Spectrum Wealth Counsel, LLC, doing business as Spectrum Wealth Management (“SWM” or “we,” “us,” or “our”), acquired the advisory business of Spectrum Management Group, LLC. Spectrum Management Group, LLC., was formed in March 2010 and conducted business as an SEC-registered investment adviser since October 2010 until its acquisition by SWM in 2023. Focus Financial Partners SWM is part of the Focus Financial Partners, LLC (“Focus LLC”) partnership. Specifically, SWM is a wholly-owned indirect subsidiary of Focus LLC. Ferdinand FFP Acquisition, LLC is the sole managing member of Focus LLC. Ultimate governance of Focus LLC is conducted through the board of directors at Ferdinand FFP Ultimate Holdings, LP. Focus LLC is majority-owned, indirectly and collectively, by investment vehicles affiliated with Clayton, Dubilier & Rice, LLC (“CD&R”). Investment vehicles affiliated with Stone Point Capital LLC (“Stone Point”) are indirect owners of Focus LLC. Because SWM is an indirect, wholly-owned subsidiary of Focus LLC, CD&R and Stone Point investment vehicles are indirect owners of SWM. 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. SWM is managed by Robert Phillips and Leslie Thompson (“SWM Principals”), pursuant to a management agreement between Slainté, LLC, and SWM. The SWM Principals serve as leaders and officers of SWM and are responsible for the management, supervision, and oversight of SWM. SWM endeavors to provide personalized, comprehensive wealth management strategies for growing, preserving, and effectively transferring wealth for high-net-worth individuals and families and providing investment management services to individual and institutional investors. When we act as your investment adviser, we must act in your best interest and not put our interest ahead of yours. At the same time, the method by which we are compensated creates some conflicts with your interests. The following items outline our activities and address conflicts associated with those activities. You should understand and ask us about these potential conflicts because they can affect the investment advice we provide you. As a fiduciary, we have duties of care and loyalty to you and are subject to obligations imposed on us by 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 December 31, 2023, SWM had $922,114,855 of discretionary assets under management and $ 54,266,814 of nondiscretionary assets under management. Wealth Management Services SWM’s wealth management service, LifeSpectrum PlanningTM, is designed to build a framework for financial decision- making. LifeSpectrum PlanningTM entails an intensive data-gathering process of the client’s current financial condition (including review of prior tax returns, investment holdings, insurance policies, estate and legal documents, and other relevant information), organizing the data, preparing financial projections, and creating a Plan based on pre-defined goals, reporting the results of the projections, strategies, and scenarios, providing recommendations to fill gaps that would prevent a client from reaching goals, and assisting a client in implementing the Plan, which includes the discretionary management of investment assets and advisory services related to nondiscretionary investments assets outside of our advisory agreement. This service is designed for clients who meet a minimum one-million-dollars ($1,000,000) investment under management threshold and is an ongoing process of continual monitoring and refinement as circumstances dictate. As part of these services, clients have access to secure client portals, which allow them to view information about their Plan and their investment assets, including holdings, values, and asset allocation, performance, and provide an electronic vault for valuable wealth-related documents such as wills, trusts, tax returns, insurance documents, and projections. However, it remains the client’s responsibility to promptly notify SWM of any change in their financial situation or objectives. Implementation of the Plan is inherent in SWM’s Wealth Management Service offering. A summary of SWM’s investment management services, which are also available on a stand-alone basis, is addressed below. While SWM has Certified Public Accountants (CPA) on staff, neither SWM nor its representatives serve as an accountant when providing recommendations, and no portion of SWM’s services should be construed as the same. SWM is not a public accounting firm and does not provide accounting, audit, review, or attest services. Furthermore, other professionals representing a client – attorneys, accountants, insurance agents, and other advisors – may need to implement some of the client's recommendations by SWM. SWM suggests clients work closely with these professionals to implement pertinent aspects of their Plan. SWM is available to make recommendations of trusted professionals and to coordinate with a client’s other trusted professionals. The client is under no obligation to engage the services of any such recommended professional. The client retains discretion over all planning implementation decisions and is free to accept or reject any recommendation from SWM. Accumulator Wealth Management Services Spectrum also offers wealth management to certain clients who do not meet the firm’s $1,000,000 minimum relationship threshold. Spectrum believes that its wealth management and investment portfolios are best structured for those clients who can invest a minimum of $1,000,000 but understand certain relationships may not qualify for these services. Spectrum offers the Accumulator Wealth Management service better to serve our primary client relationships and family needs. This service is intended for client relationships based on related account relationships and specific client profiles. The service is designed to provide investment management layered with financial planning and consulting to Accumulator clients, who work closely with their designated financial professional. The financial professional assists the client in determining their financial goals, ascertaining risk tolerance, and structure a foundational financial plan and portfolio strategy. This strategy strives towards moving the client to accrue enough assets to be eligible for regular wealth or investment management services. Once the relationship meets the minimum requirements, it is transitioned to Spectrum’s standard platforms. Clients who begin with the Accumulator agreement pay more for these services as Spectrum personnel provides additional guidance and account education not generally required for more established or sophisticated relationships. Find out more about these fees in Item 5 below. Wealth Management and Accumulator Retirement Plan Advice Wealth Management and Accumulator Clients may also engage our firm to receive a quarterly review and reporting of their portfolio holdings held away in the client’s separate qualified retirement plan by the designated investment advisor representative. SWM does not charge additional fees for this service, as it is added as a compliment to the client’s existing Wealth and Investment Management Agreement or Wealth and Investment Accumulator Agreement. The investment advisor representative will recommend asset allocation and investment strategy changes, where applicable, each quarter. SWM’s Investment Committee continuously reviews and monitors portfolio strategies and securities from which the investment advisor representative may choose for recommendation to clients. Under this service, SWM provides advice and recommendations and will not execute this advice. Wealth Management and Accumulator Clients will have the sole responsibility to implement any recommendations or reallocate securities through their retirement plan transaction platform. Clients who elect SWM to execute recommendations will do so under a separate agreement. Clients should be aware of certain conflicts of interest that exist when we provide advice regarding qualified retirement plans. SWM may recommend that the client withdraw the assets from their employer's retirement plan and roll the assets over to an individual retirement account ("IRA") that SWM (or another adviser) will manage. If the plan participant elects to roll the assets to an IRA managed by our firm, the client will be charged an asset-based fee. This practice presents a conflict of interest because SWM has a financial incentive to recommend the rollover to the client based on the potential revenues rather than solely on the client’s needs. Consequently, clients are never obligated to roll over their qualified retirement plan assets, nor are they obligated to transfer the assets to our firm. Your financial professional should perform an analysis of the benefits of the rollover and what services or benefits you will lose or the additional costs of a rollover. Ask your financial professional to review this analysis before making your final decision. Wealth Management and Accumulator Client Held Away Assets We implement investment advice on behalf of certain clients in held-away accounts maintained by independent third- party custodians. These held-away accounts are often 401(k) accounts, 529 plans, and other assets not held by our primary custodian(s). Pontera Solutions, Inc. provides the order management system that we use for certain held-away accounts. We review, monitor, and manage these held-away accounts integrated with client accounts held at our primary custodian(s). Further information about this service is available in Item 5. Investment Management Services SWM provides discretionary investment management services to clients on a fee basis. Clients who do not wish to engage in the comprehensive nature of SWM’s Wealth Management offering may hire SWM to manage their investment assets on a stand-alone basis. SWM’s investment approach combines a blend of investment strategies detailed below. All investments made or recommended by SWM under the terms of this agreement are assessed, reviewed, and approved by the SWM Investment Committee. The intent is to delegate investment-related decisions to an experienced investment committee. The Investment Committee includes SWM Advisors who serve clients and is led by staff whose primary duties include investment-related research and recommendations. SWM portfolios consist of various building blocks available to Advisors to create portfolios for each client they serve. The result is a variety of customized portfolios designed to position each client for financial security and wealth accumulation to meet the client’s objectives over the long term. The investment strategies that form the building blocks of the client portfolio consist of the strategies noted below. SWM may also create customized portfolio solutions to meet a specific need or investment theme of a particular client mandate. Individual Equity Portfolios SWM All Cap – Our focus is to invest in quality companies with competitive advantages and the potential for sustained growth, focusing on high returns on capital and earnings growth. We seek to invest in companies with a durable earnings profile driven by a sustainable competitive advantage, financial strength, and proven management teams. Rooted in fundamental analysis and confirmed through technical analysis, our focus is on selecting approximately thirty portfolio holdings that meet our objective. Because of the technical analysis overlay that we employ, the portfolio may increase its cash allocation during periods of heightened volatility or what we define as protect mode. Technical analysis and quantitative strategies often involve more frequent trading than a buy-and-hold strategy, which could increase brokerage costs. SWM Dividend Growth – Our focus is to invest in quality companies with competitive brand positioning, solid balance

sheets, consistent dividends, cash flow, and earnings growth. Our goal is to produce an attractive and rising income stream and capital appreciation. Rooted in fundamental analysis and confirmed through technical analysis, our focus is on selecting approximately thirty portfolio holdings that meet our objective. Because of the technical analysis overlay that we employ, the portfolio may increase its cash allocation during periods of heightened volatility or what we define as protect mode. Technical analysis and quantitative strategies often involve more frequent trading than a buy-and- hold strategy, which could increase brokerage costs. Over time, dividends have made up a substantial portion of the total return of the S&P 500. We feel that dividend income provides a distinct advantage when fixed-income yields are low, the inflation outlook is uncertain, and the broader market is volatile. In addition, dividend-payers tend to be less volatile and outperform non-dividend-paying stocks over the long term. SWM Growth and Income – Our dual mandate focuses on investing in quality growth and dividend-paying companies. We seek companies with a proven track record and strong potential for sustainable future growth in revenue, earnings, and free cash flow. Attractive dividends are an essential part of the portfolio, but we will also invest in companies that reinvest cash flow into growth opportunities or share repurchase activity. Rooted in fundamental analysis and confirmed through technical analysis, our focus is on selecting approximately thirty portfolio holdings that meet our objective. Because of the technical analysis overlay that we employ, the portfolio may increase its cash allocation during periods of heightened volatility or what we define as protect mode. Technical analysis and quantitative strategies often involve more frequent trading than a buy-and-hold strategy, which could increase brokerage costs. Custom Equity Portfolio – If required by a specific client mandate, we can create custom portfolios that align with issues of low basis stock, ESG parameters, or specific security inclusion or exclusion from a portfolio. We employ the same focused research in developing custom solutions. Tactical Focused Portfolios Investment Philosophy We study macroeconomic factors and technical analysis, which focuses on evaluating trend, price, and relative strength to identify what we believe to be favorable investment opportunities. We evaluate market activities and rotate the portfolio to specific investment themes, which we believe offer the strongest potential for price appreciation. We attempt to control risk by underweighting or removing exposure to markets exhibiting negative price trends and evaluated risk. As a result, the Tactical Focused Core Portfolios can hold most of the investments in a single asset such as U.S. Equities, Foreign Equities, or Cash. For example, it could also concentrate on broad or micro-sectors such as Technology or S&P Oil & Gas Exploration & Producers. The Tactical Focused Core portfolio can be less diversified than a traditional allocation portfolio. Core - The Core portfolio invests in cost-efficient Exchange Traded Funds (“ETFs”) to complement our stock portfolios by providing broader diversification of asset classes and sectors. The Core portfolio is rebalanced monthly or opportunistically. Sector Rotation - The sector rotation portfolios, which are comprised of U.S.-focused and global-focused portfolios, invest in cost-efficient ETFs to gain market exposure to areas of the market that exhibit strong relative strength and trend over the intermediate term. Sectors tend to perform differently throughout market cycles. The buy and sell discipline is based on relative strength and trends. We believe that attention to risk management, which we define as "protect mode," is as significant as return management, which we define as "advance mode." The Sector Rotation portfolios are rebalanced monthly or opportunistically. SWM Macro Advance and Protect – The SWM Macro Advance and Protect Strategy is designed to allocate up to five equity funds, four fixed-income funds, and a cash component for a total allocation across ten different asset classes. The top-level macroeconomic model determines the appropriate equity and fixed-income allocation, relying on analyzing leading economic indicators, relative strength and market breadth indicators, and second-level indicators and ranking system to determine the equity allocation and fixed-income baskets. While unlikely, the model could allocate 100% to cash or any single asset class. The strategy is reviewed monthly to determine if any changes should occur. The strategy is actively traded and could lead to less favorable tax treatment of investment gains. As such, this strategy is recommended for tax-deferred accounts. Allocation Focused Portfolios The Allocation Focused portfolios invest in cost-effective ETFs to complement our stock portfolios by providing diversification of broader asset classes and sectors. Investment Philosophy The Allocation Focused portfolios take a longer-term view of market conditions and drivers, focusing on diversified target allocation among asset classes, but adapt to changing macro conditions. The Allocation Focused portfolios have target allocations ranging from 100 percent equity to 100 percent fixed income. The goal of Allocation Focused Portfolios is to focus on investor risk profiles (conservative, moderate, aggressive). Unlike our Tactical Focused portfolios, the Allocation Focused portfolios maintain their target focus within tightly defined constraints. The Allocation Focused portfolios are rebalanced opportunistically. Periodically, a client may designate the desire to purchase a specific security. In such an event, SWM will indicate the security as “non-managed” and rely upon the client’s further recommendation for removing or selling such security from the client’s account. SWM is not obligated to provide ongoing monitoring or due diligence of such “non-managed” security. Before engaging SWM to provide Wealth Management or Investment Management Services, the client must enter into a formal Investment Advisory Agreement with SWM setting forth the terms and conditions under which SWM shall manage the client’s assets and the expected services to be performed. A separate custodial/clearing agreement with each designated broker-dealer/custodian will also be required to allow SWM to manage the client’s assets effectively. Third-Party Money Managers SWM provides management services to clients who choose to utilize third-party managers (registered investment advisers). We conduct due diligence on and recommend third-party managers in situations where it is appropriate. We monitor the performance of the selected registered investment adviser(s) for our clients. A client's investment with a third-party manager is made via a contract between the client and the third-party manager. The client provides SWM authority to allocate client assets to the manager. If we determine that a particular appointed third-party manager is not providing adequate management services to the client or managing the client's portfolio consistent with the client's investment objectives, we suggest the client terminate their agreement with the manager. However, any change to a new registered investment adviser is solely at the client's discretion. Third-party managers are unaffiliated with our firm, and although we perform due diligence on the third-party managers, we do not control their activities nor guarantee their performance. We will initially evaluate and recommend investment advisers and portfolios based on reasonably available information at the time and periodically report on the third-party manager’s investment performance in conjunction with the standard reporting process. Family Office and Trust Services SWM also provides Family Office and Trust services. Family Office Services include wealth management, intergenerational wealth transfer strategies, advice and planning, family meeting facilitation and education, guidance towards family governance, philanthropic planning, and investment management of client trust. The Family Office service targets clients with a minimum net worth of $10 million. SWM may accept clients with less than the minimum for this specialized service who have unique situations that require services provided through this service offering. Trust Services are provided through NATC and other trust companies. Clients should be aware that Mr. Phillips and Ms. Thompson both have passive ownership shares with NATC. As such, this creates a conflict to recommend NATC over other trust companies. Clients are never required to utilize the services of NATC and should evaluate each trust company to understand their services and fees prior to making a decision of which trust service is best for that client. We may engage independent trust companies who are not affiliated with our firm, depending on the client’s needs and wishes. SWM offers planning and advice, while NATC acts as the Trustee of all trusts and could offer custodial services for clients' assets. ERISA Plan and Pension Consulting Services SWM provides consulting services to plan trustees of ERISA-based plans. SWM acknowledges it is an ERISA investment fiduciary. As requested by the trustees, SWM will assist in developing an Investment Policy Statement for the Plan. SWM assumes the responsibility for the following:
• Providing professionally selected investment alternatives, risk-based models, and portfolio alternatives;
• Investment model customization includes ongoing active portfolio management, which also includes monitoring, rebalancing, and adjustments to model portfolios;
• Continuous manager due diligence;
• Conducting enrollment and educational meetings for plan participants and
• Coordination between the plan sponsor and third-party administrator Retirement Accounts SWM is a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), concerning investment management services and investment advice provided to ERISA plans and ERISA plan participants. SWM is also a fiduciary under section 4975 of the Internal Revenue Code of 1986, as amended (the “IRC”) concerning investment management services and investment advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA plan participants. As such, SWM is subject to specific duties and obligations under ERISA and the IRC, as applicable, that include, among other things, prohibited transaction rules that are intended to prohibit fiduciaries from acting on conflicts of interest. When a fiduciary gives advice, the fiduciary must either avoid certain conflicts of interest or rely upon an applicable prohibited transaction exemption (a “PTE”). Limited Consulting Services While rare, SWM may provide limited-scope consulting engagements, including a one-time financial planning engagement, investment portfolio review, facilitating family meetings, business succession planning, and consulting with personal representatives in estate matters related to financial assets. The fees for this service depend on the complexity of the service provided. Certified Public Accountants While SWM has Certified Public Accountants (CPA) on staff, neither SWM nor its representatives serve as an accountant when providing recommendations, and no portion of SWM’s services should be construed as the same. SWM is not a public accounting firm and does not provide accounting, audit, review, or attest services. Focus Risk Solutions, LLC (“FRS”) 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 more in-depth discussion of these services and other important information. Credit and Cash Management Solutions 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 more complete discussion of these services and other important information.