Description of Firm Stonebridge Investment Counsel, LLC ("Stonebridge") is a privately-held Tennessee limited liability company that has been providing investment advisory services since 2002. The company also does business as Stonebridge Wealth Management and Stonebridge Family Office. Stonebridge Holdings, Inc is the majority owner and chief compliance officer of our firm. OneAscent Financial Services LLC a registered investment adviser affiliated with our firm, is also an owner of our firm. The following paragraphs describe our services and fees. Please refer to the description of each investment advisory service listed below for information on how we tailor our advisory services to your individual needs. As used in this Disclosure Brochure, the words "we", "our" and "us" refer to Stonebridge Investment Counsel, LLC and the words "you", "your" and "client" refer to you as either a client or prospective client of our firm. Also, you may see the term "supervised person" our "Investment Adviser Representative" throughout this Disclosure Brochure. As used in this Disclosure Brochure, our Supervised Persons are our firm's officers, employees, including our firm's Investment Adviser Representatives who are those individuals providing investment advice on behalf of our firm. Stonebridge Investment Counsel, LLC offers investment advice with the assistance of its Investment Adviser Representatives (IARs), who are appropriately registered in state jurisdictions where required. Investment Management Services We offer investment management services exclusively on a discretionary basis where our investment advice is tailored to meet our clients' individual needs and investment objectives. These services include an initial consultation along with follow up consultations, as may be agreed, to discuss your investment objectives, time horizon, risk tolerance, tax circumstances, and various other financial factors. We will ask that you complete certain investor questionnaires, onboarding forms, and other documents to assist us in gathering information about your financial needs and circumstances. Based on our evaluation of the foregoing factors, we will use the information to establish a strategy that enables our firm to give you continuous and focused investment advice and/or to make investments on your behalf.
Clients engaging our firm for investment management services are required to grant our firm discretionary authority to manage their 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, including the authority to use one or more Independent Managers. Please see Item 16 (Investment Discretion) of this Disclosure Brochure for more information on discretionary authority.
Our discretionary management services are typically provided to you through an investment platform administered by Callan Associates, LLC ("Callan"), a third-party SEC registered investment adviser, to select Independent Managers to use in client relationships. Callan evaluates independent money managers across multiple assets classes. Using qualitative and quantitative screens, Callan develops and provides us with a list of vetted and approved Independent Managers. In addition, Callan negotiates lower investment minimums and fees with these Independent Managers for our clients.
Callan also provides ongoing due diligence on these managers to determine if they should remain on the approved list. Our firm selects Independent Managers from this Callan approved list for use in our client portfolios. We work with Callan using the Callan Unified Managed Account (UMA) platform. The Callan UMA platform is an integrated investment platform in which a client's assets can be invested in a single custodial account across multiple asset classes. On the UMA platform, Callan provides a list of 4 approved independent managers (i.e. sub-advisors), whose portfolios are implemented by a Callan approved independent overlay manager, Managed Portfolio Advisors ("MPA"), a division of Natixis Global Asset Management. After portfolio implementation, MPA is responsible for the ongoing trading, tax loss harvesting and portfolio rebalancing of clients' accounts. Please refer to Item 5 of this Disclosure Brochure for more information on the fees charged by Callan, MPA, and the selected independent manager(s), which are separate and apart from our investment management fees. Where appropriate, we may also recommend a third-party investment management program sponsored by SEI Investments Management Corporation, and its affiliates, SEI Private Trust Company and SEI Global Services, Inc. (collectively, "SEI"). Our agreement with SEI allows us to offer SEI's investment management programs (collectively, the "SEI Programs"), bundled together with SEI's custodial and execution services. In addition to our ongoing monitoring of your portfolio, we will also be responsible for collecting and maintaining information on each client's financial circumstances, and communicating such information to the appropriate parties of the selected investment platform as may be necessary in efforts to ensure that portfolio allocations are aligned with each client's investment objectives. As required, we will deliver the disclosure brochures associated with the selected investment platform along with other applicable information. We do not sponsor a wrap fee program. For information on the investment strategies, our methods of analysis, and how we might manage your account(s), please see Item 8 (Methods of Analysis, Investment Strategies and Risk of Loss section) of this Disclosure Brochure. Use of Independent Managers As mentioned above, we generally select or recommend certain Independent Managers to manage client assets. In addition to this Disclosure Brochure, clients may also receive written disclosure documents

of the Independent Managers engaged to manage their assets. Our firm does not receive compensation from any such Independent Manager. Our firm evaluates various information about the Independent Managers we choose to manage client portfolios, which may include the Independent Managers' public disclosure documents, materials supplied by the Independent Managers themselves and other third-party analyses we believe are reputable. To the extent possible, we assess the Independent Managers' investment strategies, past performance and risk results in relation to its clients' individual portfolio allocations and risk exposure.
We will also takes into consideration each Independent Manager's management style, returns, reputation, financial strength, reporting, pricing and research capabilities, among other factors. On an ongoing basis, our firm monitors the performance of those accounts being managed by Independent Managers. We will seek to ensure that the Independent Managers' strategies and target allocations remain aligned with our clients' investment objectives and overall best interests.
5 Wealth Management Services As part of our wealth management services we offer broad-based financial planning and consulting.
These services typically involve a variety of advisory services regarding the management of the client's financial resources based upon an analysis of their individual needs. If you retain our firm for these services, we will meet with you to gather information about your financial circumstances and objectives. As required, we will conduct follow-up interviews for the purpose of reviewing and/or collecting additional financial related data. Once such information has been reviewed and analyzed, we will provide you with our financial planning and/or consulting recommendations designed to help you achieve your stated financial goals and objectives. We provide wealth management services in areas that may include, but are not limited to, asset protection (preservation), disability and income protection (protection), debt management (leverage), investment and cash flow planning (accumulation), legacy planning (distribution), and tax management. If we are engaged to deliver a customized written financial plan, the client's plan will generally include recommendations for a course of specific actions to be taken by the client. For example, recommendations may be made that the client make adjustments to their risk management strategy or revise existing coverage, establish an individual retirement account, increase or decrease funds in savings accounts or invest funds in securities/mutual funds. Where appropriate we may assist clients with respect to tax and/or estate planning situations, but we will always recommend that clients consult with a tax/legal professional. The primary objective of this process is to enable our firm to assist the client in developing a strategy for the successful management of income, assets and liabilities in efforts of meeting the client's long-term life and wealth goals.
We also offer ongoing wealth management services covering complex financial planning and consulting support that typically includes, but not limited to: ongoing consulting regarding your financial plan; periodic reviews (as-needed or by client request); and updates to your financial plan. Our wealth management services are based on your financial situation at the time we deliver our services, and on the financial information you provide to our firm. You must promptly notify our firm if your financial situation, goals, objectives, or needs change. You have the right to accept or reject our recommendations, and you may choose any firm to assist you with implementing our recommendations. IRA Rollover Recommendations For purposes of complying with the DOL's Prohibited Transaction Exemption 2020-02 ("PTE 2020-02") where applicable, we are providing the following acknowledgment to you.
When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule's provisions, we must:
•Meet a professional standard of care when making investment recommendations (give prudent advice);
•Never put our financial interests ahead of yours when making recommendations (give loyal advice);
•Avoid misleading statements about conflicts of interest, fees, and investments;
•Follow policies and procedures designed to ensure that we give advice that is in your best interest;
•Charge no more than is reasonable for our services; and 6
•Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest.
Types of Investments We offer advice on equity securities, warrants, corporate debt securities, commercial paper, certificates of deposit, municipal securities, investment company securities, U.S. Government securities, options contracts on securities, and interest in partnerships investing in real estate, private equity and private debt, alternative investments, among others. Additionally, we may recommend other types of investments since each client has different needs and different tolerances for risk. We may also advise you on any type of investment held in your portfolio at the inception of our advisory relationship, or on specific types of investments at your request.
Assets Under Management As of December 31, 2022, we manage approximately $154,625,429 in client assets on a discretionary basis.