Registration Status – Registered with the SEC on August 28,
19971
Principal Owners – Sean Stannard-Stockton, Managing Member, President, Senior
Principal and Chief Investment Officer
Matthew Pearson, Member, Senior Principal, Chief Operating
Officer, and Chief Compliance Officer
Ludo Thomasson, Member, Senior Principal, and Chief Advisory
Officer
Assets Under Management – Discretionary Assets: $1,662,677,939
(As of December 31, 2023) – Non-discretionary Assets: $ 0.00
Total Assets Under Management: $1,662,677,939
INVESTMENT MANAGEMENT SERVICES
Ensemble Capital Management, LLC (“Ensemble”) offers comprehensive wealth management
services to clients, which are designed to meet the unique financial needs of each client. Our
wealth management services include developing a financial planning and investment
management strategy based on a client’s overall financial objectives, goals, and risk tolerance.
Clients are not obligated to obtain comprehensive wealth management services from us, as we do
provide investment management without any financial planning for certain types of clients
and/or upon a client’s request.
When providing investment management, Ensemble generally manages clients’ portfolios on a
continuous discretionary basis, investing in equity, fixed income, and cash equivalent marketable
securities. Although clients differ in terms of their risk tolerance, expected portfolio returns,
income requirements, and preferred asset classes, generally Ensemble’s core investment
management style seeks capital appreciation. Please refer to Item 8 below for further information.
As part of our wealth management services, Ensemble conducts a detailed analysis of a client’s
income requirements, tax status, risk and volatility preferences, and other objectives and
preferences. From there, Ensemble creates and manages a portfolio of securities tailored to the
client’s needs.
Ensemble does not undertake to provide clients with legal, tax or accounting advice and clients
are advised to consult their own attorneys and accountants for any such advice. Upon client
request, Ensemble will work with a client’s attorneys and/or accountants to make sure that our
advice is fully aligned with their expertise and advice.
Ensemble generally requires clients to place a minimum of $3,000,000 under management with
the Firm. Multiple client accounts will be aggregated to meet these minimums. Under certain
circumstances, and in its sole discretion, the Firm has in the past and may in the future, waive or
alter the minimum account size requirement for any client.
A client may make additions to and withdrawals from the client’s custodial account at any time,
subject to the Firm’s right to terminate an account if the amount of assets drops below our
1 Registration with the SEC does not imply any level of skill or training.
account size minimum. Clients may withdraw account assets with notice to the Firm, subject to
the usual and customary securities settlement procedures. However, we design client portfolios
as long-term investments and caution our clients that asset withdrawals can impair the
achievement of the client’s investment objectives.
Accounts can be opened, and additions made to an account in cash or securities. Ensemble
generally liquidates any “legacy” securities (
i.e., securities that have been transferred in) that do
not fit within the determined strategy. However, Ensemble does consider the tax ramifications to
clients, so legacy securities will not be sold until we have an understanding of the client’s tax
situation and the tax effect such sale would have for the client. We also will hold legacy
securities upon client request. Clients are advised that when transferred securities are liquidated,
they may be subject to transaction fees, fees assessed at the mutual fund level (i.e., contingent
deferred sales charge) and/or tax ramifications.
LONG TERM PLANNING SERVICES
Ensemble works with its wealth management clients to define financial objectives and develop
strategies for reaching those objectives. We review and analyze clients’ financial circumstances,
including investment assets, income and expenses, tax considerations, debt, insurance, estate plan
and other factors pertaining to their financial objectives and concerns. Depending upon client
needs and requests, Ensemble’s long-term planning services can include some or all the
following:
• Comprehensive financial reporting and analysis
• Charitable planning
• Retirement planning
• Equity compensation and stock option analysis
• Insurance analysis
• Education planning
• Analysis and review of estate tax strategies
• Tax coordination
• Coordination with client’s attorney and accountant
on trust and estate strategies
• Consultation on and implementation of gifting strategies
• Estate Planning
Clients are free at all times to accept or reject any of Ensemble’s long planning recommendations
and is under no obligation to utilize Ensemble to implement any such recommendations.
However, since Ensemble is providing financial planning to clients as part of our wealth
management services, we do implement recommendations once approved by the client, unless
we are told otherwise.
IRA ROLLOVERS
When appropriate, we will recommend
that you roll over assets in a current retirement plan
account (such as a 401(k) account or an individual retirement account) to another retirement plan
account that we will manage on your behalf. In certain such circumstances, a conflict of interest
exists as we have an incentive to recommend the retirement plan account rollover because we
can earn more compensation as a result of the rollover recommendation. Nonetheless, we follow
a process designed to ensure that such retirement plan rollover is in your best interest, including
comparing your current retirement plan account (where information is available to us) to the
retirement plan account being recommended to you.
GENERAL NOTICES
In performing its services, Ensemble relies upon the information received from its client or from
their other professional legal and accounting advisors and is not required to independently
verify such information. Clients must promptly notify us of any change in their financial
situation or investment objectives that would necessitate a review or revision by our advisors of
the client’s portfolio and/or financial plan. Clients may implement restrictions on investing in
certain securities or types of securities. All restrictions must be provided to the Firm in writing. If
a client requests restrictions that Ensemble believes would limit or prevent us from meeting the
client’s overall investment goals, the Firm reserves the right to not accept and/or terminate
management of the client’s account.
In the event that the Firm employee receives a client request that, in the opinion of the Firm, runs
contrary to the client’s own best interests, and where the Firm suspects that the request is the
result of elder abuse, financial exploitation, fraud, or a serious cognitive issue, the Firm can, in its
sole discretion, delay the execution of the client request until such time that client’s trusted
contact person, guardian, attorney in-fact, or other authorized representative is contacted to
address this concern. In addition, Ensemble can report to the client’s custodian, state securities
regulator and/or state adult protective services any incident where the Firm has a reasonable
belief that financial exploitation of client has been attempted or has occurred.
INVESTMENT ADVISOR TO THE ENSEMBLE FUND
Ensemble is the investment manager to a mutual fund known as the Ensemble Fund (the
“Fund”) which was launched in November 2015. The Fund is registered with the U.S. Securities
and Exchange Commission as an investment company pursuant to the Investment Company Act
of 1940, as amended. The Fund follows the same general investment strategy that the Firm
employs for its separately managed client accounts although the investment strategy followed
for any individual separately managed account will differ where based upon specific client
financial condition, risk tolerance and investment guidelines.
Because the Firm manages separate accounts of individuals and other types of clients that
employ a similar investment strategy to that of the Fund, a potential conflict of interest exists in
connection with the day-to-day management of the Fund and the individual accounts.
However, the Firm manages the Fund’s portfolio assets based on the specific investment
objectives and restrictions as outlined in the Fund’s prospectus and statement of additional
information (“offering documents”), and not on the individual needs and objectives of the
Fund’s shareholders. Therefore, prior to investing, shareholders should thoroughly review the
Fund’s offering documents for a complete description of the investment objective and risks
pertaining to the Fund and to determine whether the Fund is suitable for investment.
ARRANGEMENT WITH THIRD PARTIES FOR DATA USE
Ensemble has entered into a written agreement with an unaffiliated data aggregation and
analytics software provider (“Software Provider”) and an unaffiliated third-party investment
adviser (“Third Party Adviser”), under which Ensemble grants both unaffiliated parties the right
to utilize Ensemble’s investment and securities data within the software for research and/or
trading purposes. As outlined in the agreement, the Software Provider will transmit the data to
the Third-Party Adviser on a lag basis and such data will be anonymized. In exchange for the
right to use the data, Ensemble receives compensation, which is outlined in Item 5 and 6 below.
INVESTMENT MANAGEMENT AGREEMENT
Prior to engaging Ensemble to provide services, clients are required to enter into a written
investment management agreement with the Firm, which outlines the terms and conditions
under which Ensemble will render our services. Either party may terminate the investment
management agreement at any time upon 30-day written notice to the other party. Any prepaid
unearned fees owed to the client will be refunded. Neither Ensemble nor the client may assign
the agreement without the consent of the other party. This does not prevent an assignment by
the Firm in connection with any transaction which does not result in a change of its actual
control or management, as defined by applicable law.
In accordance with Rule 204-3 under the Investment Advisers Act of 1940, as amended
(“Advisers Act”), Ensemble will provide a disclosure brochure (Form ADV Part 2A) and one or
more brochure supplements (Form ADV Part 2B and Form CRS) to each client or prospective
client prior to or contemporaneously with the execution of an investment advisory agreement.