Scarborough Advisors, LLC d/b/a Scarborough Capital Management (“Scarborough”) is an SEC-registered investment adviser with its principal place of business located in Annapolis, Maryland. Scarborough began conducting business in 1989 as The Scarborough Group, Inc. and later, in 2008, changed its name to Scarborough Capital Management, Inc. In November 2013, five long-time investment advisory representatives of the company purchased the firm. The five equal owners of the firm are: Ryan Ansted, Ian Arrowsmith, Gregory Ostrowski, James Sprinkel, and Shawn Walker. Additional information about the owners can be found in the Supplemental Brochure (ADV Part 2B) for each individual or searching by name on the Investment Adviser Public Disclosure (IAPD) website. Scarborough primarily provides portfolio management services, but through separately negotiated contracts can also offer financial planning and consulting services. Scarborough acts as a sub-adviser to Retirement Management Systems Inc. (“RMS”) which offers advice to plan participants regarding their employer sponsored plans (e.g., 401k). SCARBOROUGH CAPITAL MANAGEMENT OFFERS THE FOLLOWING ADVISORY SERVICES: PORTFOLIO MANAGEMENT SERVICE Scarborough provides traditional portfolio management services where advisors create investment portfolios for clients and provide ongoing advice on those assets. Primarily this is achieved through the use of portfolio models or by creating a custom portfolio. Scarborough provides these services through Charles Schwab & Co. (“Schwab”) who executes trades, settles securities transactions and maintains custody of client assets for these advisory accounts on behalf of Scarborough. The Scarborough advisor obtains information about the client’s financial condition, objectives for the assets, tolerance for risk, time frame, and other investment considerations. This information is used to create the investment portfolio which is typically allocated among mutual funds, exchange- traded funds, equities, and other investments available through Schwab. In limited circumstances options trading may be approved on an account (e.g., if a client is transferring an account with existing options permissions) but this is not a core service or strategy implemented by Scarborough or its advisors. Scarborough provides its advisors with model portfolios that are intended as guidelines. Scarborough advisors can use the models as created, deviate from models, or not use them at all. This service is provided on a discretionary basis, which means that Scarborough will buy or sell investments in the client’s account without discussing the transactions in advance. The fee for this advisory service is asset-based which means that the account is charged a percentage of the value of cash and investments on a quarterly basis. Authority to trade in your account on a discretionary basis and to charge an asset-based fee is explained and obtained through the execution of an asset management contract. This contract is executed with each client prior to establishing an advisory relationship. Each client should carefully read the asset management contract before signing it because it provides details on terms and conditions about the advisory relationship between you and our firm. Scarborough does not sponsor a wrap, unbundled wrap, or fee and commission offset program. FINANCIAL PLANNING Scarborough also provides financial planning advice as a stand-alone service (outside of and in addition to portfolio management services) for a negotiated fee. Clients will review and sign a Financial Consulting Services Agreement prior to the onset of service which provides details on the type of financial planning services to be delivered, the fee for the service, and other terms and conditions of the contract. This document should be read carefully by the client before signing. Scarborough advisors will gather required information such as current financial status, future goals, time frames, and attitudes towards risk through personal interviews or other data gathering forms. Related documents supplied by the client, in addition to client responses, are carefully reviewed and then the Financial Plan document prepared. Financial plan recommendations are not limited to any specific product or service. The recommendations are generally of a generic nature and the client is not obligated to implement the financial plan with Scarborough. The financial plan is designed so it can be implemented with another firm if desired by the client. However, if the client should choose to utilize Scarborough’s services in implementing all or a portion of the Financial Plan, Scarborough will receive additional compensation depending on the specific products or services chosen. As a result, a conflict of interest exists because there is a financial incentive for Scarborough to recommend additional products offered by us thereby increasing revenue to the firm. Clients are under no obligation to use Scarborough for financial planning services and the decision to implement any of the recommendations in the financial plan is entirely up to you. While the specific categories to be reviewed will be determined based on the client’s particular financial situation and desired planning objectives, categories for review may include the following:
• Investment Planning – Review of current financial situation. Develop asset allocation program.
• Budgeting – Prepare balance sheet and cash flow statement. Prepare feedback based upon client’s stated goals.
• Estate Planning – Coordinate estate planning documents. Assist others in implementation of recommendations that minimize tax consequences and create a more efficient disposition of assets. Scarborough and its advisors do not prepare estate planning documents or provide legal advice. Fees for this service are in addition to legal fees from third parties, all of which will be borne by the client.
• Insurance Counseling – Identify various insurance needs, evaluate and coordinate existing insurance coverage. All insurance selections are the responsibility of the client. Scarborough advisors may be compensated in their separate capacity as insurance agents for any policies that are sold, in addition to the fee for this service. Any other incidental insurance costs or legal fees from third parties are the responsibility of the client.
• Retirement Planning – Coordinate investment planning, assist client in accumulating capital, create an income plan, provide recommendations on establishing retirement accounts. Fees for this service are in addition to any fees charged by third parties when investments are purchased and investment management fees, all of which will be borne by the client.
• Tax Planning – Provide general information on tax consequences and strategies. Scarborough and its advisors do not prepare tax returns or provide tax advice. Clients will need to refer to their tax professional for specific advice and any incidental fees charged are in addition to the fees for this service. Clients are advised to consult with their tax professionals and attorneys for all specific tax and legal matters. Clients are also advised to notify Scarborough immediately of changes to their financial status, goals, risk tolerance, or any other items of relevance that could impact the advice provided in the financial plan. CONSULTATION SERVICE Scarborough can provide consultation services on a stand-alone basis (outside of and in addition to portfolio management services) for a negotiated fee. These consultative services could include, among other things, asset allocation services or financial advice

regarding specific personal and business situations. Clients will review and sign a Financial Consulting Services Agreement prior to the onset of such service. The Financial Consulting Services Agreement provides details on the type of consultation being provided, the fee for the service, and other terms and conditions of the contract. This document should be read carefully by the client before signing. EDUCATIONAL SEMINARS Scarborough provides investment education seminars as a service to corporations. These seminars cover various investment related and financial planning topics. The fee is negotiated for each seminar, and depends on the company sponsoring the seminar, the length of the seminar, the complexity of the topics being discussed, and the number of expected seminar participants. This service does not provide specific recommendations or delivery of any written advice to prospects or clients. SAVINGS PLAN MANAGEMENT The Savings Plan Management (“SPM”) program is an advisory service specifically for helping clients manage their 401k, 403b, or TSP accounts. Scarborough acts as a sub-adviser to RMS, who sponsors the Savings Plan Management program. As a sub-adviser, Scarborough works directly with 401(k) and 403(b) participants:
• To assess the suitability of RMS and the SPM program;
• To gather client information and communicate this information to RMS;
• To work with clients to assist them with understanding the SPM program and its related services;
• To educate clients on the various risk levels in the model portfolios; and
• To help clients choose the most suitable model portfolio for their investment needs. RMS acts as the investment adviser and provides asset management services for clients enrolled in the Savings Plan Management program. RMS manages individual client portfolios, such as an employee's individual 401(k) or 403(b) account, on a discretionary basis. This means that RMS may purchase or sell investments on behalf of the client without obtaining consent before each transaction. RMS does not manage assets at the plan sponsor (employer) level. RMS, as the investment adviser, will:
• Produce the investment strategies (models) using the available investments within the participant’s plan options, and
• Conduct all trading in the participant’s account. Scarborough advisors may offer the Savings Plan Management program to qualified clients directly, or they may be introduced to clients through a Solicitor. Solicitors may be compensated on either a per-lead or flat-fee basis depending on the contract in place. If a Solicitor is paid on a per-lead basis, they will receive a portion of the client’s annual Program Fee, which is agreed upon with the client in writing at account opening. RMS retains a portion of the Program Fee for its services and the remainder is paid to Scarborough. The Solicitor payment is deducted from the Scarborough portion of the Program Fee. Clients referred by a Solicitor do not pay a higher Program Fee than clients who are introduced to the program by a Scarborough advisor. Scarborough advisors help plan participants complete an Investor Profile and questionnaire, which are used to determine the plan participant’s portfolio style and tolerance for risk. Scarborough advisors then use this information to help the plan participant choose the most suitable model portfolio for their investment needs. RMS and a third-party research company create the model portfolios using the available investments within the participant’s plan and executes all the trades. Scarborough does not provide asset management services on these accounts, nor do they provide specific investment advice on the underlying securities in the client’s plan. The asset management services and advice on underlying securities in the client’s plan are provided by RMS. RMS and Scarborough do not have any control over the types or kinds of investments options your account can be invested in. The Investment options associated with this program is strictly limited to the offerings made available by the employee’s retirement plan. Plan participant portfolios typically consist mainly of mutual fund shares and, in certain circumstances, individual securities may be held (generally company stock). Plan participants are afforded the opportunity to update their profile when suitability questionnaires are sent to to them for review, or at any other time by contacting their Scarborough advisor. The suitability questionnaires are sent to plan participants on a schedule determined by RMS. Participants can communicate applicable changes to RMS directly or through their Scarborough advisor. RMS may make allocation changes to the client's savings plan account based on a number of circumstances such as updates in the plan participants personal situation and changes in the markets and/or the economy. Scarborough may recommend to individuals who participate in the Savings Plan Management Program that they rollover their retirement assets managed through the program to an account managed through the firm’s Portfolio Management Service. This situation creates a conflict of interest because clients will pay a significantly higher fee to Scarborough under this service than the Program Fee assessed under the Savings Plan Management Program. This creates an incentive for the firm’s advisors to recommend that you roll over your retirement funds to us, under this service, when you become eligible to do so based on the rollover requirements associated with your retirement plan. IRA ROLLOVER RECOMMENDATIONS For the purposes of complying with the DOL’s Prohibited Transaction Exemption 2020-02 (“PTE 2020-02”), we are providing the following acknowledgement. When we provide investment advice to you regarding your retirement plan or individual retirement account, we are fiduciaries 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. The way we make money creates some conflicts with your interests so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this rule’s provisions, we must:
• Meet a professional standard of care when making investment recommendations;
• Never put our financial interests ahead of yours when making recommendations;
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures that are designed to ensure that we give advice that is in your best interest;
• Charge no more than is reasonable for our services; and
• Give you information about conflicts of interest. We have a financial incentive when making a IRA rollover recommendation to you which creates a conflict of interest. If you rollover of funds to an IRA with our firm this will increase our assets under management and hence increase our revenue through higher fees. Though, if assets remain in the current plan or are moved to a new employer retirement plan our assets under management will not increase and we will not be paid advisory fees on those assets, which are calculated as a percentage of the assets held in your advisory account with us. If assets remain in the current plan or are moved to a new employer retirement plan and you have elected to use our Savings Plan Management service, we will still be compensated for the services provided to those plans, but the compensation will generally be less and it will not increase our firm’s assets under management. AMOUNT OF MANAGED ASSETS As of December 31, 2023, we were actively managing $1,194,324,647 of client assets on a discretionary basis.