Prairie Capital Management Group, LLC (“Prairie Capital”) is part of the Focus Financial Partners, LLC (“Focus
LLC”) partnership. Specifically, Prairie Capital Management Group, LLC is a wholly-owned subsidiary of Focus
Operating, LLC (“Focus Operating”),1 which is, directly and indirectly, a wholly-owned subsidiary of Focus
LLC. Focus Financial Partners Inc. (“Focus Inc.”) is the sole managing member of Focus LLC and has 100% of
its governance rights. Accordingly, all governance is conducted through the voting rights and the Board of
Directors at Focus Inc. Focus Inc. is the managing member of and owns, directly and indirectly, approximately
99% of the economic interests in Focus LLC.
Focus Inc. is majority-owned, indirectly and collectively, by funds affiliated with Clayton, Dubilier & Rice,
LLC (“CD&R”). Funds affiliated with Stone Point Capital LLC (“Stone Point”) are indirect owners of Focus Inc.
Because
Prairie Capital Management Group, LLC is an indirect, wholly-owned subsidiary of Focus Inc., CD&R
and Stone Point funds are indirect owners of Prairie Capital Management Group, LLC
Focus LLC also owns other registered investment advisers, broker-dealers, pension consultants, insurance
firms, business managers and other firms (the “Focus Partners”), most of which provide wealth
management, benefit consulting and investment consulting services to individuals, families, employers,
and institutions. Some Focus Partners also manage or advise limited partnerships, private funds, or
investment companies as disclosed on their respective Form ADVs. Prairie Capital is managed by Brian
Kaufman, Curtis Krizek, Robyn Schneider, Michael Gentry, and Andrew Klocke (“Prairie Capital Principals”)
pursuant to a management agreement between Main Street 25 Management, LLC and Prairie Capital. The
Prairie Capital Principals serve as officers of Prairie Capital and are responsible for the management,
supervision and oversight of Prairie Capital.
Prairie Capital provides the following asset consulting services as investment supervisory services: (a)
origination of investment policy statement and asset allocation study, search for managers or mutual
funds in accordance with criteria established by client, ongoing performance monitoring and analysis;
and (b) management of investment advisory accounts on a non-discretionary basis with the investment
objective of income for fixed income portfolios and the objective of long term capital appreciation for
equity portfolios. Prairie Capital does not directly invest the assets of the clients.
In addition, Prairie Capital, manages investment advisory accounts not involving investment supervisory
services by managing investments of limited partnerships. In managing such accounts, Prairie Capital
generally utilizes a multi-manager, multi-strategy
investment philosophy pursuant to which it sets asset
allocation parameters, selects investment strategies to be used in the management of client assets and
selects and monitors independent investment advisory firms (or, if appropriate, private or registered
investment companies managed by them) to manage the separate asset classes and strategies used.
There are no restrictions on Prairie Capital’s ability to select asset classes for any particular pooled
account. Thus, Prairie Capital does not directly invest the assets of multi-manager, multi-strategy
accounts.
Upon evaluating a client’s investment history, present situation, and future outlook, Prairie Capital
constructs a plan designed specifically to meet each client’s goals and objectives within each client’s
defined risk tolerance, risk capacity and return expectation.
Prairie Capital is a fiduciary under the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”) with respect to investment management services and investment advice provided to ERISA
plan clients, including plan participants. Prairie Capital is also a fiduciary under section 4975 of the
Internal Revenue Code (the “IRC”) with respect to investment management services and investment
advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA plan participants.
As such, Prairie Capital is subject to specific duties and obligations under ERISA and the IRC that include,
among other things, prohibited transaction rules which are intended to prohibit fiduciaries from acting
on conflicts of interest. When a fiduciary gives advice in which it has a conflict of interest, the fiduciary
must either avoid or eliminate the conflict or rely upon a prohibited transaction exemption (a “PTE”).
As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on
us by the federal and state securities laws. As a result, you have certain rights that you cannot waive
or limit by contract. Nothing in our agreement with you should be interpreted as a limitation of our
obligations under the federal and state securities laws or as a waiver of any unwaivable rights you
possess.
As of March 31, 2024 Prairie Capital manages $1,403,168,232client assets on a discretionary basis.
We offer clients the option of obtaining certain financial solutions from unaffiliated third-party financial
institutions through UPTIQ Treasury & Credit Solutions, LLC (together with UPTIQ, Inc. and its affiliates,
“UPTIQ”) and Flourish Financial LLC (“Flourish”). Please see Items 5 and 10 for a fuller discussion of these
services and other important information.
We help our clients obtain certain insurance solutions from unaffiliated, third-party insurance brokers by
introducing clients to our affiliate, Focus Risk Solutions, LLC (“FRS”), a wholly owned subsidiary of our
parent company, Focus Financial Partners, LLC. Please see Items 5 and 10 for a fuller discussion of these
services and other important information.