A. Sierra Ocean, LLC (“Sierra Ocean”) is a limited liability company formed in the state of Delaware in February, 2021. Sierra Ocean became registered as a registered investment advisor with the Securities and Exchange Commission in May, 2021 and is principally owned by Jeffrey S. Burrow. B. INVESTMENT ADVISORY SERVICES Sierra Ocean provides investment management services and stands to provide financial planning and consulting services. Sierra Ocean provides investment advisory services specific to the needs of each client. Before providing investment advisory services, a financial advisor will ascertain the client’s investment objectives. Thereafter, Sierra Ocean will recommend that the client allocate investment assets consistent with the client’s designated investment objectives. Once allocated, Sierra Ocean provides ongoing monitoring and review of account performance, asset allocation and client investment objectives. FINANCIAL PLANNING AND CONSULTING SERVICES (STAND-ALONE) Sierra Ocean may provide financial planning and/or consulting services (including investment and non-investment related matters, including estate planning, insurance planning, etc.) on a stand-alone separate fee basis. Sierra Ocean offers financial planning on a project and ongoing basis. Prior to engaging Sierra Ocean to provide planning or consulting services, clients are generally required to enter into a consulting agreement with Sierra Ocean setting forth the terms and conditions of the engagement (including termination), describing the scope of the services to be provided, and the portion of the fee that is due from the client prior to Sierra Ocean commencing services. If requested by the client, Sierra Ocean may recommend the services of other professionals for implementation purposes, including certain of Sierra Ocean’s representatives in their individual capacities as licensed insurance agents (See disclosure at Item 10.C below). The client is under no obligation to engage the services of any such recommended professional. The client retains absolute discretion over all implementation decisions and is free to accept or reject any recommendation from Sierra Ocean. If the client engages any recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. At all times, the licensed professional(s) (i.e. attorney, accountant, insurance agent, etc.), and not Sierra Ocean, shall be responsible for the quality and competency of the services provided. Please Note: Planning Limitations. Sierra Ocean believes that it is important for the client to address financial planning issues on an ongoing basis. Sierra Ocean’s advisory fee, as set forth at Item 5 below, will remain the same regardless of whether or not the client determines to address financial planning issues with Sierra Ocean. It remains each client’s responsibility to promptly notify Sierra Ocean if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising our previous recommendations and/or services. Miscellaneous Limitations of Financial Planning and Non-Investment Consulting/Implementation Services. As indicated above, to the extent requested by a client, Sierra Ocean will generally provide financial planning and related consulting services as part of its services (exceptions may occur based upon assets under management, special projects, etc. for which Sierra Ocean may charge a separate fee). However, neither Sierra Ocean nor its employees are responsible for implementing any aspect of a financial plan, unless they have agreed to do so in writing. Sierra Ocean does not monitor a client’s financial plan, and it is the client’s responsibility to revisit the financial plan with Sierra Ocean, if desired. Furthermore, although Sierra Ocean may provide recommendations regarding non- investment related matters, such as estate planning, tax planning and insurance, Sierra Ocean does not serve as an attorney or accountant, and no portion of its services should be construed as legal or accounting services. Accordingly, Sierra Ocean does not prepare estate planning documents or tax returns. To the extent requested by a client, Sierra Ocean may recommend the services of other professionals for certain non-investment implementation purposes (i.e. attorneys, accountants, insurance, etc.), including certain of Sierra Ocean’s representatives in their individual capacities as licensed insurance agents (See disclosure at Item 10.C below). The client is under no obligation to engage the services of any such recommended professional. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from Sierra Ocean and/or its representatives. If the client engages any recommended unaffiliated professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. At all times, the engaged third party licensed professional(s) (i.e. attorney, accountant, insurance agent, etc.), and not Sierra Ocean, shall be responsible for the quality and competency of the services provided. Sierra and its representatives also remain responsible for recommendations to the extent that they provide such recommendations relative to insurance products or services.. Right Capital/ByAllAccounts Client Access. In conjunction with the services provided by Right Capital and ByAllAccounts, Sierra Ocean may also provide periodic comprehensive reporting services, which can incorporate all of the client’s investment assets including those investment assets that are not part of the assets managed by Sierra Ocean (the “Excluded Assets”). Sierra Ocean’s service relative to the Excluded Assets is limited to reporting services only, which does not include investment implementation. Because Sierra Ocean does not have trading authority for the Excluded Assets, to the extent applicable to the nature of the Excluded Assets (assets over which the client maintains trading authority vs. trading authority designated to another investment professional), the client (and/or the other investment professional), and not Sierra Ocean, shall be exclusively responsible for directly implementing any recommendations relative to the Excluded Assets. The client and/or their other advisors that maintain trading authority, and not Sierra Ocean, shall be exclusively responsible for the investment performance of the Excluded Assets. Without limiting the above, Sierra Ocean shall not be responsible for any implementation error (timing, trading, etc.) relative to the Excluded Assets. In the event the client desires that Sierra Ocean provide investment management services with respect to the Excluded Assets, the client may engage Sierra Ocean to do so pursuant to the terms and conditions of the Investment Advisory Agreement between Sierra Ocean and the client. Custodian Charges-Additional Fees. As discussed below at Item 12 below, when requested to recommend a broker-dealer/custodian for client accounts, Sierra Ocean generally recommends that Charles Schwab and Co. (“Schwab”) serves as the broker- dealer/custodian for client investment management assets. Broker-dealers such as Schwab charge brokerage commissions, transaction, and/or other types of fees for effecting certain types of securities transactions (i.e., including transaction fees for certain mutual funds, and mark-ups and mark-downs charged for fixed income transactions, etc.). The types of securities for which transaction fees, commissions, and/or other type fees (as well as the amount of those fees) shall differ depending upon the broker-dealer/custodian (while certain custodians, including Schwab, do not currently charge fees on individual equity transactions, others do). Please Note: there can be no assurance that Schwab will not change their transaction fee pricing in the future. Please Also Note: Schwab may also assess fees to clients who elect to receive trade confirmations and account statements by regular mail rather than electronically. These fees/charges are in addition to Sierra Ocean’s investment advisory fee at Item 5 below. Sierra Ocean does not receive any portion of these fees/charges. Please Note: Fee Differentials. Sierra Ocean shall generally price its advisory services based upon various objective and subjective factors. As a result, our clients could pay diverse fees based upon the type, amount and market value of their assets, the anticipated complexity of the engagement, the anticipated level and scope of the overall investment advisory and consulting services to be rendered. Additional factors effecting pricing can include related accounts, employee accounts, competition, and negotiations. Please Also Note: As a result of these objective and subjective factors, similarly situated clients could pay diverse fees, and the services to be provided by Sierra Ocean to any particular client could be available from other advisers at lower fees. All clients and prospective clients should be guided accordingly. Cash Sweep Accounts. Account custodians generally require that cash proceeds from account transactions or cash deposits be swept into and/or initially maintained in the custodian’s sweep account. The yield on the sweep account is generally lower than those available in money market accounts. To help mitigate this issue, Sierra Ocean shall generally purchase a higher yielding money market fund available on the custodian’s platform with cash proceeds or deposits, unless Sierra Ocean reasonably anticipates that it will utilize the cash proceeds during the subsequent 30-day period to purchase additional investments for the client’s account. Exceptions and/or modifications can and will occur with respect to all or a portion of the cash balances for various reasons, including, but not limited to, the amount of dispersion between the sweep account and a money market fund, an indication from the client of an imminent need for such cash, or the client has a demonstrated history of writing checks from the account Cybersecurity Risk. The information technology systems and networks that Sierra Ocean and its third-party service providers use to provide services to Sierra Ocean’s clients employ various controls, which are designed to prevent cybersecurity incidents stemming from intentional or unintentional actions that could cause significant interruptions in Sierra Ocean’s operations and result in the unauthorized acquisition or use of clients’ confidential or non-public personal information. Clients and Sierra Ocean are nonetheless subject to the risk of cybersecurity incidents that could ultimately cause them to incur losses, including for example: financial losses, cost and reputational damage to respond to regulatory obligations, other costs associated with corrective measures, and loss from damage or interruption to systems. Although Sierra Ocean has established its systems to reduce the risk of cybersecurity incidents from coming to fruition, there is no guarantee that these efforts will always be successful, especially considering that Sierra Ocean does not directly control the cybersecurity measures and policies employed by third-party service providers. Clients could incur similar adverse consequences resulting from cybersecurity incidents that more directly affect issuers of securities in which those clients invest, broker-dealers, qualified custodians, governmental and other regulatory authorities, exchange and other financial market operators, or other financial institutions. Pontera. Sierra Ocean uses Pontera, a third party platform to facilitate the management of held away assets such as defined contribution plan participant accounts, with discretion. Those clients who choose to engage Sierra Ocean to service their held away accounts will be

provided a link to connect their outside accounts to the platform. Once the client’s account(s) is connected to the platform, Sierra Ocean will review the client’s current account allocations. Sierra Ocean will rebalance the connected outside accounts consistent with the client’s investment goals and risk tolerance. Client account(s) will be reviewed at least quarterly. To facilitate use of the Pontera platform, the client securely logs into the Pontera site and entitles Sierra Ocean to manage the assets. Pontera charges Sierra Ocean 25 bps for each managed account. Clients do not pay any additional fee to Pontera or to Sierra Ocean in connection with platform participation. Sierra Ocean is not affiliated with the Pontera platform in any way and receives no compensation from them for using their platform. Borrowing Against Assets/Risks. A client who has a need to borrow money could determine to do so by using: ● Margin-The account custodian or broker-dealer lends money to the client. The custodian charges the client interest for the right to borrow money, and uses the assets in the client’s brokerage account as collateral; and, ● Pledged Assets Loan- In consideration for a lender (i.e., a bank, etc.) to make a loan to the client, the client pledges its investment assets held at the account custodian as collateral; These above-described collateralized loans are generally utilized because they typically provide more favorable interest rates than standard commercial loans. These types of collateralized loans can assist with a pending home purchase, permit the retirement of more expensive debt, or enable borrowing in lieu of liquidating existing account positions and incurring capital gains taxes. However, such loans are not without potential material risk to the client’s investment assets. The lender (i.e. custodian, bank, etc.) will have recourse against the client’s investment assets in the event of loan default or if the assets fall below a certain level. For this reason, Sierra Ocean does not recommend such borrowing unless it is for specific short-term purposes (i.e. a bridge loan to purchase a new residence). Sierra Ocean does not recommend such borrowing for investment purposes (i.e. to invest borrowed funds in the market). Regardless, if the client were to determine to utilize margin or a pledged assets loan, the following economic benefits would inure to Sierra Ocean: ● by taking the loan rather than liquidating assets in the client’s account, Sierra Ocean continues to earn a fee on such Account assets; and, ● if the client invests any portion of the loan proceeds in an account to be managed by Sierra Ocean, Sierra Ocean will receive an advisory fee on the invested amount Please Note: The Client must accept the above risks and potential corresponding consequences associated with the use of margin or a pledged assets loans. Independent Managers. As indicated above, Sierra Ocean may allocate a portion of the client’s investment assets among unaffiliated independent investment managers in accordance with the client’s designated investment objective(s). In such situations, the Independent Manager[s] shall have day-to-day responsibility for the active discretionary management of the allocated assets. Sierra Ocean shall continue to render investment supervisory services to the client relative to the ongoing monitoring and review of account performance, asset allocation and client investment objectives. Factors that Sierra Ocean shall consider in recommending Independent Manager[s] include the client’s designated investment objective(s), management style, performance, reputation, financial strength, reporting, pricing, and research. The client is under no obligation to engage an Independent Manager[s]. ANY QUESTIONS: Sierra Ocean’s Chief Compliance Officer remains available to address any questions that a client or prospective client may have regarding the allocation of account assets to an Independent Manager(s), including the specific additional fee to be charged by such Independent Manager(s). Unaffiliated Private Investment Funds. Sierra Ocean also provides investment advice regarding private investment funds. Sierra Ocean, on a non-discretionary basis, may recommend that certain qualified clients consider an investment in private investment funds, the description of which (the terms, conditions, risks, conflicts and fees, including incentive compensation) is set forth in the fund’s offering documents. Sierra Ocean’s role relative to unaffiliated private investment funds shall be limited to its initial and ongoing due diligence and investment monitoring services. If a client determines to become an unaffiliated private fund investor, the amount of assets invested in the fund(s) shall be included as part of “assets under management” for purposes of Sierra Ocean calculating its investment advisory fee. Sierra Ocean’s fee shall be in addition to the fund’s fees. Sierra Ocean’s clients are under absolutely no obligation to consider or make an investment in any private investment fund(s). Please Note: Private investment funds generally involve various risk factors, including, but not limited to, potential for complete loss of principal, liquidity constraints and lack of transparency, a complete discussion of which is set forth in each fund’s offering documents, which will be provided to each client for review and consideration. Unlike liquid investments that a client may own, private investment funds do not provide daily liquidity or pricing. Each prospective client investor will be required to complete a Subscription Agreement, pursuant to which the client shall establish that he/she is qualified for investment in the fund, and acknowledges and accepts the various risk factors that are associated with such an investment. Please Also Note: Valuation. In the event that Sierra Ocean references private investment funds owned by the client on any supplemental account reports prepared by Sierra Ocean, the value(s) for all private investment funds owned by the client shall reflect the most recent valuation provided by the fund sponsor. However, if subsequent to purchase, the fund has not provided an updated valuation, the valuation shall reflect the initial purchase price. If subsequent to purchase, the fund provides an updated valuation, then the statement will reflect that updated value. The updated value will continue to be reflected on the report until the fund provides a further updated value. Please Also Note: As result of the valuation process, if the valuation reflects initial purchase price or an updated value subsequent to purchase price, the current value(s) of an investor’s fund holding(s) could be significantly more or less than the value reflected on the report. Unless otherwise indicated, Sierra Ocean shall calculate its fee based upon the latest value provided by the fund sponsor. Nonetheless, Sierra Ocean periodically contacts the fund sponsor to verify current pricing of private funds in connection with its billing process. Non-Discretionary Service Limitations. Clients that determine to engage Sierra Ocean on a non-discretionary investment advisory basis must be willing to accept that Sierra Ocean cannot effect any account transactions without obtaining prior consent to any such transaction(s) from the client. Thus, in the event of a market correction during which the client is unavailable, Sierra Ocean will be unable to effect any account transactions (as it would for its discretionary clients) without first obtaining the client’s consent. Retirement Plan Rollovers–Conflict of Interest: A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If Sierra Ocean recommends that a client roll over their retirement plan assets into an account to be managed by Sierra Ocean, such a recommendation creates a conflict of interest if Sierra Ocean will earn an advisory fee on the rolled over assets. If Sierra Ocean provides a recommendation as to whether a client should engage in a rollover or not (whether it is from an employer’s plan or an existing IRA), Sierra Ocean is acting as a fiduciary 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. No client is under any obligation to roll over retirement plan assets to an account managed by Sierra Ocean, whether it is from an employer’s plan or an existing IRA. Trustee Directed Plans. Sierra Ocean can be engaged to provide discretionary investment advisory services to ERISA retirement plans, whereby the Firm shall manage Plan assets consistent with the investment objective designated by the Plan trustees. In such engagements, Sierra Ocean will serve as an investment fiduciary as that term is defined under The Employee Retirement Income Security Act of 1974 (“ERISA”). Sierra Ocean will generally provide services on an “assets under management” fee basis per the terms and conditions of an Investment Advisory Agreement between the Plan and the Firm. Participant Directed Retirement Plans. Sierra Ocean can also provide investment advisory and consulting services to participant directed retirement plans per the terms and conditions of a Retirement Plan Services Agreement between Sierra Ocean and the plan. For such engagements, Sierra Ocean shall assist the Plan sponsor with the selection of an investment platform from which Plan participants shall make their respective investment choices (which may include investment strategies devised and managed by Sierra Ocean), and, to the extent engaged to do so, may also provide corresponding education to assist the participants with their decision making process. Client Obligations. In performing its services, Sierra Ocean shall not be required to verify any information received from the client or from the client’s other professionals, and is expressly authorized to rely thereon. Moreover, each client is advised that it remains their responsibility to promptly notify Sierra Ocean if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating or revising Sierra Ocean’s previous recommendations and/or services. Investment Risk. Different types of investments involve varying degrees of risk, and it should not be assumed that future performance of any specific investment or investment strategy (including the investments and/or investment strategies recommended or undertaken by Sierra Ocean) will be profitable or equal any specific performance level(s). Disclosure Statement: A copy of Sierra Ocean's written Brochure as set forth on Part 2A of Form ADV, along with our Form CRS Relationship Summary, shall be provided to each client prior to, or contemporaneously with, the execution of the Investment Advisory Agreement. C. Sierra Ocean shall provide investment advisory services specific to the needs of each client. Prior to providing investment advisory services, an investment adviser representative will ascertain each client’s investment objective(s). Thereafter, Sierra Ocean shall allocate and/or recommend that the client allocate investment assets consistent with the designated investment objective(s). The client may, at any time, impose reasonable restrictions, in writing, on Sierra Ocean’s services. D. Sierra Ocean does not participate in a wrap fee program. E. As of December 31, 2022, Sierra Ocean had $173,245,163 in assets under management on a discretionary basis and $156,916,673 in assets under management on a non-discretionary basis.