A. The Company Pathworks Financial, Inc. (“Pathworks” or the “firm”), a Michigan corporation founded in 2005, has been registered with U.S. Securities and Exchange Commission (“SEC”) since March, 2021. Pathworks was registered with the State of Michigan from January 2006 to March, 2021. Prior to January 2023, the firm was known as Scott Smith Financial, Inc. The principal owner of Pathworks is D. Scott Smith. B. Advisory Services Pathworks offers the following services to individuals, including high net worth individuals, pension and profit sharing plans, trusts, small businesses and estates: Asset Management Program The Pathworks Asset Management Program is a wrap fee asset allocation program sponsored by Pathworks (the “SAM Wrap Program”). The client retains Pathworks and an Pathworks investment adviser representative (“Adviser Representative”) for the purpose of opening an investment advisory account and participating in the SAM Wrap Program. Pathworks will invest participating client assets in one or more diversified asset allocation models primarily consisting of open-end investment companies (commonly referred to as mutual funds) and closed-end investment companies (commonly referred to as exchange- traded funds or ETFs in a broad range of asset classes and market sectors, including domestic stocks, international stocks, global bonds, and alternative investments in exchange for an all-inclusive asset-based wrap fee (“Wrap Fee”). When market circumstances warrant, Pathworks may also invest in other types of securities. Neither Pathworks nor any of its affiliates serve as investment adviser to any of the investment company products included in portfolio assets. SAM Wrap Program portfolios range from conservative to aggressive. The client’s Adviser Representative assists the client in selecting the asset allocation model that best meets the client’s needs. Clients’ grant Pathworks limited discretionary authority in the management of their SAM Wrap Program portfolios and individual portfolios may or may not represent the overall objectives of the client’s total investment assets. The Adviser Representative will consider the client’s financial situation, goals and investment objectives, risk tolerance, time horizon, liquidity needs, and other relevant factors, as described by the client in selecting the client’s asset allocation model. Pathworks does not provide tax or legal advice. The client is instructed to seek advice from a tax or legal adviser before making an investment decision. The client should inform his or her Adviser Representative if changes occur in investment objectives or financial situation. All clients participating in SAM Wrap Program are provided with and urged to review the Pathworks Wrap Fee Program Brochure. Investment Management Services Pathworks, through its Adviser Representatives, offers investment management services based on the individual objectives of each specific client portfolio. Pathworks offers clients ongoing investment management services determined through individual investment goals, time horizons, objectives and risk tolerance. Investment strategies, investment selection, assets allocation, portfolio monitoring and the overall investment program will be based on the above factors. Investment management services include, among other things, basic financial planning consisting of giving advice regarding asset allocation and the selection of investments. Pathworks provides investment management on a discretionary basis only. Clients will be required to give Pathworks authority to manage the client's assets in accordance with what Pathworks deems to be in the client's best interest based on the client’s investment objectives and guidelines. Clients will retain individual ownership of all securities in their account. As part of this service, each client portfolio is tailored to their particular investment needs and circumstances. This includes allocating assets based on the client’s investment needs and a risk strategy (from conservative to aggressive), which is selected in conjunction with the client and incorporated into the account agreement. The available risk strategies correlate to asset allocation models developed by Pathworks based on target allocations for various asset classes and sub-classes. Pathworks selects investments for the client’s account that are consistent with the selected risk strategy and that pass a series of quantitative and qualitative filters. Depending on the specific engagement, the types of securities that the a client’s particular Adviser Representative may purchase and sell including, but are not limited to, mutual funds, ETFs, equities, and fixed income securities. Financial Planning Services If a client desires to obtain financial planning apart from the basic planning services provided as part of portfolio management services, Pathworks also provides financial planning services as a stand-alone service. Clients will receive a written financial plan, providing the client with a detailed outline designed to achieve their stated financial goals and objectives. In general the plan will address any or all of the following:
• Personal: Family records, budgeting, personal liability, estate information and financial goals.
• Tax and Cash Flow: Income tax spending analysis and planning for past and future years.
• Death and Disability: Cash needs at death, income needs of surviving dependents, and estate planning.
• Retirement: Strategies and investment plans to help client achieve their retirement goals.
• Investments: Analysis of investment alternatives and their effect on a client’s portfolio. Information on clients will be gathered by in-depth personal interviews and a review of personal financial information. Gathering data concerning current financial status, future requirements, risk appetite and goals is essential. Based upon this thorough review, a written plan is prepared for the client and it is recommended that the client review this plan with tax accountants, attorneys and other professional service providers.

Should a client choose to implement the financial planning recommendations made by Pathworks, Pathworks may recommend its own services or that of other professionals (i.e., attorney, accountant, insurance agent, and/or stockbroker). Clients are advised that a conflict of interest exists if Pathworks recommends its own services. The client is under no obligation to act upon any of the recommendations made by Pathworks under a financial planning engagement and/or engage the services of any such recommended professional, including Pathworks or its Adviser Representatives. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation made by Pathworks or its Adviser Representatives. Pathworks shall cooperate with any attorney, accountant, broker or other adviser chosen by the client with regard to implementation of any such recommendations. Retirement Plan Services Pathworks-RP provides both fiduciary and non-fiduciary services as a consultant to plan sponsors, named fiduciaries, plan trustees, and plan committees relative to employee benefit plans, including, but not limited to, 401(k) plans, 403(B) plans, defined benefit plans, profit- sharing plans, money purchase pension plans and similar plans offered by sponsoring entities to their employees (the “Plan”). In providing services to a plan and/or its participants, Pathworks acts as a non-discretionary fiduciary of the Plan as defined in Section 3(21) under ERISA. As part of these services, Pathworks will typically advise the plan fiduciaries on matters related to the Plan. These consulting services, some of which are discussed below, may be provided separately or in combination with one another, and may involve the coordination of multiple vendors and/or third party advisors to the Plan, depending on the needs of the sponsor. The specific details of any engagement to provide consulting services are agreed upon in writing prior to commencement of the engagement and are subject to the terms of the written investment consulting and advisory agreement. Pathworks may consult on a variety of Plan matters, including, but not limited to:
• Plan governance issues, policies and procedures, board resolutions and the development or review of an Investment Policy Statement.
• Plan service provider reviews, evaluations and searches.
• Investment options: searches, recommendations, monitoring and review
• Employee education by providing general information on the funds available under the plan and other general investment information aimed at helping participants make better choices for themselves from among the alternatives available under the plan.
• Fee benchmarking;
• Fiduciary file development and record keeping. Pathworks may also provide other information aimed at assisting Plan sponsors or trustees in fulfilling their obligations to the plan. For example: information on pending or recent legislative changes that may impact the Plan, Plan participants and beneficiaries. Strategic Cash Management The Strategic Cash Management service is designed to provide businesses and individuals with a greater return on their cash reserves through an actively managed strategy that uses, either independently or in combination, treasuries, corporate bonds, corporate notes, certificates of deposit and money market funds. C. Client Tailored Services and Client Imposed Restrictions Pathworks’ investment management services are tailored to meet the specific needs of each client. In order to provide appropriately individualized services, Pathworks’ Adviser Representatives will work with the client to obtain information regarding the client’s financial circumstances, investment objectives, overall financial condition, income and tax status, personal and business assets, risk profile and other information regarding the client’s financial and investment needs. At least annually, an Adviser Representative will review with clients their financial circumstances, investment objectives and risk profile. In order for Pathworks to provide effective investment advisory services, it is critical that clients provide accurate and complete information to Pathworks and inform Pathworks anytime such information needs to be updated or anytime there is a change in their financial circumstances, investment objectives and/or risk profile. Generally, clients are permitted to impose reasonable restrictions on investing in certain securities or types of securities in their advisory accounts, provided, however, that some restrictions may not be accommodated when utilizing Exchange Traded Funds, mutual funds or with respect to certain third-party investment managers. In addition, a restriction request may not be honored if it is fundamentally inconsistent with Pathworks’ investment philosophy, runs counter to the client’s stated investment objectives, or would prevent Pathworks from properly servicing client accounts. D. Wrap Fee Programs As detailed in the section above and in Pathworks’ Wrap Fee Program Brochure, Pathworks offers the SAM Wrap Program. Clients in the SAM Wrap Program pay a single annualized fee, based upon a percentage of the market value of all SAM Wrap Program assets, for participation in the SAM Wrap Program. The SAM Wrap Program may cost clients more or less than purchasing such services separately. The wrap fee includes the Pathworks management fee, trading costs, and annual custodial fees if any. Transaction fees relating to the execution of securities transactions within the client’s account are paid by Pathworks. Clients that participate in the SAM Wrap Program will be given the Pathworks Wrap Fee Brochure as part of their initial meeting with Pathworks if the Adviser Representative determines that the SAM Wrap Program is the best fit for their needs. E. Assets Under Management As of December 31, 2022, Pathworks has the following assets under management: Total Assets Under Management Discretionary Assets Non-Discretionary Assets $155,940,090.00 $107,972,459.00 $47,967,631.00