Advisory Practice Description Willink Asset Management LLC, hereinafter referred to as WAM, the Advisory Practice or the Practice, began operations on February 22, 2001 under the name Frederick Raymond Fadel Advisors, as a Registered Investment Advisory Practice registered with the Securities and Exchange Commission (SEC). The Practice was later renamed Willink Asset Management LLC and reregistered with the State of New York in compliance with amended regulations. Due to continued growth of the Advisory Practice, WAM has been continuously registered as an SEC-registered advisory firm, subject to direct oversight by the SEC, since 2014. The Advisory Practice is “notice filed” to conduct advisory business in the State of New York, in compliance with that state’s registration requirements. WAM is a privately-held limited liability company whose sole owner is Frederick R. Fadel. WAM provides personalized confidential financial planning, asset management and related consulting services to individuals, high net worth individuals, pension and profit-sharing plans, trusts, charitable organizations and small businesses. Recommendations to clients are made based on consultation with the client and analysis of each client’s specific financial needs and may include the following services: Determination of financial objectives Identification of financial problems Investment planning and management Retirement planning Estate planning Cash flow management Education funding Insurance review Tax planning of a general nature WAM is a fee-only investment advisory practice which does not receive commission- based compensation for its advisory services. Investment advisory services are provided to clients on a discretionary basis only. In limited cases, the Advisor and client may proceed on a non-discretionary basis. WAM does not accept or maintain custody of client assets beyond its ability to directly deduct advisory fees from custodial accounts, as specified in its ongoing advisory agreement. Further, the Advisory Practice does not act as the custodian of client assets but relies on unrelated qualified custodians, as defined by the SEC, to serve in that capacity. At this time, WAM advisory client accounts are primarily custodied at Charles Schwab Institutional, hereinafter referred to as Schwab. Some client accounts may, at the discretion of the Practice, be held by other qualified custodians as well. At this time some client assets may be held at TIAA/CREF and/or TransAmerica as such additional qualified custodians in the pursuit of some clients’ objectives or specific requests.
Regardless of the custodial platform utilized, each client always retains full control of their assets. Discretionary authorization means that WAM is able to transact trades on a client’s behalf, without prior authorization. A written evaluation of each client's initial situation is developed by the advisor and the results provided to the client, either in the form of a comprehensive or modular financial plan, a client-specific Investment Policy Statement, summary of meeting discussions, a detailed risk profile and/or a simple net worth statement. The initial collection of this suitability information forms a baseline of data for each client relationship. This baseline records the client’s personal information, current income sources and assets, health status, credit standing, business-related issues, risk management and contingency planning efforts, along with their personal tolerances for various types of investment risk. The initial meeting, which may be by telephone, is free of charge and is considered an exploratory interview to determine the extent to which financial planning and investment management may be beneficial to the client. Other professionals (e.g., lawyers, accountants, insurance agents, etc.) may be recommended by the advisor but are directly engaged by the client. As of December 31, 2023, WAM had $47,227,165 in assets under its management within 125 advisory client accounts. Of these, $45,227,165 was managed in 124 accounts with full discretionary authorization and approximately $2,000,000 was managed on a non-discretionary basis in 1 account. ________________________________________________________________________ Conflicts of Interest As fiduciaries, registered investment advisors have an obligation to disclose to clients any conflicts of interest, real or perceived, that might exist as a result of any activities they may engage in above and beyond the service provided exclusively to their advisory clients. Conflicts of interest will be immediately disclosed to the client in the unlikely event they should occur. Investment Advisor Representatives (IARs) of WAM may be licensed at a state level as either insurance consultants or agents/brokers but are only permitted by the Advisory Practice to provide insurance advice to clients and/or assist them in the implementation, monitoring and management of insurance and annuity products available to them, thus helping to avoid any real or perceived conflicts of interest in this area of business. IARs are not permitted to receive or retain any commissions, including incidental ongoing renewal commissions, which could otherwise be paid to them by insurers. Further, they are prohibited from holding themselves out to the public as providers of insurance products and from receiving any form of direct or indirect compensation resulting from the referral of advisory clients to outside insurance agents or brokers to address their insurance needs. For clients requiring insurance products for which non-commissioned products or otherwise suitable options are not available, WAM will provide the client with referrals to at least two unrelated insurance brokerage firms through which the clients may, at their sole discretion, implement WAM’s recommendations through the purchase of appropriate commission-based insurance products. As stated above, WAM does not share in any subsequent insurance-generated commissions received by those brokerage firms nor is it compensated in any manner by the firms whose names have been provided to clients. Further, clients of WAM are advised that they are under no obligation to implement insurance transactions through the referred firms. Principal Owners The principal owner of WAM is Frederick R. Fadel, CFP ® , who retains 100% ownership interest in the Advisory Practice. Types of Advisory Services WAM provides two basic levels of advisory services to its clients – financial planning/consulting services and ongoing portfolio management and planning services, also referred to as asset management services. Services to clients will vary based upon specific needs, portfolio size and specific goals. However, regardless of the type of service provided, each of WAM’s clients will participate in some or all of the following phases of establishing financial objectives and defining planning issues:
• Identify and characterize assets available to produce income and growth (e.g. capital market assets, pensions, government programs, business interests, real estate holdings, etc.).
• Identify financial goals and other issues of importance to the client(s) (e.g. estate preservation, business succession, charitable interests, dependent special needs, etc.).
• Identify income tax issues including, but not limited to, implications for the client(s) current portfolio(s).
• Identify priorities, timetables and acceptable trade-offs among multiple goals.
• Discuss and confirm client expectations for the growth of capital, preservation of principal, and provision of income from the portfolio, and other assets and resources.
• Identify and discuss the applicability of general legal, tax and insurance strategies along with contingency planning in the face of possible uncertainties. Financial planning services are provided to clients on a limited time, one time or periodic basis as a strategic tool to assist them in pursuing both short- and long-range financial goals. This is accomplished through a process of collecting client information about the client’s current financial condition, clarification of their goals, discussion of their past efforts and current abilities in pursuit of their goals and periodic progress reviews relative to actions taken. If deemed appropriate by the advisor, a written financial analysis and action plan will be prepared as key components of a client’s financial planning process. Clients are not required to implement their plan with WAM. A financial plan may include, but is not limited to, a net worth statement, cash flow statement, review of investment accounts including a review of past asset allocations, provision of asset repositioning recommendations, strategic tax planning, education planning with funding recommendations, review of retirement accounts and plans including recommendations and one or more retirement scenarios, review of insurance policies and recommendations for changes, if necessary, and an estate planning review with recommendations. On more than an occasional basis, WAM furnishes consulting services to clients on matters not necessarily involving securities, such as taxation, retirement, trust and estate planning. In these areas, however, the Advisory Practice does not act in the capacity as a tax or legal advisor to its clients. As with WAM’s financial planning services, consulting services may be retained by clients on a free-standing basis with no implementation requirements imposed upon the clients. Consulting services are provided to clients regarding financial-related concerns in situations where detailed or comprehensive financial planning is either not necessary or not desired. Common areas of concern addressed by these services include: Education planning Limited investment planning Death, disability and retirement planning Tax planning Net worth, cash flow and financial position Risk management (insurance) Other investment or non-investment issues Estate planning For those clients who may have only modest assets, are in the early stages of accumulating wealth or who are near the end of their financial lives, a standalone financial planning engagement and/or a limited investment consulting arrangement may be most appropriate. Financial planning/consulting services are provided to clients as a strategic tool to assist them in pursuing both short- and long-range financial goals. This is accomplished through a process of collecting client information about the client’s current financial condition, clarification of their goals, identification of their past efforts and current abilities in pursuit of their goals and ongoing progress reviews relative to any actions taken. If deemed appropriate by the advisor, a written financial analysis and action plan may be prepared as key components of a client’s overall financial planning process. Ongoing Asset Management services are appropriate when investment assets reach a certain threshold and/or planning and investment topics should be integrated with investment management. Ongoing asset management services may entail longer term buy and hold techniques, periodic rebalancing to bring asset allocations back to specified targets, and, on a limited basis, shorter term trading of securities if deemed by the advisor to be consistent with clients’ suitability profiles. Services typically include furnishing of investment advice through consultations with clients, issuing periodic newsletters or special reports to its clients about securities and market conditions or trends and evaluating securities held by clients to foster an understanding of their assets relative to their stated goals and objectives. As stated above, clients requesting or requiring these types of services are required to execute an Advisory Services Agreement. In addition to the above, clients who elect to engage the Practice for ongoing asset management and planning services may participate in some or all of the following aspects of establishing an investment policy and long-term strategy for their investment portfolio(s):
• Identify and discuss the client(s) views of the capital markets, investment principles and strategies and reconcile their views with those of the advisor.
• Establish a schedule of anticipated contributions to and/or spending demands on the portfolio(s).
• Discuss client(s) experiences with downside volatility, temporary or permanent loss of capital lasting more than six months and their general understanding of potential long-term risks (e.g. loss of purchasing power and/or terminal loss of investment principal).
• Clarify with client(s) the meaning and impact of key investment terminology such as short-term, medium-term and long-term with respect to portfolio performance expectations.
• Confirm the client(s) understanding and appreciation of the advisor’s views on various planning and investment principles, strategies and performance measurements.
• Evaluate and select a given range of desirable and separately, acceptable portfolio returns for their given risk tolerances.
• Foster the client(s) understanding of meaningful return objectives within nominal, after-tax, inflation-adjusted and goal-fulfilling contexts.
• Determine the percentage of capital to be allocated to the long-term diversified portfolio which will be guided by investment policy allocation along with any capital to be allocated to investments which will not be guided by the client’s investment policy.
• Identify constraints on the portfolio(s) such as heirloom positions not to be traded, undesirable companies (e.g. alcohol, tobacco, firearms) or management of embedded taxable gains.
• Establish the protocols for investment policy review, reporting requirements and ongoing adjustments to the portfolio(s). In response to a client’s adopted investment policy, investible assets and surplus cash flow will be allocated among asset classes and vehicles that, in the advisor’s opinion, are likely to add value. Lower cost, lower turnover investment options will be used in efforts to capture desirable aspects of the capital markets. Individual stocks and some traditionally-managed mutual funds may also be used to address a client’s desire for more speculative strategies when, in the advisor’s opinion, these vehicles can be utilized without undermining a client’s financial planning goals or overall investment policy. The impacts of inflation, transactional expenses and tax ramifications are given periodic consideration relative to each client’s investment policy and overall asset management

strategies. On a client-by-client basis, a protocol is established for the investment of cash and/or for the transition from existing portfolio positions to new or changing target allocations. Investments are evaluated by the advisor on an ongoing basis for a range of suitability criteria including, but not limited to, historical risk and reward, expected long-term performance, implications for portfolio diversification, expenses and fund management structures. The advisor’s investment recommendations are presented to clients through written and/or verbal communications. All client portfolios are monitored by the advisor with the potential for periodic rebalancing of portfolio holdings. Such actions, when undertaken, serve to maintain holdings within the constraints of the client’s investment policy. At least annually, a review of each client’s investment policy is conducted to determine if their policy, and subsequent investment strategies and vehicles, require adjustments in response to such things as changes in client goals, timeframes, risk tolerances and/or tax considerations. In addition, ebbs and surges in equity and bond markets generally result in disproportionate asset allocations which must be rebalanced to maintain consistency with an unchanged investment policy. However, rebalancing of taxable accounts will be tempered by consideration of the tax implications of re-balancing back to target allocations. The Advisory Practice is compensated for services to clients through a services fee schedule. Clients grant the Practice discretionary powers, which permit the execution of transactions on clients’ behalves without consulting with or obtaining consent from them in advance of the transactions. This discretionary authorization is granted in the ongoing advisory agreements initially signed by the clients. Tailored Relationships WAM seeks to initiate, nurture and maintain a relationship with each client that is tailored specifically to their goals, objectives and needs. Accordingly, those goals and objectives for each client are documented in their respective suitability profiles (i.e. financial plan, risk profile, Investment Policy Statement, etc.) and form the basis for our ongoing relationships. Investment strategies are then created that reflect the stated goals and objectives of each client. While clients may impose restrictions on investing in certain securities or types of securities, the Advisory Practice requests that any such restrictions be submitted to the Practice in writing either at the time the client enters into an advisory relationship or at such time after the fact that they may be voiced by the client. Types of Agreements As previously stated, prior to engaging WAM’s services, clients are required to sign an agreement which defines the services that will be provided by the Advisory Practice. The following two agreements define the typical client relationships between WAM and its clients. Agreements may not be assigned or transferred to parties other than the original clients entering into the agreements. Since WAM does not maintain custody of client assets, separate agreements may also need to be executed between custodial firms and the client, in addition to the agreements of the Advisory Practice described below. Since neither WAM nor its advisors act as attorneys or accountants, their recommendations under these agreements should not be interpreted as legal or tax advice. Investment Advisor Representatives (IARs) at WAM may hold professional certifications or licenses such as attorney or CPA. However, when acting in their capacity as IARs, their advice is not to be construed as legal or tax advice, unless a separate agreement for these professional services to a client is also in force. Financial Planning and Consulting Services Clients electing to utilize the Advisory Practice’s services for developing a personalized financial plan or receiving consulting services are required to sign a Financial Planning and Consulting Service Agreement at the time they engage the services of the Advisory Practice. Asset management services may be retained at the client’s discretion at the implementation phase of their financial plan and would require execution of WAM’s Advisory Services Agreement. Fees for financial planning or consulting services are negotiable and defined in the respective Agreement. Originally quoted fees for services, however, may be adjusted upward or downward, at the discretion of the advisor, based upon the complexity of a client’s specific asset management concerns. Subsequently, through a series of confidential interviews, the advisor collects pertinent information about the client’s personal situation, resources, financial goals and previous goal-oriented actions. Data is analyzed and a written financial plan, if deemed appropriate, may be developed by the advisor. With or without a written plan, specific recommendations are presented to each client based upon the analysis of their data or the nature of client concerns expressed during consultations. Under the terms of the Financial Planning and Consulting Service Agreement, aspects of the client’s financial affairs may be reviewed, including those of their immediate family when they may relate to the client’s objectives or concerns. Realistic and measurable goals are set and strategies to reach those goals are defined. As goals and objectives change over time, updated recommendations may be made and implemented on an ongoing basis. While detailed investment advice and specific recommendations may be provided as part of a financial plan, as previously stated, implementation of plan recommendations is at the discretion of the client and may be implemented with either WAM or a financial advisor of the client’s choosing. While the Advisory Practice does not provide legal or accounting advice relative to its financial plans or as components of its consulting services, it may, however, act as a facilitator between clients and their legal and/or tax advisors relative to the recommendations made in these areas by the Practice. Ongoing Investment Advisory Services Most clients utilize WAM’s advisory services to manage their capital market assets in order to obtain ongoing and in-depth investment management combined with personal financial planning advice. The scope of services and related fees are relayed to the client in their ongoing advisory agreement at the time the Advisory Practice is retained. Clients may engage WAM for the purpose of ongoing portfolio management by executing the Practice’s Ongoing Advisory Services Agreement. This Agreement defines the level, nature and cost of services to be provided by WAM. Services under this Agreement include up to six (6) hours of financial planning at no additional cost, should the client choose to utilize this service. Additional hours of financial planning services may be purchased by the client at their discretion, without the execution of a Financial Planning and Consulting Service Agreement. Ongoing asset management services are provided on a discretionary basis except in limited circumstances. Under the discretionary terms of WAM’s ongoing advisory agreement, clients authorize the advisor to buy, sell, invest, reinvest, exchange and/or trade securities in their accounts at his sole discretion and without consulting with the client in advance. Non-discretionary accounts, in contrast, require that the client be consulted prior to any trade executions. All trade decisions are guided, however, by an investment policy agreement with the client or, in consultation with the client a about investment objectives, risk, liquidity, tax implications, and other factors. Advisory services are ongoing and agreements are self-renewing unless terminated by either the client or the advisor. Fees and terms within the agreement, however, may be adjusted periodically. Clients are notified in writing in advance of any adjustments to their agreements. When providing ongoing investment management and planning services under its Ongoing Advisory Services Agreement, WAM does not require a minimum account size to establish or maintain its services. To improve portfolio management efficiency, however, it does recommend a minimum of $500,000 in aggregated assets to establish an asset management relationship. This aggregate amount may include all members of the client’s household or other common entity where all accounts share a common investment objective. Exceptions may be made to this recommended minimum, at the advisor’s discretion, based on specific prospective client circumstances. Client services are not normally terminated if an account’s value should fall below recommended levels either. WAM generally recommends that clients allocate their investment assets to various vehicles deemed by their advisor to be appropriate and consistent with the client’s suitability and objectives. These investment vehicles may include, but are not limited to, the following: Exchange-listed securities Over-the-counter securities Foreign securities (ADRs only) Warrants Corporate debt securities Commercial paper Certificates of deposit Municipal securities Open-end mutual funds Exchange-traded funds U.S. Government securities Options contracts Real estate partnerships Oil and gas partnerships Initial public offerings (IPOs), private placements, low-priced securities (penny stock) transactions and/or cross transactions are not ordinarily made available to clients through WAM. At the discretion of the CCO, however, the Advisory Practice may elect to execute a specific penny stock transaction on behalf of a client and only by client request. The fees related to transactions in any investment vehicle are clearly identified to the client, either by the advisor or by prospectus, prior to investing client assets and/or executing transactions. Based on client requests, WAM offers as an addendum to its normal Ongoing Advisory Services a limited service wherein select, qualified high net worth clients may self- manage a portion of their advisory portfolio, with WAM executing trades on a non- discretionary basis according to the client’s trading instructions. Clients wishing to utilize this limited service must satisfy the following criteria: i. Clients must meet the SEC definition of a ‘qualified investor’; ii. WAM will execute trades in this portion of a client’s portfolio on a non- discretionary basis only; iii. Client must have a minimum of $1,000,000 total assets under WAM’s management utilizing the Practice’s Ongoing Advisory Services; iv. These non-discretionary assets may not exceed 50% of the client’s total assets under management with WAM; v. In addition to executing an Ongoing Advisory Services Agreement, clients wishing to utilizing this self-directed option must also execute a letter of understanding clearly delineating their responsibilities within this portion of their portfolio and acknowledging WAM’s role as simply a facilitator of trade executions selected by the client; vi. Since all transactions will be non-discretionary, the client assumes all responsibility for selection of securities to be traded, research relating to those securities, timing of trades and timely transmission of accurate trading instructions to the IAR; vii. The client is responsible for all extraneous expenses (i.e., ticket charges, research, hourly advisory fees, etc.) associated with these client-directed transactions; viii. Investments in cryptocurrencies and metaverse stock positions, singly or combined, may not exceed 20% of the client’s total assets held in this non- discretionary segment of the portfolio; and ix. The client must acknowledge in an Investment Policy Statement their acceptance of the risks associated with their self-directed non-discretionary option and types of assets selected by them (i.e., cryptocurrencies, metaverse stocks). Due to the limited and selective nature of the self-directed option, either WAM or the client may opt in or out at any time at their discretion. As previously noted, securities transactions in WAM asset management accounts are executed primarily through Schwab, WAM’s main advisory client custodian. The Advisory Practice may, however, utilize other custodial platforms at its discretion. In addition, other brokerage firms, broker/dealers and/or custodians may be utilized if requested by the client, a practice known as directed brokerage. Under any client- directed brokerage circumstances, however, clients are advised that their direction may hinder WAM’s ability to achieve best execution on trades, negotiate commissions or participate in block trading which could be beneficial to the client. Either the client or the advisor may elect to utilize an alternate custodial platform to execute trades for all or a portion of the client’s invested portfolio holdings. Assets held at multiple custodians for an individual client will be aggregated with other assets in the Advisory Practice’s asset management portfolio for the purpose of advisory fee calculations and assessments. Retainer Agreement WAM may be compensated on a “retainer basis” (regular, periodic fixed fee) by clients for whom limited consulting and/or planning services are most appropriate. Clients in a retainer arrangement are required to sign the Financial Planning/Consulting Agreement. _______________________________________________________________ Termination of Agreements Either WAM or the client may terminate a service agreement by notifying the other party in writing: for ongoing asset management agreements, thirty (30) days prior to the desired termination date; and for financial planning/consulting agreements, five (5) days prior to the desired termination date. The client will be billed at the stated rate for the time spent on the advisory activities performed prior to notification of termination. If services have been billed to the client in advance, WAM will refund any unearned portion of the advance payment to the client as either a credit back to their advisory account or as a check from the Advisory Practice’s general account. In addition, WAM reserves the right to terminate any advisory engagement where a client has willfully concealed or has refused to provide pertinent information about financial situations when necessary and appropriate, in WAM’s judgment, to providing proper financial advice. Any unused portion of fees collected in advance will be refunded to the client.