-trade with a Client for its own account. Axxcess Alternative Investment Platform AWM provides advisory firms, IARs, and Clients the opportunity to use the Axxcess Alternative Investment Platform ("Axxcess AIP"). Axxcess AIP integrates alternative investments with traditional equity and fixed income strategies in a single proposal. This allows for the ability to accept and allocate strategies digitally in a simple workflow. The Axxcess AIP service also assists Clients in reporting directed investments, such as real estate, private equity, and private credit, into a portal where investors can track these holdings in a consolidated manner. Axxcess AIP presents a conflict of interest because the Advisor receives additional compensation based on the assets managed within the program. This creates an incentive for the Advisor to recommend Axxcess AIP over other investment options that may be available. Axxcess AIP is available only to eligible Clients pursuant to the offering documents of a particular investment opportunity through Axxcess AIP. AWM is responsible for evaluating and selecting investments for inclusion within the program. Event Sponsorship Periodically, AWM holds Advisor meetings that may be Advisor-only or include external attendees. These meetings provide sponsorship opportunities for investment issuers and other third-party providers. Sponsorship fees allow these companies access to AWM’s IARs to discuss ideas, investments, or services, and the cost to host the event is lower for AWM. The sponsorship fees go to assist in the payment of the meeting or future meetings. This activity is deemed as a conflict of interest, as AWM may refer business to a certain investment issuer due to their attendance and sponsorship. AWM attempts to mitigate any potential conflict as Sponsorship fees are not dependent on assets placed with any specific provider or on the revenue generated by asset placement. Client Education and Marketing Seminars AWM may partner with other related professionals to conduct Client education, relationship building, and marketing events. Some examples of these professionals are investment managers, asset management custodians, and mutual fund wholesalers. A cost-sharing arrangement for the event is likely to occur. As such, a conflict of interest exists with respect to recommendations to use various service providers. Whenever a cost-sharing arrangement is made for such an event, it is disclosed to those in attendance. While AWM hopes these third parties will assist with the costs it incurs, it does not select other professionals based on any cost-sharing arrangements. Additionally, AWM’s Supervised Persons periodically travel to meet with investment management companies for the purpose of evaluating or monitoring prospective or current investments. Frequently, these companies will pay for AWM’s travel, hotel, and meals at these meetings. AWM

also recommends a significant number of companies that do not pay for these due diligence trips, and this is not a criterion for selection. However, these meetings allow AWM to evaluate and monitor investments at a deeper level; they have a bearing on what investments the Advisor selects and continues to use.

B. Compensation for Promoter Engagements Certain Clients may be referred to the Advisor by a person (herein "Promoter") and receive, directly or indirectly, compensation for the Client referral. In such instances, the Advisor will compensate the Promoter a fee in accordance with Rule 206(4)-1 of the Advisers Act and any corresponding state securities requirements. Any such compensation shall be paid solely from the investment advisory fees earned by the Advisor and shall not result in any additional charge to the Client.

There are no legal, regulatory, or disciplinary events involving AWM or its owner. AWM values the trust Clients place in the Advisor. The Advisor encourages Clients to perform the requisite due diligence on any advisor or service provider that the Client engages. The backgrounds of the Advisor or Advisory Persons are available on the Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching with the Advisor’s firm name or CRD# 164081.

A. Frequency of Reviews

Securities in Client accounts are monitored on a regular and continuous basis by Advisory Persons and periodically by the Compliance Committee and Investment Committee of AWM. Formal reviews are generally conducted at least annually or more frequently depending on the needs of the Client.

B. Causes for Reviews

In addition to the investment monitoring noted in Item 13.A., each Client account shall be reviewed at least annually. Reviews may be conducted more frequently at the Client’s request. Accounts may be reviewed as a result of major changes in economic conditions, known changes in the Client’s financial situation, and/or large deposits or withdrawals in the Client’s account[s]. The Client is encouraged to notify AWM if changes occur in the Client’s personal financial situation that might adversely affect the Client’s investment plan. Additional reviews may be triggered by material market, economic, or political events.

C. Review Reports The Client will receive brokerage statements no less than quarterly from the Custodian. These brokerage statements are sent directly from the Custodian to the Client. The Client may also establish electronic access to the Custodian’s website so that the Client may view these reports and their account activity. Client brokerage statements will include all positions, transactions, and fees relating to the Client’s account[s]. The Advisor may also provide Clients access to a Client Portal and/or furnish periodic reports regarding their holdings, allocations, and performance.

The Advisor is authorized to deduct its fees from the Client’s account[s] at the Custodian. The Client must place all assets with a “qualified custodian”. The Client is required to engage the Custodian to retain all funds and securities and direct the Advisor to utilize that Custodian for security transactions in the account[s]. The Client should review statements provided by the Custodian, as the Custodian does not perform this review. For more information about custodians and brokerage practices, see Item 12 – Brokerage Practices. If the Client gives the Advisor authority to move money from one account to another account, the Advisor may have custody of those assets. In order to avoid additional regulatory requirements, the Custodian and the Advisor have adopted safeguards to ensure that the money movements are completed in accordance with the Client’s instructions.

AWM offers both discretionary and non-discretionary account management. Should a Client engage the Advisor for discretionary account management, the Client grants the Advisor discretion over the selection and amount of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client. However, these purchases or sales may be subject to specified investment objectives, guidelines, or limitations previously set forth by the Client and agreed to by AWM. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such authority will be evidenced by the Client's execution of an investment advisory agreement containing all applicable limitations to such authority. Discretionary trades made by AWM will be in accordance with each Client's investment objectives and goals.

AWM accepts proxy-voting responsibility for securities held in Client accounts when provided by the Client. The advisory agreement between AWM and the Client will generally specify whether or not AWM has the authority to vote proxies on behalf of a particular Client. AWM has engaged Broadridge Investor Communication Solutions, Inc (“Broadridge”), a third-party, independent proxy advisory firm, to vote proxies in order to mitigate risks involved with any conflicts of interest that might otherwise arise in the voting of Client proxies. Although AWM expects to vote proxies according to Broadridge’s recommendations, certain issues may need to be considered on a case-by-case basis due to the diverse and continually evolving nature of corporate governance issues. If such cases should arise, then AWM will devote appropriate time and resources to consider those issues.

Proxy Voting Policy and Procedures AWM shall vote proxies in the best interest of its Clients and shall not subrogate the Client's interest to its own. AWM monitors corporate actions through the Custodian. AWM receives notice of upcoming proxy votes, meeting and record dates, and other information on upcoming corporate actions by companies in which AWM Clients are shareholders. Clients may request a copy of AWM’s proxy voting records free of charge by contacting AWM. Conflicts of Interest in the Voting Process On occasion, a conflict of interest may exist between the Advisor and the client regarding the outcome of certain proxy votes. In such cases, the Advisor is committed to resolving the conflict in the best interest of the Clients before voting the proxy in question. Client Direction of Voting Although most of AWM’s Clients for whom the Advisor votes proxies authorize AWM to vote in accordance with its proxy voting policy, a Client may request that the Advisor vote its proxies in accordance with a different policy. The Advisor will try to accommodate such requests. In addition, a Client may direct AWM to vote its securities in a particular way on a particular proposal, and the Advisor will seek to do so, assuming timely receipt of the instruction.

Neither AWM nor its management has any adverse financial situations that would reasonably impair the ability of AWM to meet all obligations to its Clients. Neither AWM nor any of its Advisory Persons have been subject to a bankruptcy or financial compromise. AWM is not required to deliver a balance sheet along with this Disclosure Brochure as the Advisor does not collect advance fees of $1,200 or more for services to be performed six months or more in the future.

Privacy Policy Effective: March 31, 2026 Our Commitment to You Axxcess Wealth Management, LLC (“AWM” or the “Advisor”) is committed to safeguarding the use of personal information of our Clients (also referred to as “you” and “your”) that we obtain as your Investment Advisor, as described here in our Privacy Policy (“Policy”). Our relationship with you is our most important asset. We understand that you have entrusted us with your private information, and we do everything that we can to maintain that trust. AWM (also referred to as "we," "our," and "us”) protects the security and confidentiality of the personal information we have and implements controls to ensure that such information is used for proper business purposes in connection with the management or servicing of our relationship with you. AWM does not sell your nonpublic personal information to anyone. Nor do we provide such information to others except for discrete and reasonable business purposes in connection with the servicing and management of our relationship with you, as discussed below. Details of our approach to privacy and how your personal nonpublic information is collected and used are set forth in this Policy. Why you need to know? Registered Investment Advisors (“RIAs”) must share some of your personal information in the course of servicing your account. Federal and State laws give you the right to limit some of this sharing and require RIAs to disclose how we collect, share, and protect your personal information. What information do we collect from you? Driver’s license number

Date of birth

Social security or taxpayer identification number

Assets and liabilities

Name, address, and phone number[s]

Income and expenses

Email address[es]

Investment activity

Account information institutions)

(including

other

Investment experience and goals

What Information do we collect from other sources? Custody, brokerage, and advisory agreements Other advisory agreements and legal documents Transactional information with us or others

Account applications and forms Investment questionnaires and suitability documents Other information needed to service the account

How do we protect your information? To safeguard your personal information from unauthorized access and use, we maintain physical, procedural, and electronic security measures. These include such safeguards as secure passwords, encrypted file storage, and a secure office environment. Our technology vendors provide security and access control over personal information and have policies over the transmission of data. Our

associates are trained on their responsibilities to protect Clients’ personal information. We require third parties that assist in providing our services to you to protect the personal information they receive from us. How do we share your information? An RIA shares Clients’ personal information to effectively implement its services. In the section below, we list some reasons we may share your personal information. Basis For Sharing

Do we share?

Can you limit?

Servicing our Clients We may share nonpublic personal information with non-affiliated third parties (such as administrators, brokers, custodians, regulators, credit agencies, and other financial institutions) as necessary for us to provide agreed-upon services to you, consistent with applicable law, including but not limited to processing transactions, general account maintenance, responding to regulators or legal investigations, and credit reporting.

No

Marketing Purposes AWM does not disclose and does not intend to disclose personal information with non-affiliated third parties to offer you services. Certain laws may give us the right to share your personal information with financial institutions where you are a customer and where AWM or the Client has a formal agreement with the financial institution. We will only share information for purposes of servicing your accounts, not for marketing purposes.

No

Not Shared

Authorized Users Your nonpublic personal information may be disclosed to you and persons that we believe to be your authorized agent[s] or representative[s].

Information About Former Clients AWM does not disclose and does not intend to disclose nonpublic personal information to non-affiliated third parties with respect to persons who are no longer our Clients.

No

Not Shared

Geographic-Specific Regulations In response to a California law, to be conservative, we assume that accounts with California addresses do not want us to disclose personal information about you to non-affiliated third parties, except as permitted by California law. We also limit the sharing of personal information about you with our affiliates to ensure compliance with California privacy laws. California

Californians have the following rights regarding our collection and use of their personal information. We may ask you to provide additional information to verify your request. Californians have the right to request information regarding the personal information we have collected, sold, or disclosed about you. This Policy explains the following: ● Categories of personal information collected about you and sources from which collected;

Our purpose for collecting personal information; Categories of third parties with which the personal information was shared; Specific pieces of personal information collected about consumers; Categories of your personal information sold in the preceding 12 months; Categories of third parties to whom your personal information has been disclosed; and Categories of personal information that we disclosed about consumers for business purposes.

If this Policy does not answer your questions, then you have the right to contact us and request further information on each of these topics. Right to Opt-Out Californians have the right to opt out of sharing or disclosure of their Personal Information. If you wish to opt out of the limited data we share with our trusted partners, email admin@axxcesswealth.com with “Request to Opt-Out of Data Sharing ” in the body and subject line of the admin@axxcesswealth.com email. However, we may be required to keep your information if it is necessary to retain your information to: ● Complete the transaction for which the personal information was collected, provide a good or service requested by you, or a transaction reasonably anticipated within the context of our or one of our affiliate’s ongoing business relationships with you, or otherwise perform a contract we have with you. ● Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for that activity. ● Debug to identify and repair errors that impair existing intended functionality. ● Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law. ● Facilitate solely internal uses that are reasonably aligned with your expectations based on your relationship with us or one of our affiliates. ● Comply with a legal obligation. ● Otherwise, use the personal information internally in a lawful manner that is compatible with the context in which it was provided. Right to Request Deletion Californians have the right to request that we delete the personal information we have about you. However, we are not required to delete information if it is necessary to retain your information to: ● Complete the transaction for which the personal information was collected, provide a good or service requested by you, or a transaction reasonably anticipated within the context of our or one of our affiliate’s ongoing business relationships with you, or otherwise perform a contract we have with you.

Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for that activity. Debug to identify and repair errors that impair existing intended functionality. Exercise free speech, ensure the right of another consumer to exercise his or her right of free speech, or exercise another right provided for by law. Facilitate solely internal uses that are reasonably aligned with your expectations based on your relationship with us or one of our affiliates. Comply with a legal or regulatory obligation. Otherwise, use the personal information internally in a lawful manner that is compatible with the context in which it was provided.

Contact Us You can contact us with questions about this Privacy Notice for California Residents or to exercise your rights as described in this notice.

Massachusetts

European Economic Area, The United Kingdom, and Switzerland

Email us at admin@axxcesswealth.com with “Request for California Privacy Information” in the body and subject line of the email. In response to Massachusetts law, the Client must “opt-in” to share nonpublic personal information with non-affiliated third parties before any personal information is disclosed. Client opt-in is obtained through the Client’s execution of authorization forms provided by the third parties, by executing an Information Sharing Authorization Form, or by other written consent by the Client, as appropriate and consistent with applicable laws and regulations. If you reside in the European Economic Area (“EEA”), the United Kingdom ("UK"), or Switzerland, our use of your personal information is governed by the European Union’s (“EU”) General Data Protection Regulation (“GDPR”) or applicable EEA, UK, or Swiss national laws. These grant you particular rights in your personal information, including the right to alter, correct, receive, or delete personal information processed by us, subject to our business interests and any legal requirements we may face here. Those in the EEA, UK, or Switzerland have the right to complain to a data protection authority about our collection and use of your personal information. For more information, please contact your local data protection authority. Contact details for data protection authorities in the EEA are available here. Data Rights and Request We respond to all requests we receive from individuals wishing to exercise their data protection rights under applicable data protection laws. To protect your privacy and security, we may need to take reasonable steps to verify your identity before responding to your request. To exercise any of these rights, you may contact us via email at admin@axxcesswealth.com. If we are unable to resolve your complaint, you may contact your country’s data protection authority. You may also have the right to make a GDPR complaint to the relevant

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