Newday: investment adviser

Newday Impact provides solutions for institutional investors, high-net-worth individuals and novice investors who want their investments to generate competitive returns as well as make an impact in the world. The Newday Impact had $6,516,552 in assets under management as of March 31, 2026, which are managed on a discretionary basis. This Disclosure Brochure describes the investment advisory business of Newday Impact. As used in this Disclosure Brochure, the words “we”, “our” and “us” refer to Newday Impact and the words “you” and “client” refer to you as either a client or prospective client of Newday Impact. Ownership Newday Impact is owned by Newday Financial Technologies, Inc. which is in turn owned by its employees, private individuals and certain investment and venture capital investors. Research and Capabilities Newday Impact constructs portfolios on a fully bespoke basis, tailored to each client’s objectives, risk tolerance, and values. ESG considerations are integrated alongside fundamental analysis.

Newday Impact portfolios address major ethical issues and are designed and constructed around a combination of UN Sustainable Development Goals and ESG principles using a rigorous, repeatable process. We believe that enhanced investment returns are attainable on

a consistent basis by applying a disciplined investment approach that capitalized on a combination of ESG, governance and fundamental factors to create a portfolio. Newday exclusionary ESG screens include fossil fuels, armaments, gambling, tobacco, alcohol, and child labor. We believe that consistent alpha can be generated by combining our highest rated ESG companies with an emphasis on governance and fundamental factors to create a portfolio of our highest conviction companies. We identify which companies will perform or underperform in any given stage of the prevailing economic/business cycle. Investment Management Services Newday Impact constructs and manages equity strategies for private and institutional investors on a fully discretionary basis in the form of separately managed portfolios. Each client’s assets are managed through a separately managed account (SMA). SMA portfolios consist of US equity securities and foreign exposure through American Depository Receipts (“ADRs”), based on the portfolio strategy selected by the client. Newday Impact serves as the investment advisor and manager to each client’s SMA pursuant to an Investment Management Agreement between the client and Newday Impact. Client assets are held at the client’s custodian of choice for institutional clients and at the custodian affiliate of the designated back-office service provider, currently Charles Schwab & Co., Inc., for private clients. Clients are advised to notify Newday Impact promptly if there are changes in their financial situation or investment objectives or if they wish to impose any reasonable restrictions or mandates on the management of their SMA. Clients may impose reasonable restrictions or mandates on the management of the SMA if, in Newday Impact’s sole discretion, the conditions do not appear likely to have a material impact on the performance of a portfolio strategy or prove overly burdensome to its management efforts. Such restrictions must be fully documented in each client’s Investment Management Agreement, or in any subsequent written instructions sent to and accepted by Newday Impact.

Senior Investment & Financial Management Team Douglas Heske, President, Chief Executive Officer and Chief Compliance Officer

Doug brings more than 30 years’ experience in the investment industry. Prior to joining Newday Impact, Douglas served as the head of Private Client Services for Stifel Nicolaus in San Francisco (2011 - 2016) as well as the COO and Head of Wealth Management for Nollenberger Capital Partners and subsequently Sterne Agee (2004 - 2011). Prior to his role at Nollenberger, he was the Regional Managing Director of Wealth Management with Piper Jaffray & Co. (1993 2004). He is a graduate of Rhode Island University with a Bachelor of Science in Finance. Jason Britton, Chief Investment Officer Mr. Britton is a senior financial services executive and adjunct college professor of finance with deep experience in product engineering, portfolio construction, transaction structuring, asset location and thematic investing. He is a published author and thought leader in the investment management industry. His work is widely regarded as pioneering in the practice of designing investment management products and structures across asset classes. In addition to traditional financial services and product development, Mr. Britton is an expert in values-based investments, having advised some of the largest family offices and endowed institutions on the topic, totaling over $10 billion in AUA over his career. He is a process patent holder in the field of investment and portfolio analysis and is a frequent speaker and lecturer at Yale University (his alma mater), the Wharton School, Chicago Booth, UCLA and the MIT Sloan School of Management.

Fees are designed to cover research, investment advice and implementation, account servicing, and access to personnel who are knowledgeable about the management of the account. Newday Impact reserves the right to offer fees outside of this range on a case-bycase basis at its sole discretion. Newday Impact’s accounts are billed quarterly, in arrears, based on a percentage of assets under management unless a different arrangement is negotiated with the client. In the absence of specific alternative arrangements agreed with a client, Newday Impact’s SMA clients are billed quarterly

based on the average month-end market values during the quarter. SMA Clients are responsible for arranging payment to us. Clients may authorize deduction of Newday Impact’s fees by the custodian, in which case the client receives a statement documenting the management fee. Wrap client’s accounts are debited for any fees payable. We do not collect fees from client accounts without client authorization. For partial billing periods, Newday Impact will invoice clients on a pro rata basis based on the actual number of days the assets were managed. SMA clients will incur brokerage and other transaction costs in connection with the management of their account in addition to the advisory fees payable to us. Commission costs are paid directly to an unaffiliated fund sponsor, fund advisor, brokerdealer, custodian, or other service provider.

Newday scores and ranks countries on their ability to provide an environment conducive to effective governance. It uses this information to construct international portfolios by purchasing country-level ETFs. Objectives and Risks Newday Impact’s approach for our portfolios seek to maximize returns subject to a focus on the client selected specific area of impact. Although we work hard to preserve clients’ capital and to achieve above market returns, investing in securities entails assuming the risk of investment losses. The values of all equity investments fluctuate over time and, as a result, our clients may enjoy gains or suffer losses. Additionally, investing in foreign securities, either directly or indirectly through other funds or by utilizing derivatives to gain access to particular markets involves risk. We do not guarantee positive investment returns. In general, the strategies we offer involve more securities trading than traditional passive indexing strategies but less trading than most traditional active management strategies. Newday Impact portfolio weights are rebalanced periodically. Costs associated with trading will negatively affect investment performance.

Associated Risk of Investing Using Sustainable Development Metrics and ESG Principles. Newday’s investment strategy may limit the types and number of investment opportunities available and, as a result, may underperform other investment strategies that do not primarily seek to invest in companies based on sustainable development metrics or that are screened based on ESG principles. In addition, sustainable development and ESG investing may affect exposure to certain companies or industries, and some investment opportunities may be forgone because they do not meet the applicable screening criteria. Further, certain ESG factors are inherently subjective and subject to differing interpretations among investors. The market’s view of what constitutes a sustainable development-oriented company may also change over time. Non-Diversification Risk. Although Newday’s investment strategy may include a variety of securities and instruments, it may at times be non-diversified, meaning that a greater percentage of assets may be invested in the securities of a single issuer or a smaller number of issuers than in a diversified strategy. As a result, performance may be more sensitive to risks associated with, and developments affecting, individual issuers or a limited number of issuers. This may increase volatility and cause the performance of a relatively smaller number of holdings to have a greater impact on overall results. Cyber Risk Newday Impact and its service providers are susceptible to cyber security risks that include theft, denial of service attacks, unauthorized monitoring, misuse, loss, destruction or corruption of data, compromises to networks, services or devices that Newday Impact and its service providers use. Cyberattacks against Newday Impact or its service providers could adversely affect Newday Impact’s clients, accounts or business activities. Furthermore, Cyber attacks could affect issuers of securities in which Newday Impact invests, which may cause investments in such issuers to lose value. There can be no assurance that Newday Impact or its service providers will not suffer losses relating to cyber attacks or other information security breaches.

The Code establishes standards of business conduct, states that we will conduct our business in accordance with all applicable laws, rules and regulations, and outlines our duties and responsibilities as a fiduciary to our clients. Clients may obtain a copy of the Code of Ethics by writing to us at the address set forth on the first page of this Brochure. Newday Impact has a compliance program in place that is intended to identify, mitigate and, in some instances, prevent actual and potential conflicts of interest, as well as to ensure compliance with legal and regulatory requirements and ensure compliance with client investment guidelines and restrictions. Our compliance program includes written policies and procedures that we believe are reasonably designed to prevent violations of applicable law and regulations. Where feasible, Newday Impact seeks to incorporate compliance procedures into its daily operating practices with oversight provided by our Chief Compliance Officer (CCO) and Newday Impact’s senior management, including the Chief Executive Officer and Chief Compliance Officer. This Committee provides oversight and review of compliance across the functional areas of the firm. Its membership is composed of personnel across the firm. The senior management, including the Chief Executive Officer and Chief Compliance Officer meets regularly and is responsible for investment oversight, proxy voting, sub-adviser oversight (if applicable), Code of Ethics oversight, valuation, trading, including best execution, portfolio

holdings disclosure, risk oversight and new products. Newday Impact does not, directly or indirectly, buy or sell securities to or from any client. We have developed policies and procedures requiring pre-approval by our CCO or her designee of certain securities transactions by our personnel. All employees are required to provide quarterly reports of their securities transactions to our CCO who monitors compliance with personal trading policies and restrictions. All employees certify in writing, on a quarterly basis, that all reportable personal securities transactions have been reported to our CCO. We have adopted policies and procedures concerning the possession of and use of material nonpublic information. All employees are trained in and have direct access to our Compliance Manual, which includes written policies and procedures relevant to personal trading and use of material nonpublic information. Code of Ethics/Personal Trading Rules and Procedures Newday Impact has adopted a Code designed to state standards of business conduct and to mitigate conflicts of interest for all our “Access Persons” as they perform their respective roles and responsibilities and when they engage in personal securities transactions. All Access Persons must complete an annual certification regarding their personal securities accounts and provide additional information about personal trading activities and outside business activities Access Persons must report all personal securities transactions, must pre-clear certain investments, are restricted with respect to the timing of certain transactions and are prohibited from making certain transactions. Any exceptions must be approved by our CCO. Products Sold or Managed by Us in Which We Have an Interest Newday Impact does not sell products in which it has an undisclosed interest. Implementation of Investment In recommending or implementing specific investment decisions through different accounts, programs and investment vehicles, including asset allocation services, the timing of the implementation of our advice may differ among the various accounts or investment vehicles. Newday Impact may implement its strategies using different funds, securities or instruments, depending on client type or circumstances. Differences among the accounts, programs and investment vehicles that impact this selection or timing, eligibility of a client to invest in certain funds, and whether a third party is involved in the implementation of the advice may affect the timing of execution or timing of transactions. These differences may result in one

client receiving better or worse investment performance than a client receiving similar advice through a different account, program or investment vehicle. The timing and sequencing of trades executed for discretionary accounts in these programs, as well as underlying funds, is influenced by many factors such as the size of an asset allocation shift, the related cash flows in and out of the underlying funds, market conditions and the potentially differing views of those managing underlying index funds. In these situations, we seek to provide a process designed to prevent an unfair advantage in the timing and sequencing of trades for all client accounts over time, though in any given trading sequence, one client account or group of client accounts may receive more or less favorable timing of trade execution. Other Newday Impact’s Code of Ethics requires that its personnel obtain prior permission for any outside business activities, in order to help ensure that these do not present apparent or actual conflicts with Newday Impact’s fiduciary responsibilities to its clients.

schedules prior to execution of the Investment Management Agreement. Broker Selection Clients give us discretion to select brokers on their behalf. For Separately Managed Account Clients, we generally use the execution services provided by a third-party brokerage platform (e.g. Charles Schwab) designed for independent third-party registered investment advisors. We review such trading to assess the quality of execution. Our review takes into consideration factors such as quality of execution, clearance and settlement capabilities, financial stability, and commission rates and cost. Considering the circumstances, our overall objective in executing portfolio transactions is to obtain the best combination of price and

execution for our clients. “Soft dollars” We do not currently engage in "third party soft dollar" arrangements that are related to securities brokerage transactions, although it is possible that we may do so in future. We may receive the use of products, research or services from third parties, but they are not paid for through brokerage activities. We do not receive compensation, benefits, products, research or services from any broker dealer to whom we direct brokerage transactions beyond normal brokerage services. Trade Aggregation In executing trades, Newday Impact may aggregate transactions for multiple accounts in the same security to seek to ensure best execution for all similar accounts/mandates. Such aggregation may be able to reduce transaction costs or market impact on a per-unit and perdollar basis, though aggregation may have the opposite effect in certain circumstances. When orders are not aggregated, clients may pay prices for transactions that are more or less than the client would have paid had the order been aggregated. In the case of partial completion of orders, clients are generally allocated their pro rata share of the securities traded, except that Newday Impact may seek to provide round lots for smaller accounts to avoid potential price disadvantage upon subsequent sale of the position. Newday Impact’s policy permits certain exceptions to this practice where it believes an exception is justified by best execution, client-specific restrictions directed brokerage or other circumstantial factors. Exceptions require approval of the CCO. Initial Public Offerings Newday Impact may from time to time purchase an Initial Public Offering on behalf of its clients, for example a new country index fund. Newday Impact has adopted a policy and procedures to address potential conflicts among its clients and, in the event of a partial allocation, to help ensure that each eligible client receives its pro rata share of security allocations.

Directed Brokerage For institutional accounts, Newday Impact does not recommend, request or require that a client direct us to execute transactions through a specified broker dealer. In the event that a

client requests and Newday Impact accepts such direction, the client typically has an arrangement with such broker-dealer which results in the client receiving some benefit from the broker-dealer in exchange for the directed brokerage. For certain types of clients, such an arrangement may not be feasible (e.g. for smaller accounts or where Newday Impact’s strategy utilizes third party proprietary funds). Clients should also keep in mind the following potential risks associated with directed brokerage: ● direction may result in higher commissions, greater spreads or less favorable net prices than would be the case if we selected the broker dealers; ● direction may result in trades for the client’s account not being aggregated with similar trades for other accounts and thus not eligible for the benefits that accrue to such aggregation of orders; ● as a result of not being aggregated, client transactions may be executed after accounts whose trades are aggregated and may receive less favorable prices; ● there is a possibility of increased credit and/or settlement risk if the broker-dealers the client has selected are not otherwise on our approved list; and ● as a result of such direction, the client’s account may not generate returns equal to those of other accounts which do not direct brokerage. Error Correction On occasion, a mistake may occur in the execution of a trade. As a fiduciary, we must treat errors caused by us in a fair and equitable manner. Errors may occur for a number of reasons, including human input error, systems error, communications error or incorrect application or understanding of a guideline or restriction. Examples of errors include, but are not limited to the following: buying securities not authorized for a client’s account; buying or selling incorrect types or amounts of securities or instruments; buying or selling in violation of one of our policies; failure to follow specific client directives or portfolio manager instructions to buy, sell or hold securities; and incorrect allocation of trades to or between various accounts. We do not make the client account absorb the financial loss due to the trade error; use client commission arrangements or directed trades to fix the error or attempt to fix the error using another client account. To the extent correction of the error results in a gain to the client’s account, it is Newday Impact’s policy to place the excess in an error account that may be used to offset losses due to trade errors. Any positive balance in the account is donated to charity at the end of the calendar year. Where it is not operationally practical to place the gain into

the error account, we allow our clients to keep the benefit. In the event that the gain occurs in connection with a series of related transactions, any such gains may be netted against the related losses. Such netting may result in lowering the amount we must reimburse the client account. Inter Account Cross Trading Subject to availability, Newday Impact may cross trades among accounts where it believes that such transactions may benefit its clients (e.g. save commission or trading costs). It has adopted a policy and procedures to address the potential conflicts of interest in representing both the buyer and seller with respect to such activities. The procedures that govern these transactions require that the securities be crossed at the independent current market price (as defined in the procedures) and that no brokerage commission, fee or other remuneration, except for customary transfer fees, be paid in connection with the transaction. Absent the

appropriate disclosure and consent as may be required by applicable law, cross transactions will not be executed with any client account that is subject to ERISA or an account that is owned by us or an affiliate.

It is our policy that if we pay referral fees to a promoter for any account, the fee schedule applicable to that client’s account will be the same as the schedule that would have applied to accounts of similar size receiving similar services where no referral fees are paid.

Newday Impact’s investment management agreements generally authorize it to make the following determinations, consistent with each client’s investment goals and policies, without client consultation or consent before a transaction is executed: ● Which securities or other investments to buy or sell; ● The total amount of securities or other investments to buy or sell; ● The broker or dealer through whom securities are bought or sold;

● The commission rates at which securities or other investment transactions for client accounts are executed; and ● The price at which securities or other investments are to be bought or sold, which may include dealer spreads or mark-ups and transaction costs. At any time, clients may place limitations or restrictions on our discretionary authority in the management of their account. We require that these limitations or restrictions be provided in writing to us. Subject to our acceptance and our ability to implement such instructions, we observe the investment policies, limitations, and restrictions of each client for which we advise. Newday Impact may accept accounts for which it has discretionary authority to purchase securities for the account, but not to select broker-dealers for transactions. These are commonly known as “client-directed brokerage relationships.” We may also accept non-discretionary arrangements, such as providing a series of securities recommendations by periodically updating a model portfolio or where clients retain investment discretion with respect to transactions in the account. In these situations, our lack of investment discretion may cause the client to lose possible advantages that our discretionary clients may derive from our ability to act for those discretionary clients in a more timely fashion, such as the aggregation of orders for several clients as a single transaction. Newday Impact may act as investment manager to other clients (including funds) now or in the future and each account’s investment restrictions and guidelines may differ. All investment decisions for an account are made in accordance with the investment restrictions and guidelines of that account. Investment decisions for each account are made with a view to achieving the account’s investment objectives and after consideration of such factors as the account’s current holdings, the current investment views of the particular portfolio manager, availability of cash for investment, and the size of the account’s positions generally. In addition, we may apply certain proprietary risk management guidelines or other restrictions to the universe of accounts we manage in situations where we believe such actions will enhance our overall advisory services.

In the event that Newday Impact is required to vote a proxy that could result in a conflict between a client’s best interests and the interests of our firm, we may seek the advice of a knowledgeable, independent third party as to how to vote. Newday Impact publishes its proxy votes and rationale on its website. Newday Impact is not responsible or liable for failing to vote any proxy where receipt of proxy materials or related shareholder communications is untimely. Due to the significant cost associated with voting proxies in relation to international equities, uncontested matters are generally not voted on. Newday Impact will consider contested matters on a case-by-case basis.

This Brochure Supplement provides information about Jason Britton, and supplements the Newday Funds, Inc. (“Newday”) Brochure. You should have received a copy of that Brochure. Please contact us at (415) 935-0550, if you did not receive Newday’s Brochure, or if you have any questions about the contents of this Supplement. Additional information is available on the SEC’s website at www.AdviserInfo.sec.gov.

Item 2 - Educational Background and Business Experience Mr. Britton (born 1977) is a senior financial services executive and adjunct college professor of finance with deep experience in product engineering, portfolio construction, transaction structuring, asset location and thematic investing. He is a published author and thought leader in the investment management industry. His work is widely regarded as pioneering in the practice of designing investment management products and structures across asset classes. In addition to traditional financial services and product development, Mr. Britton is an expert in values-based investments, having advised some of the largest family offices and endowed institutions on the topic, totaling over $10 billion in AUA over his career. He is a process patent holder in the field of investment and portfolio analysis and is a frequent speaker and lecturer at Yale University (his alma mater), the Wharton School, Chicago Booth, UCLA and the MIT Sloan School of Management.

Item 3 - Disciplinary Information Mr. Britton has not been subject to any legal or regulatory proceedings.

Item 4 - Other Business Activities & Additional Compensation Mr. Britton currently serves as Chief Executive Officer of Reflection Asset Management, LLC, an SEC registered investment advisor. He also the CEO of Reflection Analytics, LLC, a financial technology startup headquartered in Charleston, Managing Principal of Reflection Advisors, LLC, a Family Office Services Organization, General Partner of Reflection Capital Partners, LLC, a South Carolina Venture Capital Fund. Mr. Britton spends 5 hours per week at Reflection Advisors, approximately 10 hours per week at Reflection Analytics and approximately 2 hours per week at Reflection Capital Partners.

Item 6 - Supervision Mr. Britton’s activities on behalf of the firm and clients are maintained according to the highest of professional standards. Should you have any questions or concerns regarding these standards, please contact his supervisor, Doug Heske at (415) 935-0550.

Brochure Supplement

Form ADV Part 2B

Item 1 - Cover Page Douglas Charles Heske CRD #1458182 Of Newday Funds, Inc. CRD # 174758

(415) 662-3702

www.newdayinvesting.com

March 31, 2026

This Brochure Supplement provides information about Douglas Heske, and supplements the Newday Funds, Inc. (“Newday”) Brochure. You should have received a copy of that Brochure. Please contact us at (415) 935-0550, if you did not receive Newday’s Brochure, or if you have any questions about the contents of this Supplement. Additional information about Doug is available on the SEC’s website at www.AdviserInfo.sec.gov.

Item 2 - Educational Background and Business Experience Prior to joining Newday, Douglas Charles Heske (born 1962) served as the head of Private Client Services for Stifel Nicolaus in San Francisco (2011 - 2016) as well as the COO and Head of Wealth Management for Nollenberger Capital Partners and subsequently Sterne Agee (2004 - 2011). Prior to his role at Nollenberger, he was the Regional Managing Director of Wealth Management with Piper Jaffray & Co. (1993 - 2004). He is a graduate of Rhode Island University with a Bachelor of Science in Finance.

Item 3 - Disciplinary Information Mr. Heske was the subject of a consumer initiated arbitration in 1993, which was settled by the firm based on a cost-of-defense analysis. Mr. Heske was not required to participate in the settlement. You may review disciplinary history at the Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov or the BrokerCheck website at http://brokercheck.finra.org.

Item 4 - Other Business Activities & Additional Compensation Mr. Heske serves as a director and executive committee member for the San Francisco Child Abuse Prevention Center (2010 - present) a non-profit organization. He does not receive any compensation for this role and his activities with this charity do not conflict with his role as the CEO Newday and do not regularly require his attention during regular business hours.

Item 6 - Supervision Mr. Heske’s activities on behalf of the firm and clients are maintained according to the highest of professional standards. Should you have any questions or concerns regarding these standards, please contact Mr. Heske’s supervisor at 206-651-4411.