Winthrop Partners – WNY, LLC, and its related advisors, Winthrop Partners – EPA, LLC and Winthrop Partners – WPA, LLC, are SEC-registered investment advisors with their principal place of business located in New York. As used in this brochure, the words “we,” “our,” “us,” the “firms,” and “Winthrop” refers to the three advisors collectively. The words “you,” “your,” and “client” refer to you as either a client or prospective client of Winthrop. Winthrop provides investment advisory services to clients, including financial planning and asset management. Winthrop’s principals are Thomas J. Saunders, R. Brian Werner, and Ryan J. Carney. Winthrop serves its clients by providing a holistic approach to their financial well-being. The firm’s approach includes a discovery process to determine the client’s needs and desires based his/her financial assets. The firm works with clients to develop a financial plan and establish goals, which may include interfacing with clients’ estate, insurance, and tax professionals. Once a financial plan has been established, Winthrop oversees the management of those assets, maintaining communication with clients throughout the process. Prior to engaging Winthrop to provide any of the foregoing investment advisory services, the client is required to enter into one or more written agreements with Winthrop setting forth the terms and conditions under which Winthrop renders its services (collectively, the “Agreement”). This Disclosure Brochure describes the business of Winthrop. Certain sections will also describe the activities of Supervised Persons. Supervised Persons are any of Winthrop’s officers, partners, directors (or other persons occupying a similar status or performing similar functions), or employees, or any other person who provides investment advice on Winthrop’s behalf and is subject to Winthrop’s supervision or control. FINANCIAL PLANNING AND CONSULTING SERVICES Winthrop may provide its clients with a broad range of comprehensive financial planning and consulting services, which include cash flow analysis and asset allocation projections related to goals such as retirement income needs, college funding, retirement travel, savings, and survivor needs. These services are generally offered to all ongoing investment management clients. In performing its services, Winthrop is not required to verify any information received from the client or from the client’s other professionals (e.g., attorney, accountant, etc.) and is expressly authorized to rely on such information. Winthrop may recommend the services of itself and/or other professionals to implement its recommendations. Clients are advised that a conflict of interest exists if Winthrop recommends its own services. The client is under no obligation to act upon any of the recommendations made by Winthrop under a financial planning or consulting engagement or to engage the services of any recommended professional, including Winthrop itself. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any of Winthrop’s recommendations. Clients are advised that it remains their responsibility to promptly notify Winthrop if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating, or revising Winthrop’s previous recommendations and/or services.

INVESTMENT MANAGEMENT SERVICES Clients can engage Winthrop to manage all or a portion of their assets on a discretionary or non-discretionary basis. The firm primarily allocates clients’ investment management assets among individual debt and equity securities, exchange traded funds, and mutual funds (as further described in Item 8 below). Winthrop may provide advice about any type of investment held in clients' existing portfolios. 5 | P a g e Winthrop also may render non-discretionary investment management services to clients relative to variable life/annuity products that they may own, on their individual employer-sponsored retirement plans, 529 plans or other products that may not be held by the client’s primary custodian. In so doing, Winthrop recommends the allocation of client assets among the various investment options that are available with the product. Client assets are maintained at the specific insurance company or custodian designated by the product. Winthrop tailors its advisory services to the individual needs of clients. Winthrop consults with clients initially and on an ongoing basis to determine risk tolerance, time horizon and other factors that may impact the clients’ investment needs. Winthrop ensures that clients’ investments are suitable for their investment needs, goals, objectives and risk tolerance. Clients are advised to promptly notify Winthrop if there are changes in their financial situation or investment objectives or if they wish to impose any reasonable restrictions upon Winthrop’s management services. Clients may impose reasonable restrictions or mandates on the management of their account if, in Winthrop’s sole discretion, the conditions will not materially impact the performance of a portfolio strategy or prove overly burdensome to its management efforts. SUBSCRIPTION SERVICE Winthrop’s subscription service provides clients with financial planning and advice, including goal planning, education planning for children, budget and debt management and life insurance planning. In providing financial planning and advice, Winthrop will explore the client’s personal values and review housing options, insurance policies, family involvement, emergency planning, long term care planning and distribution planning. Where appropriate, the firm will recommend reallocation of the client’s assets. Winthrop currently only has clients utilizing the subscription service at Winthrop Partners – WPA, LLC, however, the service is now available at all Winthrop locations. AMOUNT OF MANAGED ASSETS As of the end of the most recent fiscal year, Winthrop actively manages approximately $259,128,919.00 of clients’ assets, in aggregate across the three advisors. Of that amount, approximately $231,219,420.00 is on a discretionary basis, and approximately $27,909,499.00 is on a non-discretionary basis. Please see below for a detailed breakdown of the approximate assets managed by each advisor. Winthrop Partners – WNY, LLC Total AUM $ 148,104,026.00 Discretionary AUM $ 146,084,203.00 Non-Discretionary AUM $ 2,019,823.00 Winthrop Partners – WPA, LLC Total AUM $ 68,817,796.00 Discretionary AUM $ 42,928,120.00 Non-Discretionary AUM $ 25,889,676.00 Winthrop Partners – EPA, LLC Total AUM $ 42,207,097.00 Discretionary AUM $ 42,207,097.00 Non-Discretionary AUM $ 00.00 6 | P a g e