Item 5 - Performance-Based Fees and Side-by-Side Management ............................................................... 4 Item 6 - Types of Clients .............................................................................................................................. 5 Item 7 - Methods of Analysis, Investment Strategies and Risk of Loss ....................................................... 6 Item 8 - Disciplinary Information ............................................................................................................... 11 Item 9 - Other Financial Industry Activities and Affiliations ..................................................................... 12 Item 10 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .............. 13 Item 11 - Brokerage Practices ..................................................................................................................... 14 Item 12 - Review of Accounts .................................................................................................................... 15 Item 13 - Client Referrals and Other Compensation ................................................................................... 16 Item 14 - Custody........................................................................................................................................ 17 Item 15 - Investment Discretion.................................................................................................................. 18 Item 16 - Voting Client Securities .............................................................................................................. 19 Item 17 - Financial Information .................................................................................................................. 20 Item 2 - Material Changes Since the last annual updating amendment of the brochure, the Adviser has made routine updates to the brochure.
Item 3 - Advisory Business The Adviser is an investment adviser with its principal place of business in New York, New York. The Adviser was formed under the laws of the State of New York in June 1999 and was founded by Alexander Becker and commenced operations as an SEC-registered investment adviser in 2021. The principal owner and managing member of the Adviser is Alexander Becker. The Adviser provides investment advisory services on a discretionary basis to individuals and institutions (the “Clients”) in separately managed accounts. The Adviser will provide advice to Clients based on specific

investment objectives and strategies set forth in the management agreements or other governing documents of the respective Client account. The Adviser provides advice to Clients based on specific investment objectives and strategies. The Adviser seeks to meet these objectives and strategies by investing in the securities of issuers identified by the Adviser through its fundamental, bottom-up analysis. Under certain circumstances, the Adviser will agree to tailor advisory services to the individual needs of a Client, based upon such Client’s risk tolerance, any investment restrictions and/or other parameters, in each case, as communicated by the Client to the Adviser. Clients may impose restrictions on investing in certain securities or certain types of securities. The Adviser does not participate in wrap fee programs. As of December 31, 2022, the Adviser had approximately $146,792,240 assets under management, all of which were managed on a discretionary basis. Asset-Based Compensation. The Adviser is paid an asset-based management fee, as described in each Clients investment management agreement, of .40% (for Client accounts that are invested solely in indices) or .80% (for actively managed Client accounts) per annum of the net assets of each Client’s account. Asset- based management fees are charged quarterly in advance based on the total market value of the assets in the Client’s account (including net unrealized appreciation or depreciation of investments and cash, cash equivalents and accrued interest) on the first day of each calendar quarter. If a new Client account is established during a quarter or a Client makes an addition to its account during a month, the asset-based management fee will be charged as of the calendar quarter immediately following the effective date of the investment management agreement or the date of the additional contribution based on the value of the assets as of the applicable date. A Client may terminate the investment management agreement with the Adviser at any time in accordance with applicable investment management agreement. Upon termination of an account during a month, asset-based management fees will be prorated and any prepaid, unearned management fees will be promptly refunded. The Adviser reserves the right to determine the asset-based managed fee with any Client or prospective Client. As a result, fees may be negotiable under certain circumstances or for certain Client accounts. Payment of Fees. With respect to certain Clients, the Client’s investment management agreement authorizes the Client’s broker to pay the asset-based management fee to the Adviser directly from the Client’s account. With respect to all other Clients, the Adviser does not deduct the asset-based management fee from Client accounts. Rather, the Adviser bills Clients. Upon instruction of the Client, the asset-based management fee is then deducted from the Clients account by the custodian as further agreed up with such Client. Other Fees and Expenses. The asset-based management fee described above is specific to what the Adviser charges and does not include certain charges imposed by third parties, which may include but are not limited to transaction fees, brokerage fees and commissions, retirement plan administration fees, odd- lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Clients should understand that all custodial fees and any other charges, fees and commissions incurred in connection with transactions for a Client’s account are generally paid out of the assets in the account and are in addition to the asset-based management fees charged by the Adviser. The Adviser’s only remuneration for managing Client assets is the asset-management fee described above.