TCM: investment adviser

Portfolio Management Services We offer discretionary portfolio management services. Our investment advice is tailored to meet our clients' needs and investment objectives. If you participate in our discretionary portfolio management services, we require you to grant our firm discretionary authority to manage your account. Discretionary authorization will allow us to determine the specific securities, and the amount of securities, to be purchased or sold for your account without your approval prior to each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and the appropriate trading authorization forms. We may also offer non-discretionary portfolio management services. If you enter into non-discretionary arrangements with our firm, we must obtain your approval prior to executing any transactions on behalf of your account. You have an unrestricted right to decline to implement any advice provided by our firm on a non-discretionary basis. As part of our portfolio management services, we may use one or more sub-advisers to manage a portion of your account on a discretionary basis. The sub-adviser(s) may use one or more of their model portfolios to manage your account. We will regularly monitor the performance of your accounts managed by sub-adviser(s), and may hire and fire any sub-adviser without your prior approval. We may pay a portion of our advisory fee to the sub-adviser(s) we use; however, you will not pay our firm a higher advisory fee as a result of any sub-advisory relationships. In providing account management services, we do not accept client restrictions on the specific securities or the types of securities that may be held in your account. AI Assisted Models Platform Option We also offer clients the ability to utilize our quantitative and AI-assisted investment platform developed in partnership with Stone Wall Financial using their platform Systematic Hedging for Enhanced Performance (SHEP®). Stone Wall Financial is a portfolio strategist that manages the models developed by Trinity Capital Management in conjunction with Stone Wall Financial. Additionally, we utilize GeoWealth LLC to implement the model strategies managed by (SHEP®). The GeoWealth platform, coordinated with Raymond James Tech Team, serves as the technology for delivering the custom models that Stone Wall Financial has developed directly with Trinity Capital Management. This platform uses AI-powered predictive analytics to assist in making better investment decisions which are rules-based risk thresholds customized by Trinity Capital. The process allows for a discipline, automated trade execution, and risk management in an attempt to protect against market downturns.

We use our quantitative rules-based AI assisted models with SHEP®'s algorithms that leverages AI (Augmented Intelligence) with machine learning to solve custom metrics designed for each security's correlations and proximities to defined risk thresholds across multiple momentum indicators and their own respective trading prices. We believe Augmented Intelligence is capable of processing vast amounts of data at high speeds, identifying complex patterns and trends that may not be apparent to human analysts. The ability to analyze and learn from large datasets enables Augmented Intelligence features to make more accurate and timely predictions about future market movements. The SHEP® trading algorithm is powered by 63 proprietary risk threshold analytics. Our quantitative rules-based AI assisted models incorporates machine learning with its rules-based, data driven algorithms to enable better analyze historical data and market conditions. This is an attempt to produce increases in portfolio returns while attempting to minimize risk by relying on data driven signals. This process allows for strict guardrails to be place in an attempt to keep portfolios aligned with investors' goals and market trends, while managing downside risk. The model strategies are built to seek protection first, with the intention of managing or mitigating risks of anticipated major market downturns. While the focus is attempting to keep clients on "the right side of the market, the platform does not rely solely on market timing. We utilize this platform to assist in building diversified portfolios using asset allocation, leading with risk management first, and then empowering the SHEP® algorithms to determine reliable reentry points. The platform's process is intended to be robust and responsive to the ever-changing market conditions without relying solely on timing. Clients whose assets are invested in model portfolios may not set restrictions on the specific holdings or allocations within the model, nor the types of securities that can be purchased in the model. Financial Planning Services As a separate and stand-alone service, we offer financial planning services which typically involve providing a variety of advisory services to clients regarding the management of their financial resources based upon an analysis of their individual needs. These services can range from broadbased financial planning to consultative or single subject planning. If you retain our firm for financial planning services, we will meet with you to gather information about your financial circumstances and objectives. We may also use financial planning software to determine your current financial position and to define and quantify your long-term goals and objectives. Once we specify those long-term objectives (both financial and non-financial), we will develop shorter-term, targeted objectives. Once we review and analyze the information you provide to our firm and the data derived from our financial planning software, we will deliver a written plan to you, designed to help you achieve your stated financial goals and objectives. Financial plans are based on your financial situation at the time we present the plan to you, and on the financial information you provide to us. You must promptly notify our firm if your financial situation, goals, objectives, or needs change. You are under no obligation to act on our financial planning recommendations. Should you choose to act on any of our recommendations, you are not obligated to implement the financial plan through any of our other investment advisory services. Moreover, you may act on our recommendations by placing securities transactions with any brokerage firm. Selection of Other Advisers We may recommend that you use the services of a third party money manager ("TPMM") to manage all, or a portion of, your investment portfolio. After gathering information about your financial situation and objectives, we may recommend that you engage a specific TPMM or investment program. Factors that we take into consideration when making our recommendation(s) include, but are not limited to, the

following: the TPMM's performance, methods of analysis, fees, your financial needs, investment goals, risk tolerance, and investment objectives. We will monitor the TPMM(s)' performance to ensure its management and investment style remains aligned with your investment goals and objectives. The TPMM(s) will actively manage your portfolio and will assume discretionary investment authority over your account. We will assume discretionary authority to hire and fire TPMM(s) and/or reallocate your assets to other TPMM(s) where we deem such action appropriate. Educational Workshops/Seminars We may offer and/or participate in educational workshops and/or seminars for individuals and groups. The content of these events will be tailored to the participants and/or direction of any organizer. The educational workshops and/or seminars can and will discuss a wide range of topics. If an individual participates in an educational workshop and/or seminar, they are under no obligation to enact advice rendered or become a client of our firm. Types of Investments We offer advice on equity securities, corporate debt securities (other than commercial paper), commercial paper, certificates of deposit, municipal securities, variable life insurance, mutual fund shares, United States government securities, options contracts on securities, options contracts on commodities, futures contracts on tangibles, futures contracts on intangibles, money market funds, real estate, REITs, structured notes, ETFs, interests in partnerships investing in real estate and interests in partnerships investing in oil and gas interests. Additionally, we may advise you on various types of investments based on your stated goals and objectives. We may also provide advice on any type of investment held in your portfolio at the inception of our advisory relationship. Assets Under Management As of March 17, 2026, we provide continuous management services for $164,216,366 in client assets on a discretionary basis and $301,720 on a non-discretionary basis.

Our annual portfolio management fee is billed and payable, quarterly in advance, based on the balance at end of billing period (last business day of the previous calendar quarter). The balance includes any market gains or losses, dividends, interest, fees, and all other events impacting the total balance. If the portfolio management agreement is executed at any time other than the first day of a calendar quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in proportion to the number of days in the quarter for which you are a client. We reserve the right to postpone any initial billing of our fees based on the facts and circumstances whereby the fee is based on a date other than when you first become a client. Our advisory fee is negotiable, depending on individual client circumstances. If you contribute additional monies during the quarter to your account(s), we will bill on a pro-rata basis the additional monies as part of the next quarter's billing based on the number of days remaining in the quarter. If you withdraw monies from your account(s), a reduction in your next quarter's billing will be effected on a pro-rata basis based on the number of days remaining in the quarter. Dividends, dividend reinvestments, or other intra-quarter cash flows received will be billed in your next quarter's billing on a pro-rata basis based on the number of days remaining in the quarter from when the cash flow was received. Billing on dividends could create a conflict of interest for us to select dividend paying investments. At our discretion, we may combine the account values of family members living in the same household to determine the applicable advisory fee. For example, we may combine account values for you and your minor children, joint accounts with your spouse, and other types of related accounts. Combining account values may increase the asset total, which may result in your paying a reduced advisory fee based on the available breakpoints in our fee schedule stated above. We will deduct our fee directly from your account through the qualified custodian holding your funds and securities, unless otherwise agreed to by our firm that a check, ACH, or wire is deemed an acceptable form of payment. We will deduct our advisory fee only when you have given our firm written authorization permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement to you at least quarterly. These account statements will show all activity in your account, including any disbursements, and you should review all statements for accuracy. If you have any questions about the statement(s) you receive from the qualified custodian call our main office number located on the cover page of this Disclosure Brochure. If you choose to utilize our quantitative rules-based AI assisted models in your portfolio you will pay an annual fee of 0.85% above and beyond our portfolio management services fees described above. This fee is billed quarterly in advance. The model fee is based upon the portion of the portfolio value allocated to the AI assisted models as of the last business day of the previous calendar quarter. The fees cover the cost of the GeoWealth Platform fee, which is 0.15 basis points (0.15%) and the Stone Wall Financial Trinity Capital Management model fees of 0.70 basis points (0.70%). If GeoWealth or Stone Wall Financial reduces their portion of the fees, we reserve the right to keep this difference without reducing your fee. This creates a conflict of interest for us when we recommend you and other clients invest in the AI assisted models based upon the potential for additional revenues. However, we will only recommend you participate in the AI assisted models when it is in your best interest and not based upon additional revenue received. As stated above in Item 4, we may use or recommend a sub-adviser to assist with managing your account. Generally, we will pay a portion of our advisory fee to the sub-adviser(s) we use; however, you will not pay our firm a higher advisory fee as a result of any sub-advisory relationships.

You may terminate the portfolio management agreement upon by providing 60 days written notice prior to the next billing date. You will incur a pro rata charge for services rendered prior to the termination of the portfolio management agreement, which means you will incur advisory fees only in proportion to the number of days in the quarter for which you are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees based on the number of days remaining in the quarter after 60 day period has elapsed. Financial Planning and Consulting Services As a separate and stand-alone service, we offer financial planning services on either an hourly basis or fixed fee basis based on the following billing structure: • $500 / hour (minimum two hours) • $2,000 for a 5 hour session • $3,500 for a 10 hour block Our financial planning fees both - hourly and fixed fees - are negotiable depending upon the complexity and scope of the service to be performed, your financial situation, and your objectives. Our fees are generally payable in advance, but we may negotiate other fee payment arrangements upon request. In instances where we collect payments in advance, such advance payments are associated with services to be performed within 6 months from the engagement date. All terms of the engagement will be evidenced in the agreement that you sign with our firm. You may terminate the agreement by providing our firm with written notice. You will incur a pro rata charge for services rendered prior to the termination of the agreement. If we have received pre-paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees. Selection of Other Advisers If the client chooses to utilize the services of a third party money manager ("TPMM") based on our firm\'s recommendation, advisory fees charged by TPMMs are separate and apart from our advisory fees. Assets managed by TPMMs will be included in calculating our advisory fee, which is based on the fee schedule set forth in the Portfolio Management Services section above in this brochure. Advisory fees that you pay to the TPMM are established and payable in accordance with the brochure provided by each TPMM to whom you are referred. You should review the recommended TPMM's brochure and take into consideration the TPMM's fees along with our fees to determine the total amount of fees associated with this program. These fees may or may not be negotiable. Should the client decide to utilize a TPMM, the client will be required to sign an agreement directly with the recommended TPMM(s). The client may terminate their advisory relationship with the TPMM according to the terms of their agreement with the TPMM. The client should review each TPMM's Disclosure Brochure for specific information regarding the termination of their advisory relationship and its agreement with the TPMM, and how to receive a refund (if applicable). The client should contact the TPMM directly for any questions regarding the advisory agreement with the TPMM. In most cases, the TPMMs are responsible for the specialized portfolio management, portfolio reporting services, best execution review, quarterly reporting, trade error resolution, custodial reconciliations, and implementations of trades within their respective programs. We recommend that clients review the recommended TPMM's. Disclosure Brochure when determining the total amount of fees when using a TPMM and the services to be performed.

Educational Workshops/Seminars To the extent we provide any educational workshops and/or seminars, we do not charge any fees. Attendees are welcome, but are never under any obligation, to utilize the Company\'s other services. Additional Fees and Expenses As part of our investment advisory services to you, we may invest, or recommend that you invest, in mutual funds and exchange-traded funds. The fees that you pay to our firm for investment advisory services are separate and distinct from the fees and expenses charged by mutual funds or exchangetraded funds (described in each fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund expenses. We seek to only invest in, or recommend mutual funds not containing a sales charge. You will also incur transaction charges and/or brokerage fees when purchasing or selling securities. These charges are limited to SEC fees and fees for certain mutual funds and exchange-traded funds imposed by the broker-dealer or custodian through whom your account transactions are executed. The broker-dealer or custodian may also assess account fees, as applicable, for maintaining your account or extending margin. We do not share in any portion of the transaction or other charges imposed by the broker-dealer or custodian. To fully understand the total cost you will incur, you should review all the fees charged by mutual funds, exchange-traded funds, our firm, and others. For information on our brokerage practices, please refer to Item 12 (Brokerage Practices section) of this Disclosure Brochure. We may trade client accounts on margin. Each client must sign a separate margin agreement before margin is extended to that client account. Fees for advice and execution on these securities are based on the total asset value of the account, which includes the value of the securities purchased on margin. While a negative amount may show on a client\'s statement for the margined security as the result of a lower net market value, the amount of the fee is based on the absolute market value. This creates a conflict of interest where we have an incentive to encourage the use of margin to create a higher market value and therefore receive a higher fee. The use of margin may also result in interest charges in addition to all other fees and expenses associated with the security involved. Compensation for the Sale of Securities or Other Investment Products Persons providing investment advice on behalf of our firm are registered representatives with Kingswood Capital Partners, a securities broker-dealer, and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. In their capacity as registered representatives, these persons receive compensation in connection with the purchase and sale of securities or other investment products, including commissions, asset-based sales charges, service fees or 12b-1 fees, or holding, of mutual funds. Compensation earned by these persons in their capacities as registered representatives is separate and in addition to our advisory fees. This practice presents a conflict of interest because persons providing investment advice to advisory clients on behalf of our firm who are registered representatives have an incentive to recommend investment products based on the compensation received rather than solely based on your needs. To mitigate this conflict of interest, our firm prohibits the receipt of such compensation for account(s) in which the persons are providing portfolio management services to a client. You are under no obligation, contractually or otherwise, to purchase securities products through any person affiliated with our firm who receives compensation described above. Additionally, persons providing investment advice on behalf of our firm, are also licensed as independent insurance agents, and will earn commission-based compensation for selling insurance products to you. Compensation earned by these persons in their separate capacities as licensed insurance agents is separate and in addition to our advisory fees.

This practice presents a conflict of interest because these individuals have a financial incentive to sell insurance products to you based on compensation received. Our firm and our investment adviser representatives serve as fiduciaries and we will act in each client\'s best interest. Clients are under no obligation, contractually or otherwise, to purchase insurance products through any person affiliated with our firm.

Long-Term Purchases - securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year. Risk: Using a long-term purchase strategy generally assumes the financial markets will go up in the long-term which may not be the case. There is also the risk that the segment of the market that you are invested in or perhaps just your particular investment will go down over time even if the overall financial markets advance. Purchasing investments long-term may create an opportunity cost - "locking-up" assets that may be better utilized in the short-term in other investments.

Short-Term Purchases - securities purchased with the expectation that they will be sold within a relatively short period of time, generally less than one year, to take advantage of the securities' shortterm price fluctuations. Risk: Using a short-term purchase strategy generally assumes that we can predict how financial markets will perform in the short-term which may be very difficult and will incur a disproportionately higher amount of transaction costs compared to long-term trading. There are many factors that can affect financial market performance in the short-term (such as short-term interest rate changes, cyclical earnings announcements, etc.) but may have a smaller impact over longer periods of times. Our investment strategies and advice may vary depending upon each client's specific financial situation. As such, we determine investments and allocations based upon your predefined objectives, risk tolerance, time horizon, financial horizon, financial information, liquidity needs, and other various suitability factors. Your restrictions and guidelines may affect the composition of your portfolio. Tax Considerations Our strategies and investments may have unique and significant tax implications. However, unless we specifically agree otherwise, and in writing, tax efficiency is not our primary consideration in the management of your assets. Regardless of your account size or any other factors, we strongly recommend that you consult with a tax professional regarding the investing of your assets. Moreover, custodians and broker-dealers must report the cost basis of equities acquired in client accounts on or after January 1, 2011. Your custodian will default to the First-In First-Out ("FIFO") accounting method for calculating the cost basis of your investments. You are responsible for contacting your tax advisor to determine if this accounting method is the right choice for you. If your tax advisor believes another accounting method is more advantageous, provide written notice to our firm immediately and we will alert your account custodian of your individually selected accounting method. Decisions about cost basis accounting methods will need to be made before trades settle, as the cost basis method cannot be changed after settlement. Risk of Loss Investing in securities involves risk of loss that you should be prepared to bear. We do not represent or guarantee that our services or methods of analysis can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. We cannot offer any guarantees or promises that your financial goals and objectives will be met. Past performance is in no way an indication of future performance. Other Risk Considerations When evaluating risk, financial loss may be viewed differently by each client and may depend on many different risks, each of which may affect the probability and magnitude of any potential loses. The following risks may not be all-inclusive, but should be considered carefully by a prospective client before retaining our services. Liquidity Risk: The risk of being unable to sell your investment at a fair price at a given time due to high volatility or lack of active liquid markets. You may receive a lower price or it may not be possible to sell the investment at all. Credit Risk: Credit risk typically applies to debt investments such as corporate, municipal, and sovereign fixed income or bonds. A bond issuing entity can experience a credit event that could impair or erase the value of an issuer's securities held by a client.

Inflation and Interest Rate Risk: Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates. Inflation causes the value of future dollars to be worth less and may reduce the purchasing power of a client's future interest payments and principal. Inflation also generally leads to higher interest rates which may cause the value of many types of fixed income investments to decline. Horizon and Longevity Risk: The risk that your investment horizon is shortened because of an unforeseen event, for example, the loss of your job. This may force you to sell investments that you were expecting to hold for the long term. If you must sell at a time that the markets are down, you may lose money. Longevity Risk is the risk of outliving your savings. This risk is particularly relevant for people who are retired, or are nearing retirement. Recommendation of Particular Types of Securities We primarily offer advice on equity securities, mutual fund shares (open-end and closed-end), and exchange-traded funds. We may also recommend other types of securities since each client may have different needs and/or risk tolerances. Each type of security has its own unique set of risks associated with it and it would not be possible to list here all of the specific risks of every type of investment. Even within the same type of investment, risks can vary widely. However, in very general terms, the higher the anticipated return of an investment, the higher the risk of loss associated with it. Equity Securities (Stocks): There are numerous ways of measuring the risk of equity securities (also known simply as "equities" or "stock"). In very broad terms, the value of a stock depends on the financial health of the company issuing it. However, stock prices can be affected by many other factors including, but not limited to the class of stock (for example, preferred or common); the health of the market sector of the issuing company; and the overall health of the economy. In general, larger, better established companies ("large cap") tend to be safer than smaller start-up companies ("small cap") are but the mere size of an issuer is not, by itself, an indicator of the safety of the investment. Mutual Funds and ETFs: Mutual funds, both open-end and closed-end funds, and exchangetraded funds ("ETFs") are professionally managed collective investment systems that pool money from many investors and invest in stocks, bonds, short-term money market instruments, other mutual funds, other securities, or any combination thereof. The fund will have a manager that trades the fund's investments in accordance with the fund's investment objective. While mutual funds and ETFs generally provide diversification, risks can be significantly increased if the fund is concentrated in a particular sector of the market, primarily invests in small cap or speculative companies, uses leverage (i.e., borrows money) to a significant degree, or concentrates in a particular type of security (i.e., equities) rather than balancing the fund with different types of securities. Exchange-traded funds and closed-end mutual funds differ from open-end mutual funds since they can be bought and sold throughout the day like stock and their price can fluctuate throughout the day, while open-end mutual funds can only be bought and sold at one price per day. The returns on mutual funds and ETFs can be reduced by the costs to manage the funds. Mutual funds and exchange-traded funds are subject to management and/or other fees which can reduce returns. ETFs may have tracking error risks. For example, the ETF investment adviser may not be able to cause the ETF's performance to match that of its underlying index or other benchmark, which may negatively affect the ETF's performance. In addition, for leveraged and inverse ETFs that seek to track the performance of their underlying index or benchmarks on a daily basis, mathematical compounding may prevent the ETF from correlating with performance of its benchmark. In addition, an ETF may not have investment exposure to all of the securities included in

its underlying index, or its weighting of investment exposure to such securities may vary from that of the underlying index. Some ETFs may invest in securities or financial instruments that are not included in the underlying index, but which are expected to yield similar performance. Municipal Securities: Municipal securities, while generally thought of as safe, can have significant risks associated with them including, but not limited to: the credit worthiness of the governmental entity that issues the bond; the stability of the revenue stream that is used to pay the interest to the bondholders; when the bond is due to mature; and, whether or not the bond can be "called" prior to maturity. When a bond is called, it may not be possible to replace it with a bond of equal character paying the same amount of interest or yield to maturity. While our managed portfolios typically consist of equity securities, mutual funds, and ETFs, we may also recommend alternative investments to certain "qualified" clients where appropriate, such as limited partnerships (including hedge funds) and REITs. Limited Partnerships: A limited partnership is a financial affiliation that includes at least one general partner and a number of limited partners. The partnership invests in a venture, such as real estate development or oil exploration, for financial gain. The general partner does not usually invest any capital, but has management authority and unlimited liability. That is, the general partner runs the business and, in the event of bankruptcy, is responsible for all debts not paid or discharged. The limited partners have no management authority and confine their participation to their capital investment. That is, limited partners invest a certain amount of money and have nothing else to do with the business. However, their liability is limited to the amount of the investment. In the worst-case scenario for a limited partner, he/she loses what he/she invested. Profits are divided between general and limited partners according to an arrangement formed at the creation of the partnership. Real Estate Investment Trust: A real estate investment trust ("REIT") is a corporate entity which invests in real estate and/or engages in real estate financing. A REIT reduces or eliminates corporate income taxes. REITs can be publicly or privately held. Public REITs may be listed on public stock exchanges. REITs are required to declare 90% of their taxable income as dividends, but they actually pay dividends out of funds from operations, so cash flow has to be strong or the REIT must either dip into reserves, borrow to pay dividends, or distribute them in stock (which causes dilution). After 2012, the IRS stopped permitting stock dividends. Most REITs must refinance or erase large balloon debts periodically. The credit markets are no longer frozen, but banks are demanding, and getting, harsher terms to re-extend REIT debt. Some REITs may be forced to make secondary stock offerings to repay debt, which will lead to additional dilution of the stockholders. Fluctuations in the real estate market can affect the REIT's value and dividends. As part of our firm's investment philosophy, we may also recommend to certain accredited investors to invest in private investments, including, but not limited to, private placements, limited partnerships, limited liability companies, alternative investments or private investment funds. Clients should be aware of the additional risks associated with investing in private investment funds. Private investment funds may lack transparency due to limited information. Private investment fund shares should be considered highly illiquid because they will not be listed on any national securities exchange and are subject to restrictions on transferability. Furthermore, the lack of a secondary market for trading private investment funds subjects may result in greater price risk and potential for inaccuracies in determining fair market value. Other risks include, but are not limited to, market risk, concentration risk, and potentially less diversification if fund assets are concentrated in certain sectors or specific investments. Private funds are also subject to the risks of leverage, higher fees and additional layers of expenses, as well as the potential for greater volatility if fund assets are invested in a limited number of securities, or focus on particular sectors and geographical regions. If assets are invested in foreign securities, this

exposes the fund to various geopolitical risks and currency fluctuations typically not applicable in the U.S. The potential for adverse changes in business and tax laws involves tax risk and heightened regulatory scrutiny. As a result, private investments should be considered to contain an above average amount of risk and the loss of principal is high. Prior to investing in private investments, clients will be provided the required legal investment documentation and must sign documents outside the scope of our firm's investment advisory agreement. These documents may include, but are not limited to: Private Placement Memorandum; Subscription Agreement; Operating Agreement; and/or, Limited Partnership Agreement. Variable Annuities: A variable annuity is a form of insurance where the seller or issuer (typically an insurance company) makes a series of future payments to a buyer (annuitant) in exchange for the immediate payment of a lump sum (single-payment annuity) or a series of regular payments (regularpayment annuity). The payment stream from the issuer to the annuitant has an unknown duration based principally upon the date of death of the annuitant. At this point, the contract will terminate and the remainder of the funds accumulated forfeited unless there are other annuitants or beneficiaries in the contract. Annuities can be purchased to provide an income during retirement. Unlike fixed annuities that make payments in fixed amounts or in amounts that increase by a fixed percentage, variable annuities, pay amounts that vary according to the performance of a specified set of investments, typically bond and equity mutual funds. Many variable annuities typically impose asset-based sales charges or surrender charges for withdrawals within a specified period. Variable annuities may impose a variety of fees and expenses, in addition to sales and surrender charges, such as mortality and expense risk charges; administrative fees; underlying fund expenses; and charges for special features, all of which can reduce the return. Earnings in a variable annuity do not provide all the tax advantages of 401(k)s and other before-tax retirement plans. Once the investor starts withdrawing money from their variable annuity, earnings are taxed at the ordinary income rate, rather than at the lower capital gains rates applied to other non-tax-deferred vehicles which are held for more than one year. Proceeds of most variable annuities do not receive a "step-up" in cost basis when the owner dies like stocks, bonds and mutual funds do. Some variable annuities offer "bonus credits." These are usually not free. In order to fund them, insurance companies typically impose mortality and expense charges and surrender charge periods. In an exchange of an existing annuity for a new annuity (so-called 1035 exchanges), the new variable annuity may have a lower contract value and a smaller death benefit; may impose new surrender charges or increase the period of time for which the surrender charge applies; may have higher annual fees; and provide another commission for the broker. Quantitative and AI-Powered Investment Platform. Artificial Intelligence Risk: The Platform utilizes artificial intelligence ("AI") in its business operations, in order to promote operational efficiency and augment its client service. The Platform utilizes AI in its investment selection process and to formulate the specific investment advice we render to you. AI models are highly complex and may result in output that is incomplete or incorrect. Content generated by AI technologies may be deficient, inaccurate, or biased, and the use of AI tools may lead to errors in decision-making. Use of AI tools could also pose risks related to the protection of client or proprietary information. Such risks may include the exposure of confidential information to unauthorized recipients, violation of data privacy rights, or other data leakage events. For example, in the case of generative AI, if confidential information, including material non-public information or personal identifiable information is input into an AI application, such information is at risk of becoming part of a dataset accessible by other AI applications and users. The regulatory environment relating to AI is rapidly evolving and could require changes in our adoption and implementation of AI technology in the future. The use of AI may also expose us to litigation risk or regulatory risk.

Quantitative Analysis Investment strategies using quantitative models may perform differently than expected as a result of, among other things, the factors used in the models, the weight placed on each factor, changes from the factors' historical trends, and technical issues in the construction and implementation of the models. Technical Analysis attempts to predict a future stock price or direction based on market trends. The assumption is that the market follows discernible patterns and if these patterns can be identified then a prediction can be made. The risk is that markets do not always follow patterns and relying solely on this method may not take into account new patterns that emerge over time. Model Portfolios means creating diversified mixes of investments, such as stocks, bonds, and cash equivalents, based on an asset allocation framework. The allocation determines how much risk a portfolio takes and how it is expected to perform in different market environments. Such strategy deploys a proprietary, rules-based system that adjusts these allocations dynamically based on real-time market signals. The goal is to participate in growth during favorable markets while shifting defensively, often into cash equivalents, when risk increases. The strategy evaluates momentum, volatility, and other quantitative factors to determine whether to hold risk assets (like equities) or reduce exposure. This systematic, non-emotional approach does not rely on traditional stock picking or discretionary judgment. The result is a dynamic allocation process designed to help manage downside risk, reduce volatility, and improve risk-adjusted returns compared to static, passive strategies. Information Technology and Cybersecurity Risks We offer the services of a sub-adviser platform whose investment services are largely dependent upon computer-driven algorithms, The sub-adviser may be susceptible to risks to the confidentiality and security of its operations and proprietary information. Information risks, including theft or corruption of electronically stored data, denial of service attacks on the subadviser's systems and website, or websites and services of the advisers third- party service providers, and the unauthorized release of proprietary information are a few of the more common risks faced by investment advisers. Data security breaches of their electronic data infrastructure could have the effect of disrupting their operations and compromising their ability to transmit trade signals to third-party users and advisers. Such breaches could result in an inability of the subadvisers to conduct business, potential losses, and other adverse consequences to the adviser and our customers. The sub-adviser has taken and will continue to take steps to detect and limit the risks associated with these threats.

or other investment products, including commissions, asset-based sales charges, service fees or 12b1 fees, or holding, of mutual funds. Compensation earned by Mr. Nutt in his capacity as a registered representative is separate and in addition to our advisory fees. This practice presents a conflict of interest because persons providing investment advice to advisory clients on behalf of our firm who are registered representatives have an incentive to recommend investment products based on the compensation received rather than solely based on your needs. To mitigate this conflict of interest, our firm prohibits the receipt of such compensation for account(s) in which the persons are providing portfolio management services to a client. You are under no obligation, contractually or otherwise, to purchase securities products through any person affiliated with our firm who receives compensation described above. Additionally, persons providing investment advice on behalf of our firm are licensed as insurance agents, and will earn commission-based compensation for selling insurance products to you. Compensation earned by these persons in their separate capacity as a licensed insurance agent is separate and in addition to our advisory fees. This practice presents a conflict of interest because these individuals have a financial incentive to sell insurance products to you based on compensation received. Our firm and our investment adviser representatives serve as fiduciaries and we will act in each client's best interest. Clients are under no obligation, contractually or otherwise, to purchase insurance products through any person affiliated with our firm. Recommendation of Other Advisers We may recommend that you use a third party investment adviser ("TPIA") based on your needs and suitability. We will receive compensation from the TPIA for recommending that you use their services. These compensation arrangements present a conflict of interest because we have a financial incentive to recommend the services of the third party adviser. You are not obligated, contractually or otherwise, to use the services of any TPIA we recommend. We do not have any other business relationships with the recommended TPIA(s). Please refer to the Advisory Business section above for additional disclosures on this topic.

Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, non-public information about you or your account holdings by persons associated with our firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this Disclosure Brochure. Participation or Interest in Client Transactions Neither our firm nor any persons associated with our firm has any material financial interest in client transactions beyond the provision of investment advisory services as disclosed in this Disclosure Brochure.

Personal Trading Practices Our firm or persons associated with our firm may buy or sell the same securities that we recommend to you or securities in which you are already invested. A conflict of interest exists in such cases because we may have the ability to trade ahead of you and potentially receive more favorable prices than you will receive. To mitigate this conflict of interest, it is our strict policy that neither our firm nor persons associated with our firm shall have priority over your account in the purchase or sale of securities or investment products.

As such, we will also have access to research products and services from your account custodian and/or other brokerage firm. These products may include financial publications, information about particular companies and industries, research software, and other products or services that provide lawful and appropriate assistance to our firm in the performance of our investment decision-making responsibilities. Such research products and services are provided to all investment advisers that utilize the institutional services platforms of these firms, and are not considered to be paid for with soft dollars. However, you should be aware that the commissions charged by a particular broker for a particular transaction or set of transactions may be greater than the amounts another broker who did not provide research services or products might charge. Brokerage for Client Referrals We do not receive client referrals from broker-dealers in exchange for cash or other compensation, such as brokerage services or research. Directed Brokerage Transactions will be directed to the broker-dealer maintaining your account(s); however, in limited circumstances, and at our discretion, some clients may instruct our firm to use one or more particular brokers for the transactions in their accounts. If you choose to direct our firm to use a particular broker, you should understand that this might prevent our firm from aggregating trades with other client accounts and/or otherwise prevent our firm from obtaining favorable net price and execution. Thus, when directing brokerage business, you should consider whether the commission expenses, execution, clearance, and settlement capabilities that you will obtain through your broker are adequately favorable in comparison to those that we would otherwise obtain for you. Not all advisers require their clients to direct brokerage. Block Trades We may combine multiple orders for shares of the same securities purchased for advisory accounts we manage (this practice is commonly referred to as "block trading"). We will then distribute a portion of the shares to participating accounts in a fair and equitable manner. The distribution of the shares purchased is typically proportionate to the size of the account, but it is not based on account performance or the amount or structure of management fees. Accounts owned by our firm or persons

associated with our firm will not participate in block trading with your accounts. To the extent we combine multiple orders (block trade), we will only do so for accounts managed on a discretionary basis. Trade Errors In the event a trading error occurs in your account, our policy is to restore your account to the position it should have been in had the trading error not occurred. Depending on the circumstances, corrective actions may include canceling the trade, adjusting an allocation, and/or reimbursing the account. Mutual Fund Share Classes Mutual funds are sold with different share classes, which carry different cost structures. Each available share class is described in the mutual fund's prospectus. When we purchase, or recommend the purchase of, mutual funds for a client, we select the share class that is deemed to be in the client's best interest, taking into consideration the availability of advisory, institutional or retirement plan share classes, initial and ongoing share class costs, transaction costs (if any), tax implications, cost basis and other factors. We also review the mutual funds held in accounts that come under our management to determine whether a more beneficial share class is available, considering cost, tax implications, and the impact of contingent or deferred sales charges.

Clients will receive trade confirmations and at least quarterly statements from their account custodian (RJS). Upon client request and at our discretion, we may also provide performance reports.

In his capacity as a registered representative of Kingswood Capital Partners, Morris Nutt may recommend private placement investment opportunities to advisory clients in which Mr. Nutt has, or will receive, ownership interest in the private placement. A conflict of interest exists where Morris Nutt has a financial incentive, as a result of his actual or potential ownership interests, to recommend investments in these private placements. Such recommendations will only be made if in each individual client's best interest.

For example, you may specify that the investment in any particular stock or industry should not exceed specified percentages of the value of the portfolio and/or restrictions or prohibitions of transactions in the securities of a specific industry or security. If you enter into non-discretionary arrangements with our firm, we will obtain your approval prior to the execution of any transactions for your account(s). You have an unrestricted right to decline to implement any advice provided by our firm on a non-discretionary basis.