A. Clarfeld Financial Advisors, LLC (the “Registrant”) is a firm specializing in investment advisory services which has been in business since 1981. The firm became registered as an Investment Adviser Firm in February 1992. The Registrant features strong, dedicated leadership through its executive management team. With a staff of over 160, including 30 branch offices the Registrant offers high net worth individuals and their families, access to a team of skilled professionals. The Registrant may conduct advisory business under the name Citizens Private Wealth. B. The Registrant offers to its clients (individuals, pension and profit-sharing plans, business entities, trusts, estates, and charitable organizations, etc.) investment advisory services, including discretionary and non-discretionary investment management and to a limited extent may provide investment consulting services on a fee basis. The Registrant’s investment advisory platform is predicated on establishing an appropriate long-term asset allocation given each client’s unique lifestyle goals and cash flow needs. The Registrant’s platform is open-architecture, meaning that the Registrant is able to select any investment manager for its platform, so long as the selection of a particular investment manager will not result in an undisclosed conflict of interest. Managers are selected to populate client portfolios based upon their investment merits, including their management, philosophy, process, and track record. The Registrant will tactically alter a client’s long-term asset allocation from time to time when market and macro-economic conditions warrant a more conservative/aggressive posture relative to the baseline allocation. The Registrant largely takes a discretionary approach however clients that engage the Registrant on a non-discretionary basis will have recommendations discussed and require the written consent of the client prior to implementation. IMPORTANT INFORMATION ABOUT OUR SERVICES Wealth Management Services. The Registrant does not generally provide wealth management services. However, to the extent requested by the client, the Registrant may recommend the services of Citizens Private Wealth, a brand of Citizens Bank, N.A., which includes banking, personal financial planning, advanced estate planning, tax planning and preparation, family office services/bill paying, trust administration, and asset protection services. Furthermore, to the extent requested by a client, the Registrant may also recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance, etc.), including certain of Registrant’s representatives, in their individual capacities as licensed insurance agents of Estate Preservation Services, LLC (“EPS”), an affiliated New York licensed insurance agency and certain of Registrant’s representatives, in their separate individual capacities as registered representatives of Citizens Securities, Inc., an affiliated SEC registered and FINRA Member broker-dealer (See disclosure at Items 10.C). The client is under no obligation to engage the services of any recommended professional. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from the Registrant. Neither the Registrant, nor any of its representatives, serves as an attorney or accountant and no portion of the Registrant’s services should be construed as same. 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 professional(s) (i.e., attorney, accountant, etc.), and not Registrant, shall be responsible for the quality and competency of the services provided. It remains the client’s responsibility to promptly notify the Registrant if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating or revising Registrant’s previous recommendations and/or services. Fixed Income Strategies. Registrant offers Fixed Income strategies that focus on managing fixed income investments held in client portfolios. Typically, the Fixed Income team selects fixed income investments driven by the effective after-tax returns available on various bond classes. Portfolio holdings managed by the team primarily consist of municipal, U.S. Government, U.S. Agency and corporate debt. To the extent appropriate, the Registrant may allocate, on a discretionary basis, or recommend on a non-discretionary basis, a portion of your investment portfolio be managed by the Fixed Income team. Clients will be required to execute a separate Fixed Income addendum before any portion of their assets can be managed within the Fixed Income Strategies. Except for the Taxable and Tax-Exempt Bond strategies listed below, fees associated with the Fixed Income Strategies shall be in addition to Registrant’s ongoing investment advisory fee. Tax-Exempt Bond Strategies Short Term Municipal. Short Term Municipal is a duration-neutral fixed income strategy focusing on the preservation of capital, with minimal price volatility associated with interest rate changes, through the application of a relative value-based approach. Utilizing tax-exempt municipal bonds, value is added through the capitalization of research-driven ideas by analyzing metrics such as option-adjusted yield spreads, credit spreads between bond sectors and issuers, and yield curve attributes while reducing the risks associated with interest rate predictions. Maturity ranges from 1-5 years with a targeted duration range of 1.50- 2.50 years. Moderate Term Municipal. Moderate Term Municipal is a duration-neutral fixed income strategy focusing on the preservation of capital, with moderate price volatility associated with interest rate changes, through the application of a relative value-based approach. Utilizing tax-exempt municipal bonds, value is added through the capitalization of research-driven ideas by analyzing metrics such as option-adjusted yield spreads, credit spreads between bond sectors and issuers, and yield curve attributes while reducing the risks associated with interest rate predictions. Maturity ranges from 1-10 years with a targeted duration range of 2.50- 3.50 years. Moderate Plus Municipal. Moderate Plus Municipal is a duration-neutral fixed income strategy focusing on the preservation of capital balanced with the desire to maximize portfolio income through the application of a relative value-based approach. Utilizing tax- exempt municipal bonds, value is added through the capitalization of research-driven ideas by analyzing metrics such as option-adjusted yield spreads, credit spreads between bond sectors and issuers, and yield curve attributes while reducing the risks associated with interest rate predictions. Maturity ranges from 1-15 years with a targeted duration range of 3.50- 4.50 years. Taxable Bond Strategies Short Term Taxable. Short Term Taxable is a duration-neutral fixed income strategy focusing on the preservation of capital, with minimal price volatility associated with interest rate changes, through the application of a relative value-based approach. Utilizing diversified investment grade securities, the portfolio objective is to generate relative excess returns through a risk efficient approach that utilizes robust credit research availing under or overvalued securities, opportunities thru yield curve analysis and positioning and seeking market inefficiencies due to technical or fundamental variables. Maturity ranges from 1-5 years with a targeted duration range of 1.50- 2.50 years. Moderate Term Taxable. Moderate Term Taxable is a duration-neutral fixed income strategy focusing on the preservation of capital, with minimal price volatility associated with interest rate changes, through the application of a relative value-based approach. Utilizing diversified investment grade securities, the portfolio objective is to generate relative excess returns through a risk efficient approach that utilizes robust credit research availing under or overvalued securities, opportunities thru yield curve analysis and positioning and seeking market inefficiencies due to technical or fundamental variables. Maturity ranges from 1-10 years with a targeted duration range of 2.50- 3.50 years. Assets allocated to the Taxable and Tax-Exempt bond strategies directly above are excluded from Registrant’s standard investment fee schedule and are instead subject to a separate fee schedule listed below in Item 5. The Large Cap Strategy (the “LCS”). The LCS focuses on managing US large cap equity investments held in client portfolios. The LCS utilizes a factor-based screening process to score and rank securities in the S&P 500 Index, focused on high quality companies with reasonable valuation exhibiting improvement. Further analysis is conducted to determine the issuer's competitive position, financial strength, industry attractiveness, and outlook. The LCS portfolio is constructed utilizing highly ranked securities from the quantitative screen as well as qualitative research conducted by the LCS’s team to balance risk and return over the long-term. To the extent appropriate, the Registrant may allocate, on a discretionary basis, or recommend on a non-discretionary basis, a portion of a client’s investment portfolio be managed within the LCS. Clients will be required to execute a separate addendum before any portion of their assets can be managed within the LCS. Fees associated (20 bps per annum) with the LCS management shall be in addition to the Registrant’s ongoing investment advisory fee. Short-Term Asset Management (“STAM”). STAM focuses on providing a custom managed portfolio constructed with diversified investment grade fixed income securities through a flexible active mandate. The portfolio objective is to generate relative excess returns through a risk efficient approach that utilizes robust credit research availing under or overvalued securities, opportunities thru yield curve analysis and seeking market inefficiencies due to technical or fundamental variables. The typical duration ranges from one (1) to three (3) years, subject to an obligation maturity limit of five (5) years, using Baa2, BBB or better ratings by one of more of the three major rating agencies. STAM is generally intended for institutional clients with at least $10MM to allocate to the portfolio. Assets allocated to STAM shall be excluded from the Registrant’s standard investment advisory fee calculation and instead subject to the fee schedule noted in Item 5. Retirement Plan Consulting Services. The Registrant may also provide retirement plan consulting/management services, pursuant to which it assists sponsors of self-directed retirement plans organized under the Employee Retirement Security Act of 1974 (“ERISA”). The terms and conditions of the engagement shall be set forth in a Retirement Plan Services Agreement between the Registrant and the plan sponsor. If the plan sponsor engages the Registrant in an ERISA Section 3(21) capacity, the Registrant will assist with the selection and/or monitoring of investment options (generally open-end mutual funds and exchange traded funds) from which plan participants shall choose in self-directing the investments for their individual plan retirement accounts. If the plan sponsor chooses to engage the Registrant in an ERISA Section 3(38) capacity, Registrant may provide the same services as described above, but may also: create specific asset allocation models that Registrant manages on a discretionary basis, which plan participants may choose in managing their individual retirement account; and/or modify the investment options made available to plan participants on a discretionary basis. Sub-Advisory Engagement. The Registrant serves as a sub-advisor to Aquila Investment Management LLC, an unaffiliated registered investment advisor. According to the terms and conditions of a written Sub-Advisory Agreement the Registrant has accepted responsibility for providing services to the Aquila Narragansett Tax-Free Income Fund (the “Income Fund”). Because the Registrant earns compensation from serving in a sub- advisory capacity to the Income Fund, the recommendation that a client become an investor in the Income Fund presents a conflict of interest. No client is under any obligation to become an investor in the Income Fund. Use of Mutual Funds. Most mutual funds are available directly to the public. Therefore, a prospective client may obtain many of the mutual funds that we utilize independent of engaging our services as an investment advisor. However, if a prospective client determines to do so, he/she will not receive our initial and ongoing investment advisory services. Use of DFA Mutual Funds. The Registrant utilizes mutual funds issued by Dimensional Fund Advisors (“DFA”). DFA funds are generally only available through registered investment advisers approved by DFA. Therefore, if the client was to terminate the Registrant’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. Separate Fees. Mutual funds and exchange traded funds (“ETFs”) impose fees at the fund level (e.g., management fees and other fund expenses). All such fees are separate from, and in addition to, our investment advisory fee as described at Item 5. Non-Discretionary Service Limitations. Clients that determine to engage the Registrant on a non-discretionary investment advisory basis must be willing to accept that the Registrant cannot affect any account transactions without obtaining prior consent to any such transaction(s) from the client. Therefore, in the event that the Registrant 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, the Registrant will be unable to affect the account transaction(s) (as it would for its discretionary clients) without first obtaining the client’s consent. Independent Managers. The Registrant may also allocate (or recommend that the client allocate) a portion of a 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. The Registrant 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. Factors which the Registrant 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 annual investment management fee charged by the Independent Manager(s) (which can range from 0.06% to 1.50% of the assets allocated to the Independent Manager(s); fees for equity managers are generally higher than those for fixed income managers) is separate from, and in addition to, the Registrant’s advisory fee as set forth in the fee schedule at Item 5. Retirement Rollovers-Potential for 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 Registrant recommends that a client roll over their retirement plan assets into an account to be managed by Registrant, such a recommendation creates a conflict of interest if Registrant will earn new (or increase its current) compensation as a result of the rollover. If Registrant 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), Registrant 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 Registrant, whether it is from an employer’s plan or an existing IRA. Portfolio Activity. The Registrant has a fiduciary duty to provide services consistent with the client’s best interest. As part of its investment advisory services, the Registrant 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, 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 the Registrant determines that changes to a client’s portfolio are neither necessary nor prudent. Clients nonetheless remain subject to the fees described in Item 5 below during periods of account inactivity. Private Investment Funds. The Registrant does not recommend private investment funds. However, from time-to-time, clients may have questions regarding a prospective investment in a private investment fund which they are considering independent of the Registrant. 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. Valuation. If the Registrant bills an investment advisory fee based upon the value of private investment funds or otherwise references private investment funds owned by the client on any supplemental account reports prepared by the Registrant, the value for all private investment funds owned by the client will 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 in any supplemental account report. Client Obligations. In performing its services, the Registrant 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 the Registrant if there is ever any change in their financial situation or investment objectives for the purpose of reviewing, evaluating or revising the Registrant’s previous recommendations and/or services. Client Retirement Plan Assets. If requested to do so, Registrant shall provide investment advisory services relative to 401(k) plan assets maintained by the client in conjunction with the retirement plan established by the client’s employer. In such event, Registrant shall allocate (or recommend that the client allocate) the retirement account assets among the investment options available on the 401(k) platform. Registrant’s ability shall be limited to the allocation of the assets among the investment alternatives available through the plan. Registrant will not receive any communications from the plan sponsor or custodian, and it shall remain the client’s exclusive obligation to notify Registrant of any changes in investment alternatives, restrictions, etc. pertaining to the retirement account. Socially Responsible (ESG) Investing Limitations. Socially Responsible Investing involves the incorporation of Environmental, Social and Governance (“ESG”) considerations into the investment due diligence process. ESG investing incorporates a set of criteria/factors used in evaluating potential investments: Environmental (i.e., considers how a company safeguards the environment); Social (i.e., the manner in which a company manages relationships with its employees, customers, and the communities in which it operates); and Governance (i.e., company management considerations). The number of companies that meet an acceptable ESG mandate can be limited when compared to those that do not and could underperform broad market indices. Investors must accept these limitations, including potential for underperformance. Correspondingly, the number of ESG mutual funds and exchange-traded funds are limited when compared to those that do not maintain such a mandate. As with any type of investment (including any investment and/or investment strategies recommended and/or undertaken by Registrant), there can be no assurance that investment in ESG securities or funds will be profitable or prove successful. Registrant does not maintain or advocate an ESG investment strategy but will seek to employ ESG if directed by a client to do so. If implemented, Registrant shall rely upon the assessments undertaken by the unaffiliated mutual fund, exchange traded fund or separate account portfolio manager to determine that the fund’s or portfolio’s underlying company securities meet a socially responsible mandate. Other Assets. A client may:
• hold securities that were purchased at the request of the client or acquired prior to the client’s engagement of the Registrant. Generally, with potential exceptions, the Registrant does not/would not recommend nor follow such securities, and absent mitigating tax consequences or client direction to the contrary, would prefer to liquidate such securities. If/when liquidated, it should not be assumed that the replacement securities purchased by the Registrant will outperform the liquidated positions. To the contrary, different types of investments involve varying degrees of risk, and there can be no assurance that future performance of any specific investment or investment strategy (including the investments and/or investment strategies recommended or undertaken by the Registrant) will be profitable or equal any specific performance level(s)In addition, there may be other securities and/or accounts owned by the client for which the Registrant does not maintain custodian access and/or trading authority; and,
• hold other securities and/or own accounts for which the Registrant does not maintain custodian access and/or trading authority. Corresponding Services/Fees: When agreed to by the Registrant, the Registrant shall: (1) remain available to discuss these securities/accounts on an ongoing basis at the request of the client; (2) monitor these securities/accounts on a regular basis, including, where applicable, rebalancing with client consent;(3) shall generally consider these securities as part of the client’s overall asset allocation; and, (4) report on such securities/accounts as part of regular reports that may be provided by the Registrant; and, (5) include the market value of all such securities for purposes of calculating advisory fee. Cybersecurity Risk. The information technology systems and networks that Registrant and its third-party service providers use to provide services to Registrant’s clients employ various controls, which are designed to prevent cybersecurity incidents stemming from intentional or unintentional actions that could cause significant interruptions in Registrant’s operations and result in the unauthorized acquisition or use of clients’ confidential or non-public personal information. Clients and Registrant 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 Registrant has established procedures to reduce the risk of cybersecurity incidents, there is no guarantee that these efforts will always be successful, especially considering that Registrant 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. Disclosure Brochure. A copy of the Registrant’s written Brochure and Client Relationship Summary, as set forth on Part 2A of Form ADV and Form CRS respectively, shall be provided to each client prior to, or contemporaneously with, the execution of the Investment Advisory Agreement. A. The Registrant 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, the Registrant 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 the Registrant’s services. B. The Registrant does not participate in a wrap fee program. C. As of December 31, 2023, the Registrant had $2,279,954,000 in assets under management on a non-discretionary basis and $7,235,935,000 in assets under management on a discretionary basis. The Registrant has total regulatory assets under management of $9,515,889,000 and an additional $4,402,961,000 of assets under advisement (assets for which the Registrant provides services but does not maintain trading authority).