A. The Registrant is a corporation formed in the State of New Jersey. The Registrant became registered as an Investment Adviser Firm in April 2003. The Registrant is owned, in equal part, by Richard Hennion and William Walsh. B. As discussed below, the Registrant’s investment advisory services include providing investment management services primarily to individuals, offering various investment programs, and consulting services to sponsors of participant directed retirement plans. The Registrant also serves as the portfolio supervisor to affiliated unit investment trusts. INVESTMENT ADVISORY SERVICES The client can determine to engage the Registrant to provide discretionary or non- discretionary investment advisory services on a wrap fee basis. (See discussion below). If a client determines to engage the Registrant on a wrap fee basis the client will pay a single fee for bundled services (i.e., investment advisory, brokerage, custody). The services included in a wrap fee agreement will depend upon each client’s particular need. PORTFOLIO MANAGEMENT WRAP PROGRAM The Registrant provides investment management services on a wrap fee basis in accordance with the Registrant’s wrap fee program, referred to as the Portfolio Management Program (“PMP”), (formerly Private Investment Management Program “PIM”). The services offered under, and the corresponding terms and conditions pertaining to, the PMP are discussed in the Wrap Fee Program Brochure a copy of which is presented to all prospective Program participants. Through the PMP, the Registrant can offer participants discretionary investment management services, for a single specified annual wrap fee, which can include trade execution, custody, reporting, and investment management fees. The current annual Program fee is negotiable depending upon the amount and type of assets held by the client. The maximum annual fee is 1.50%. The terms and conditions for client participation in the PMP are set forth in detail in the Wrap Fee Program Brochure, which is presented to all prospective Program participants in accordance with the disclosure requirements of Part 2A Appendix 1 of Form ADV. The Wrap Fee Program Brochure is incorporated into this Brochure by reference. All prospective PMP participants should read both the Registrant’s Brochure and the Wrap Fee Program Brochure, and ask any corresponding questions that they may have, prior to participation in the PMP. Wells Fargo Clearing Services, LLC (“WFCS”), a FINRA member broker-dealer, currently serves as the custodian for the PMP accounts. The firm makes certain of its asset allocation models available to the Hennion & Walsh employee 401k Plan. Employees may choose a model or choose a variety of other investment allocation options. The management fee is waived for this service. Please Note: As indicated in the Wrap Fee Program Brochure, participation in the Program may cost more or less than purchasing such services separately. As also indicated in the Wrap Fee Program Brochure, the annual fee charged by Registrant for participation in the PMP may be higher or lower than those charged by other sponsors of comparable wrap fee programs. Clients may incur other account and transactional fees such as IRA fees and certain pass-through transaction fees including pass-through execution costs and other fees as required by law. The minimum Account size for PMP program clients is generally $50,000. PERSONALIZED UMA PROGRAM The Personalized UMA Program is a discretionary management program that is offered through an agreement with our current clearing agent, WFCS. The program involves a select group of investment managers ("Sub-Account Managers") meeting certain qualification standards set by WFCS and approved by the Registrant. All Sub-Account Managers enter into appropriate, standard-form sub- advisory contracts with Wells Fargo Advisors obligating each Sub-Account Manager to perform its respective duties in accordance with the requirements of the Personalized UMA Program. The Registrant has discretion as to the management of the Personalized UMA Program including the appointment of Sub- Account Managers. The Registrant selects one or more Sub-Account Managers who are responsible for discretionary investment selections of all or a portion of the Personalized UMA Program assets. Subject to limitations described in the client's responses to the Registrant’s Client Profile form, or any other appropriate suitability analysis obtained by the Registrant from the client (including reasonable restrictions on the investment and reinvestment of Program account assets), selected Sub-Account Managers shall have discretion to manage the investments of each UMA client account under the oversight of the Registrant without prior consultation with the client. The Registrant may, in its own discretion, or at the request of the client, replace and/or terminate any Personalized UMA Program Sub-Account Manager. Unless otherwise specified, all securities will be held by, and all Personalized UMA Program account transactions will be effected through WFCS. Asset level minimum requirements vary per manager. At present, there is typically a $100,000 minimum overall portfolio size for entry into the Personalized UMA Program for equity and balanced strategies. The minimum for Fixed Income Strategies is typically $1,000,000. Minimums may be negotiable on a case-by case basis. ASSET ADVISOR Asset Advisor is a full service non-discretionary investment advisory program that includes advisory services and custodial costs in a single asset-based fee. The Registrant offers this program through an agreement with our clearing agent, WFCS. Clients have the ability to invest in a variety of investment products including stocks, bonds, mutual funds and options. Clients may make their own investment decisions and conduct transactions on an unsolicited basis or work with a firm advisory representative to help choose investments best suited for their needs. Investment decisions made by the advisory representative are generally based on a variety of factors including client’s investment objectives, risk tolerance, liquidity needs and time horizon. Investment advice offered under Asset Advisor is tailored to the individual’s needs, as determined by the client and the advisor. Other Fees In addition to the program fees detailed in Item 5 below, the client also may incur charges including a) any dealer markups, odd lot differentials and transfer taxes b) margin interest c) operational fees and charges. Our clearing agent, WFCS and Registrant may share in a portion of fees for services provided. MANAGED ACCOUNT PROGRAM Hennion & Walsh Asset Management Inc. maintains a relationship with a family of clients that currently hold accounts

at WFCS. With written discretionary authority, these accounts are managed on an individual basis. The accounts are charged a fee in addition to brokerage commissions and may incur transaction fees and other related pass-through costs and expenses. This program is generally not open to new investors; however new accounts may be opened to accommodate the needs of clients currently in this program. SUPERVISORY SERVICES TO UNIT INVESTMENT TRUSTS Hennion & Walsh Asset Management, Inc. serves as supervisor to SmartTrust® unit investment trusts (UITs). Hennion & Walsh Asset Management is an affiliate of the sponsor; Hennion & Walsh, Inc. The supervisor charges each trust a fee for surveillance services, bookkeeping and administrative services performed for the trust in an amount set forth in the prospectus of each trust. FINANCIAL PLAN A separate financial plan is offered at no cost and provided upon request. MISCELLANEOUS Non-Investment Consulting/Implementation Services. To the extent requested by the client, the Registrant may provide consulting services regarding non- investment related matters, such as estate planning, tax planning, insurance, etc. 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. To the extent requested by a client, the Registrant may recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance, etc.), including representatives of the Registrant in their separate registered/licensed capacities as discussed below. 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 may accept or reject any recommendation from the Registrant. Please Note: If the client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. Please Also Note: Each client is advised that it remains the client’s responsibility to promptly notify the Registrant if there is ever any change in client’s financial situation or investment objectives for the purpose of reviewing/evaluating/revising Registrant’s previous recommendations and/or services. Wrap/Managed Account programs. In the event that Registrant is engaged to provide investment management services as part of an unaffiliated wrap-fee program, Registrant will be unable to negotiate commissions and/or transaction costs. Under a wrap program, the wrap program sponsor arranges for the investor participant to receive investment advisory services, the execution of securities brokerage transactions, custody and reporting services for a single specified fee. Participation in a wrap program may cost the participant more or less than purchasing such services separately. In the event that Registrant is engaged to provide investment management services as part of an unaffiliated managed account program, Registrant will likewise be unable to negotiate commissions and/or transaction costs. If the program is offered on a non-wrap basis, the program sponsor will determine the broker-dealer through which transactions must be effected, and the amount of transaction fees and/or commissions to be charged to the participant investor accounts. Sub-Advisory Arrangements. The Registrant may engage sub-advisors for the purpose of assisting the Registrant with the management of its client accounts. The sub-advisor(s) shall have discretionary authority for the day-to-day management of the assets that are allocated to it by the Registrant. The sub-advisor shall continue in such capacity until such arrangement is terminated or modified by the Registrant. The Registrant shall pay a portion of the investment advisory fee received for these allocated assets to the sub-advisor for its sub-advisory services. Trade Error Policy. Registrant shall reimburse accounts for losses resulting from the Registrant’s trade errors, but shall not credit accounts for such errors resulting in market gains. The gains and losses are reconciled within the Registrant’s custodian firm account and Registrant retains the net gains and losses. Client Obligations. In performing its services, 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 his/her/its responsibility to promptly notify the Registrant if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising Registrant’s previous recommendations and/or services. Disclosure Statement. A copy of the Registrant’s written Brochure as set forth in Part 2A of Form ADV and Form CRS shall be provided to each client prior to, or contemporaneously with, the execution of the Advisory Agreement. Any client who has not received a copy of Registrant’s written Brochure at least 48 hours prior to executing the Investment Advisory Agreement shall have five business days subsequent to executing the agreement to terminate the Registrant’s services without penalty. C. 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 can request reasonable restrictions, in writing, and subject to review and approval, Registrant will accommodate such restrictions. D. Registrant provides investment management on a wrap fee basis. As stated above, if a client determines to engage the Registrant on a wrap fee basis the client will pay a single fee for bundled services (i.e., investment advisory, brokerage, custody). The services included in a wrap fee agreement will depend upon each client’s particular need. Please Note: When managing a client’s account on a wrap fee basis, the Registrant receives a portion of the wrap fee as payment for its investment advisory services. E. As of December 31, 2023 the Registrant had Regulatory Assets Under Management of $452,744,405 on a discretionary basis and $19,966,531 on a non- discretionary basis. Supervisory services provided to affiliated Unit Investment Trusts, total net asset value of the Trusts, as of December 31, 2023 is $1,420,326,659.