Private Ocean, LLC dba Wealthspire Advisors is a limited liability company formed in May 2009 in the
State of California. Wealthspire became registered as an Investment Adviser Firm with the SEC in
January 1983 (as Salient Financial Corp.). Throughout this disclosure brochure, Private Ocean, LLC dba
Wealthspire Advisors is referred to as “Wealthspire” or “Firm”.
On December 31, 2021, Private Ocean, LLC was acquired by Wealthspire Advisors LLC, a SEC-registered
investment advisor wholly owned by NFP Corp. (previously known as National Financial Partners
Corp.) (“NFP”). NFP was acquired by Aon plc on April 25, 2024. Following the December 31, 2021
acquisition, the firm became a subsidiary of Wealthspire Advisors LLC and began doing business as
Wealthspire Advisors on May 23, 2022. Private Ocean, LLC dba Wealthspire Advisors (“Wealthspire”)
intends to maintain a separate client brochure until such time as the operations of Wealthspire
Advisors LLC and Wealthspire are sufficiently integrated to merit a combined client brochure.
Mike LaMena is the firm’s Chief Executive Officer; Eric Sontag is the firm’s President and Chief
Operating Officer; Hoyt Stastney is the firm’s General Counsel; Michael Moriarty is the firm’s Chief
Investment Officer; Michael Del Priore is the firm’s Chief Compliance Officer; and Brian Powers is the
firm’s Chief Financial Officer.
As discussed below, Wealthspire offers discretionary and/or non-discretionary investment advisory
services to its clients, and, to the extent specifically requested by a client, financial planning and
related consulting services. Wealthspire’s clients include: individuals, high net worth individuals,
pensions and profit sharing plans, and charitable organizations.
INVESTMENT ADVISORY SERVICES
Through its financial planning process and subsequent client consultations, Wealthspire and its
clients agree upon investment objectives, guidelines and an asset allocation strategy based upon the
client’s financial condition, investment experience, time horizon, risk tolerance level, income
requirements and other factors. After setting those parameters, Wealthspire offers discretionary and
non-discretionary investment advisory services on a negotiable fee basis.
Wealthspire’s investment advisory services generally include:
Gathering information to determine client investment profile, such as: goals (financial and
psychological), personal financial information (age, income, expenses, net worth, etc.),
investment objectives (income, growth, liquidity, tax deferral, etc.), investment horizon, and
risk tolerance.
Establishing an investment policy covering cash needs, asset allocation, dividend policy (cash
or reinvest), and alternative investments. In the process, Wealthspire may adjust its
investment policy with consideration to the client’s securities that are not under Wealthspire’s
management.
Selection and acquisition of mutual funds, separate accounts and other investment vehicles
that are suitable in light of client investment profile and investment policy.
FINANCIAL PLANNING AND CONSULTING (STAND-ALONE)
To the extent requested by a client, Wealthspire may determine to 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. Prior to engaging Wealthspire
to provide planning or consulting services, clients will enter into a Financial Planning and Consulting
Agreement with Wealthspire 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 Wealthspire commencing services. If requested by the client, Wealthspire
may recommend the services of other professionals for implementation purposes (i.e., attorneys,
CPAs, insurance agents, etc.). 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 Wealthspire. Please Note: It
remains the client’s responsibility to promptly notify Wealthspire if there is ever any change in
his/her/its financial situation or investment objectives for the purpose of
reviewing/evaluating/revising Wealthspire’s previous recommendations and/or services. Please Also
Note: If the client engages any professional (i.e. attorney, accountant, insurance agent, etc.),
recommended or otherwise, and a dispute arises thereafter relative to such engagement, the client
agrees to seek recourse exclusively from the engaged professional. At all times, the engaged licensed
professional(s), and not Wealthspire, shall be responsible for the quality and competency of the
services provided.
ERISA PLAN and 401(k) INDIVIDUAL ENGAGEMENTS:
Trustee Directed Plans. Wealthspire may be engaged to provide 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, Wealthspire will
serve as an investment fiduciary as that term is defined under The Employee Retirement
Income Security Act of 1974 (“ERISA”). Wealthspire 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. Wealthspire may also provide investment advisory
and consulting services to participant directed retirement plans per the terms and conditions
of a Retirement Plan Services Agreement between Wealthspire and the plan. For such
engagements, Wealthspire 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 Wealthspire), and, to the extent
engaged to do so, may also provide corresponding education to assist the participants with
their decision making process.
Client Retirement Plan Assets. If requested to do so, Wealthspire shall provide investment
advisory services relative to the client’s 401(k) plan assets. In such event, Wealthspire shall
recommend that the client allocate the retirement account assets among the investment
options available on the 401(k) platform. Wealthspire shall be limited to making
recommendations regarding the allocation of the assets among the investment alternatives
available through the plan. Wealthspire will not receive any communications from the plan
sponsor or custodian, and it shall remain the client’s exclusive obligation to notify Wealthspire
of any changes in investment alternatives, restrictions, etc. pertaining to the retirement
account.
MISCELLANEOUS DISCLOSURES
Limitations of Financial Planning and Non-Investment Consulting/Implementation Services. To the
extent requested by the client, Wealthspire will generally provide financial planning and related
consulting services regarding non-investment related matters, such as tax planning, insurance, etc.
Wealthspire will generally provide such consulting services inclusive of its advisory fee set forth at
Item 5 below (exceptions may occur based upon assets under management, special projects, etc. for
which Wealthspire may charge a separate fee). If engaged to do so, Wealthspire may also provide
financial planning services on a stand-alone separate negotiated fee basis per the terms and
conditions of a separate written agreement. Please Note: Wealthspire does not serve as an attorney,
accountant or insurance agent, and no portion of our services should be construed as legal,
accounting or insurance services. Accordingly, Wealthspire does not prepare legal documents or tax
returns, nor does it sell insurance products. To the extent requested by a client, we may recommend
the services of other professionals for certain non-investment implementation purposes (i.e.
attorneys, accountants, insurance, etc.). Although we have experience with these service providers,
Wealthspire has not performed due diligence on these service providers and is not responsible for
the services provided by these services providers. 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 Wealthspire
and/or its representatives. Please Also Note: If the client engages any professional (i.e. attorney,
accountant, insurance agent, etc.), recommended or otherwise, and a dispute arises thereafter
relative to such engagement, the client agrees to seek recourse exclusively from the engaged
professional. At all times, the engaged licensed professional(s), and not Wealthspire, shall be
responsible for the quality and competency of the services provided. Please Further Note:
Wealthspire believes that it is important for the client to address financial planning issues on an
ongoing basis. Wealthspire’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 Wealthspire.
Non-Discretionary Service Limitations. Clients that determine to engage Wealthspire on a non-
discretionary investment advisory basis must be willing to accept that Wealthspire cannot effect any
account transactions without obtaining prior consent to such transaction(s) from the client. Thus, in
the event that Wealthspire would like to make a transaction for a client’s account (including in the
event of an individual holding or general market correction), and the client is unavailable, Wealthspire
will be unable to effect the account transaction(s) (as it would for its discretionary clients) without
first obtaining the client’s consent.
Retirement Plan Rollovers-No Obligation/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 Wealthspire recommends
that a client roll over their retirement plan assets into an account to be managed by Wealthspire,
such a recommendation creates a conflict of interest if Wealthspire will earn a new (or increase its
current) advisory fee as a result of the rollover. No client is under any obligation to roll over retirement
plan assets to an account managed by Wealthspire. Wealthspire’s Chief Compliance Officer, Michael
Del Priore, remains available to address any questions that a client or prospective client may have
regarding the above.
Use of Mutual Funds: While Wealthspire may recommend allocating investment assets to mutual
funds that are not available directly to the public, Wealthspire may also recommend that clients
allocate investment assets to publicly available mutual funds that the client could obtain without
engaging Wealthspire as an investment adviser. However, if a client or prospective client determines
to allocate investment assets to publicly available mutual funds without engaging Wealthspire as an
investment adviser, the client or prospective client would not
receive the benefit of Wealthspire’s
initial and ongoing investment advisory services. Please Note – Use of DFA Mutual Funds: Wealthspire
utilizes mutual funds issued by Dimensional Fund Advisors (“DFA”). DFA funds are generally only
available through registered investment advisers approved by DFA. Thus, if the client was to
terminate Wealthspire’s services, and transition to another adviser who has not been approved by
DFA to utilize DFA funds, restrictions regarding additional purchases of, or reallocation among other
DFA funds, will generally apply. Please Also Note: In addition to Wealthspire’s investment advisory fee
described below, and transaction and/or custodial fees discussed below, clients will also incur, relative
to all mutual fund and exchange traded fund purchases, charges imposed at the fund level (e.g.
management fees and other fund expenses). ANY QUESTIONS: Wealthspire’s Chief Compliance
Officer, Michael Del Priore, remains available to address any questions that a client or prospective
client may have regarding the above.
Custodian Charges-Additional Fees: As discussed below at Item 12 below, when requested to
recommend a broker-dealer/custodian for client accounts, Wealthspire, with limited exceptions,
primarily recommends that Schwab and/or Fidelity serve as the broker- dealer/custodian for client
investment management assets. Broker-dealers such as Schwab and Fidelity charge transaction fees
for effecting certain securities transactions in accordance with their respective transaction fee
schedules. In addition to Wealthspire’s investment advisory fee referenced in Item 5 below, the client
may also incur transaction fees to purchase certain types of securities for the client’s account. ANY
QUESTIONS: Wealthspire’s Chief Compliance Officer, Michael Del Priore, remains available to address
any questions that a client or prospective client may have regarding the above.
Portfolio Activity. Wealthspire has a fiduciary duty to provide services consistent with the client’s best
interest. As part of its investment advisory services, Wealthspire will review client portfolios on an
ongoing basis to determine if any changes are necessary based upon various factors, including, but
not limited to, investment performance, market conditions, fund manager tenure, style drift, account
additions/withdrawals, and/or a change in the client’s investment objective. Based upon these
factors, there may be extended periods of time when Wealthspire determines that changes to a
client’s portfolio are neither necessary, nor prudent. Wealthspire’s advisory fee as described at Item 5
below remains payable during such periods. Of course, as indicated below, there can be no assurance
that investment decisions made by Wealthspire will be profitable or equal any specific performance
level(s).
ByAllAccounts and eMoney. Wealthspire, in conjunction with the services provided by ByAllAccounts,
Inc. and eMoney, 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 Wealthspire (the “Excluded Assets”). The client and/or their other advisors that maintain
trading authority, and not Wealthspire, shall be exclusively responsible for the investment
performance of the Excluded Assets. Unless otherwise specifically agreed to, in writing, Wealthspire’s
service relative to the Excluded Assets is limited to reporting only. The sole exception to the above
shall be if Wealthspire is specifically engaged to monitor and/or allocate the assets within the client’s
401(k) account maintained away at the custodian directed by the client’s employer. As such, except
with respect to the client’s 401(k) account (if applicable), Wealthspire does not maintain any trading
authority for the Excluded Assets. Rather, the client and/or the client’s designated other investment
professional(s) maintain supervision, monitoring and trading authority for the Excluded Assets. If
Wealthspire were asked to make a recommendation as to any Excluded Assets, the client is under
absolutely no obligation to accept the recommendation, and Wealthspire shall not be responsible for
any implementation error (timing, trading, etc.) relative to the Excluded Assets. In the event the client
desires that Wealthspire provide investment management services for the Excluded Assets, the client
may engage Wealthspire to do so pursuant to the terms and conditions of the Investment Advisory
Agreement between Wealthspire and the client. In addition, the eMoney platform also provides
access to other types of information and applications including financial planning concepts and
functionality, which should not, in any manner whatsoever, be construed as services, advice, or
recommendations provided by Wealthspire. Finally, Wealthspire shall not be held responsible for any
adverse results a client may experience if the client engages in financial planning or other functions
available on the eMoney platform without Wealthspire’s assistance or oversight.
Cash Positions. All cash positions (money markets, etc.) may be included as part of assets under
management for purposes of calculating Wealthspire‘s advisory fee. Please Further Note: When the
account is holding cash positions, those cash positions will be subject to the same fee schedule as set
forth below. Wealthspire’s Chief Compliance Officer, Michael Del Priore, remains available to address
any questions that a client or prospective client may have regarding the above fee billing practice.
Independent Managers. Wealthspire may allocate (and/or recommend that the client allocate) a
portion of a client’s investment assets among unaffiliated independent investment managers
(“Independent Manager(s)”) 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. Wealthspire generally considers the following
factors when recommending Independent Manager(s): the client’s designated investment
objective(s), management style, performance, reputation, financial strength, reporting, pricing, and
research. Wealthspire shall continue to render investment advisory services to the client relative to
the ongoing monitoring and review of account performance, asset allocation and client investment
objectives. The investment management fee charged by the Independent Manager(s), which is set
forth in a separate written agreement between Wealthspire, the Independent Manager, and the
client, is separate from, and in addition to, Wealthspire’s advisory fee as set forth in Item 5.
Private Investment Funds. When consistent with the client’s investment objectives and financial
situation, Wealthspire may recommend that a client consider the purchase of a private placement or
private investment fund. In addition, a limited number of clients have transferred in private
placement holdings and continue to retain legacy private fund investments, which Wealthspire
continues to monitor and report on. Unless otherwise agreed, the amount of assets invested in the
funds continue to be included as part of “assets under management” for purposes of Wealthspire
calculating its investment advisory fee.
Private investments 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 offering’s disclosure and/or subscription documents, which will be provided
to each client for review and consideration. Unlike liquid investments that a client may own, private
investments do not provide daily liquidity or pricing. Each prospective client investor will be required
to complete a Subscription Agreement, Private Placement Memorandum, or some similar
agreement, pursuant to which the client shall establish that he/she is qualified for investment in the
offering and will acknowledge and accept the various risk factors that are associated with such an
investment.
In the event that Wealthspire references private investment funds owned by the client on any
supplemental account reports prepared by Wealthspire, the value(s) for all private investment funds
owned by the client shall reflect the most recent valuation provided by the fund sponsor. The current
value of any private investment fund could be significantly more or less than the original purchase
price or the price reflected on any supplemental account report.
Client Obligations. In performing its services, Wealthspire 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 the client’s responsibility
to promptly notify Wealthspire if there is ever any change in the client’s financial situation or
investment objectives for the purpose of reviewing, evaluating, or revising Wealthspire’s previous
recommendations and/or services.
Cryptocurrency. Wealthspire has entered into an agreement with Flourish Digital Assets LLC
(“Flourish Digital Assets”) to offer certain eligible clients the opportunity to invest in cryptocurrency
basis through Flourish Crypto accounts offered on the Flourish platform. A Flourish Crypto account is
a cryptocurrency investment account custodied by Paxos Trust Company, LLC (“Paxos”) through
which investors can trade cryptocurrencies and maintain custody of cryptocurrencies and U.S. dollars.
Clients that invest through a Flourish Crypto account will manage their own accounts and execute
agreements with Flourish Digital Assets and Paxos.
Disclosure Statement. A copy of Wealthspire’s written Brochure as set forth on Part 2 of Form ADV
shall be provided to each client prior to, or contemporaneously with, the execution of the Investment
Advisory Agreement or Financial Planning and Consulting Agreement.
Wealthspire will tailor its investment advisory services specific to the needs of each client, as
discussed under Item 4B above. The client may impose reasonable restrictions upon
Wealthspire’s services at any time by providing the same in writing.
Wealthspire does not participate in a wrap fee program.
Held Away Assets. We use a third-party platform, Pontera Order Management System (“Pontera”), to
facilitate management of held away assets, such as 401(k) or defined contribution plan participant
accounts, over which we have discretion. Pontera allows us to avoid being considered to have custody
of Client funds since we do not have direct access to Client log-in credentials to affect trades. We are
not affiliated with Pontera in any way and receive no compensation from them for using their
platform. A link will be provided to the Client allowing them to connect an account(s) to the platform.
Once Client account(s) is connected to Pontera, Wealthspire will review the current account
allocations. When deemed necessary, we will rebalance the account considering client investment
goals and risk tolerance, and any change in allocations will consider current economic and market
trends. The goal is to improve account performance over time, minimize loss during difficult markets,
and manage internal fees that harm account performance. Client account(s) will be reviewed
periodically, and allocation changes will be made as deemed necessary.
As of December 31, 2023, Wealthspire had $2,819,336,852 assets under management, of which,
$2,805,964,077 were on a discretionary basis and $13,372,755 were on a non-discretionary basis.