A. Firm Information Guidance Capital, Inc. (“Guidance Capital” or the “Advisor”) is a registered investment advisor with the U.S. Securities and Exchange Commission (“SEC”). The Advisor is organized as a Corporation under the laws of the Commonwealth of Kentucky. Guidance Capital was founded in July 2005 and became a registered investment advisor in October 2022. Guidance Capital is owned and operated by Stephen R, Gibson, CPA (Managing Partner and Wealth Planner) and Beau J. Handy, CFPÒ, CFSÒ (Managing Partner and Wealth Planner / Chief Compliance Officer). This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by Guidance Capital. B. Advisory Services Offered Guidance Capital offers investment advisory services to individuals, high net worth individuals, trusts, estates, businesses, and retirement plans (each referred to as a “Client”). The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness and good faith towards each Client and seeks to mitigate potential conflicts of interest. Guidance Capital's fiduciary commitment is further described in the Advisor’s Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Investment Management Services Guidance Capital provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary investment management and related advisory services. Guidance Capital works closely with each Client to identify their investment goals and objectives as well as risk tolerance and financial situation in order to create a portfolio strategy. Guidance Capital will construct Client investment portfolios either through its internal investment management or an allocation to other money managers (Please see User of Other Managers below). For its internal investment management, the Advisor primarily utilizes diversified mutual funds, exchange-traded funds (“ETFs”), individual stocks and/or individual bonds to achieve the Client’s investment goals. The Advisor may also utilize other types of investments, as appropriate to meet the needs of the Client. The Advisor may retain legacy investments based on portfolio fit and/or tax considerations. Guidance Capital’s investment strategies are primarily long-term focused, but the Advisor may buy, sell or re- allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. Guidance Capital will construct, implement and monitor the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. Guidance Capital evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. Guidance Capital may recommend, on occasion, redistributing investment allocations to diversify the portfolio. Guidance Capital may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. Guidance Capital may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. At no time will Guidance Capital accept or maintain custody of a Client’s funds or securities, except for the limited authority as outlined in Item 15 – Custody. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 – Brokerage Practices. Retirement Accounts – When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts (“IRAs”), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act (“ERISA”) and/or the Internal Revenue Code (“IRC”), as applicable, which are laws governing retirement accounts. When deemed to be in the Client’s best interest, the Advisor will provide investment advice to a Client regarding a distribution from an ERISA retirement account or to roll over the assets to an IRA, or recommend a similar transaction including rollovers from one ERISA sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g. commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor will earn a new (or increase its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. Use of Other Managers – Guidance Capital may recommend that a Client utilize one or more other registered investment advisors to provide discretionary investment management. The Advisor may recommend unaffiliated investment managers or investment platforms or its affiliated registered investment advisor, Dynamic Market Advantage, LLC (herein collectively referred to as “Other Managers ”). Other Managers may be engaged to manage all or a portion of a Client’s investment portfolio. In such instances, the Client will typically be required to enter into a separate investment management agreement with the Other Manager that defines the terms in which the Other Manager will provide its services. The exception to this is when Advisor utilizes its affiliated

investment advisor, in which case the Client will sign a dual agreement that encompasses services provided by both Guidance and Guidance’s affiliate advisor. The Advisor may also assist in the development of the initial policy recommendations and managing the ongoing Client relationship. The Advisor will perform initial and ongoing oversight and due diligence over the selected Other Manager[s] to ensure each Other Manager’s strategies and target allocations remain aligned with the Client’s investment objectives and overall best interests. The Client, prior to entering into an agreement with unaffiliated investment manager[s] or investment platform[s], will be provided with the Other Manager's Form ADV 2A (or a brochure that makes the appropriate disclosures). Guidance Capital advises the Client that a recommendation to use Dynamic Market Advantage, LLC (“DMA”) presents a conflict of interest due to the common ownership. Please see Item 10 below. Financial Planning Services Guidance Capital will typically provide a variety of financial planning and consulting services to Clients. Financial planning services may be offered as part of an overall wealth management engagement and single fee or under a separate financial planning engagement. Services are offered in several areas of a Client’s financial situation, depending on their goals and objectives. Generally, such financial planning services involve preparing a formal financial plan or rendering a specific financial consultation based on the Client’s financial goals and objectives. This planning or consulting may encompass one or more areas of need, including but not limited to, investment planning, retirement planning, personal savings, education savings, insurance needs, and other areas of a Client’s financial situation. A financial plan developed for, or financial consultation rendered to the Client will usually include general recommendations for a course of activity or specific actions to be taken by the Client. For example, recommendations may be made that the Client start or revise their investment programs, commence or alter retirement savings, establish education savings and/or charitable giving programs. Guidance Capital may also refer Clients to an accountant, attorney or other specialists, as appropriate for their unique situation. For certain financial planning engagements, the Advisor will provide a written summary of the Client’s financial situation, observations, and recommendations. For consulting or ad-hoc engagements, the Advisor may not provide a written summary. Plans or consultations are typically completed within six (6) months of contract date, assuming all information and documents requested are provided promptly. Financial planning and consulting recommendations pose a conflict between the interests of the Advisor and the interests of the Client. For example, the Advisor has an incentive to recommend that Clients engage the Advisor for investment management services or to increase the level of investment assets with the Advisor, as it would increase the amount of advisory fees paid to the Advisor. Clients are not obligated to implement any recommendations made by the Advisor or maintain an ongoing relationship with the Advisor. If the Client elects to act on any of the recommendations made by the Advisor, the Client is under no obligation to implement the transaction through the Advisor. Retirement Plan Advisory Services Guidance Capital provides non-discretionary and discretionary retirement plan advisory services on behalf of the retirement plans (each a “Plan”) and the company (the “Plan Sponsor”). The Advisor’s retirement plan advisory services are designed to assist the Plan Sponsor in meeting its fiduciary obligations to the Plan and its Plan Participants. Each engagement is customized to the needs of the Plan and Plan Sponsor. Services generally include:
• Vendor Analysis
• Plan Participant Enrollment and Education Tracking
• Investment Policy Statement (“IPS”) Design and Monitoring
• Investment monitoring and oversight
• Performance Reporting
• Ongoing Investment Recommendation and Assistance
• ERISA 404(c) Assistance These services are provided by Guidance Capital serving in the capacity as a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). In accordance with ERISA Section 408(b)(2), the Plan Sponsor is provided with a written description of Guidance Capital’s fiduciary status, the specific services to be rendered and all direct and indirect compensation the Advisor reasonably expects under the engagement. C. Client Account Management Prior to engaging Guidance Capital to provide investment advisory services, each Client is required to enter into one or more agreements with the Advisor that define the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include:
• Establishing an Investment Strategy – Guidance Capital, in connection with the Client, will develop a strategy that seeks to achieve the Client’s goals and objectives.
• Asset Allocation – Guidance Capital will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and tolerance for risk for each Client.
• Portfolio Construction – Guidance Capital will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client.
• Investment Management and Supervision – Guidance Capital will provide investment management and ongoing oversight of the Client’s investment portfolio. D. Wrap Fee Programs Guidance Capital does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by Guidance Capital. E. Assets Under Management As of December 31, 2023, Guidance Capital manages $288,312,717 in Client assets, all of which are managed on a discretionary basis. Clients may request more current information at any time by contacting the Advisor.