Thank you for choosing Copperleaf Capital, LLC (“Copperleaf”). We hope this Brochure helps you better understand the services that we provide. WHO WE ARE Copperleaf and its predecessor companies were founded in 1986. Copperleaf is a North Carolina limited liability company that until 2015 was known as Wisdom and Wealth Solutions, LLC. Ryan Peterson is the President and Managing Member of Copperleaf, and he is its Chief Compliance Officer. You can read his biography in Part 2B of this Brochure. Copperleaf also employs additional investment adviser representatives and several full-time and part-time professionals who support its investment business. Copperleaf registered as an investment adviser with the SEC in August 2015. You can find details about Copperleaf’s registration status at the SEC’s website. The website address for our SEC filing information is https://www.adviserinfo.sec.gov/Firm/117823. We maintain a website at https://www.copperleafcapital.com/ where you can watch a short introductory video featuring our company, and our services. Copperleaf’s office address is 5904 Six Forks Road, Suite 201, Raleigh, 27609. Our phone number is 919-787-9725. Throughout the Brochure, you will see the words “we”, “us”, “our”, “the firm”, “our firm” or “Copperleaf”. Where you see these words, the Brochure is describing products and services provided by Copperleaf Capital, LLC, by Mr. Peterson, or by employees of Copperleaf. We use the term “associated persons” in different parts of the Brochure. Where you see these words, we are describing the managing members of Copperleaf, our employees, and their families. WHAT WE DO Our mission is to help people get to, and through, retirement with confidence, living the lifestyle they’ve always wanted to live. We believe that with hard work, careful planning, and a clear picture of your aspirations – your financial plan can be the conduit to realizing the life you’ve always dreamed of. Our vision for our clients is that of Life Perfected. In fact, Life Perfected is the title of our best-selling book. In it, we share our belief that our best lives are accumulations of memories. Our goal is to help our clients to achieve the financial goals that they didn’t know they could achieve so they can focus on creating those memories. From day one, and for over 35 years, we’ve invested in making a positive impact on families through strategic wealth management and financial planning. OUR PROCESS Roy Disney, the brother of visionary filmmaker Walt, once said: “If values are clear, decisions are easy.” Copperleaf’s relationship with you begins with a meeting to discuss your values. In our first conversation, we’ll ask questions like these:
• What is important to you?
• What are your goals?
• What values drive your decisions? We will work with you and use your values as a driving force behind a financial plan whose goal is for you to reach, and keep, financial independence. We will set out to create a roadmap designed to turn your savings and investments into a stream of income that you can’t outlive. During our meeting we will share our values with you, and we’ll show you what we do. If we can help you, we’ll tell you what that help looks like, and you can decide if you want our help. OUR SERVICES - FINANCIAL PLANNING We can prepare a financial plan for you. Financial planning is the analysis of your current financial situation in order to recommend a series of steps you can take to achieve your financial goals. When we discuss your financial goals, we will review your financial documents, including statements of your accounts, and use financial planning software to measure your appetite for investment risk. At the end of our financial planning process, you will receive a written financial planning report that is tailored to your needs, goals, and values. The report will contain recommendations of products and services that we believe will assist you in meeting the goals that you have shared with us. If you choose to link all your accounts to our reporting engine, your planning report can be delivered electronically, and it can function as a financial dashboard that evolves over time. This allows you to see an up-to- date view of your overall financial picture, and it permits us to stress-test your portfolio as market conditions evolve. This means that your plan should continue to be aligned with your goals. Copperleaf provides personalized services that are based on your financial situation and your individual needs. This means that sometimes we may ask you for financial statements and documentation. If we do, we will protect your confidential information, and we will disclose it to third parties only with mutual written consent, or as may be permitted by law. Typically, our recommendations contain a mix of investment and insurance products. Sometimes there are inherent conflicts of interest in the types of recommendations that we make. You can read more about these conflicts, and how we manage them, in Item 5 - Fees and Compensation. Below are areas we consider when we prepare a financial plan:
• PERSONAL: We review your family records, budgeting, spending, personal liability, and estate information.
• TAX & CASH FLOW: We analyze your income tax planning for past, current, and future years. We can then illustrate the impact of various investments on your current income tax and future tax liability.
• INVESTMENTS: We analyze your current investments and consider alternatives and the effect that these changes might have on your portfolio.
• INSURANCE: We review your existing policies to ensure proper coverage for life, health, disability, long- term care, and liability, consistent with your financial goals and values.
• RETIREMENT: We analyze your current strategies and investment plans to ensure that these products align with your values and financial goals.
• DEATH & DISABILITY: We review your cash needs at death, the income needs of surviving dependents, estate planning and disability income.
• ESTATE: We can assist you in assessing and developing long-term strategies, including living trusts, wills, review estate tax, powers of attorney, asset protection plans, nursing homes, Medicaid, and elder law. We can implement the recommendations that are contained in the individualized plan that we create for you, but whether we do so is entirely up to you. Should you choose to implement the recommendations contained in the plan without our help, we suggest you work closely with your attorney, accountant, insurance agent, and/or stockbroker. OUR SERVICES - PORTFOLIO MANAGEMENT Our financial plans sometimes recommend that you consider portfolio management services. We can manage all or part of your investment portfolio by developing a personal investment policy. First, we use financial planning software to arrive at an understanding of your individual tolerance for investment risk. Then, we review the whole of your financial picture to gain a sense of your capacity to bear that risk within your overall financial plan. Finally, we gauge, through conversation, what your understanding of investment risk looks like so that you can be comfortable with our recommendations. Our objective is to align your portfolio construction, risk tolerance, and risk capacity. In addition to your approach to investment risk, the policy that we develop for you will consider your objectives, time horizons, and liquidity needs. We will create and manage a portfolio based on the personal investment policy we create for you. We will then determine the securities to buy and sell based on your personal investment policy. We will be responsible for continuously monitoring the portfolio and making trades when necessary. From time to time we may recommend that it is in your best interest to rollover, or combine pension, retirement, or other investment accounts. When we make such a recommendation, we are acting as a fiduciary as that term is defined under the Employee Retirement Income Security Act of 1974, and we are required to provide you with enhanced disclosures about the fees you will pay in your new accounts and any conflicts of interest that may exist. We encourage you to ask us questions about rollover transactions that we recommend to you, and we will not implement any retirement account rollover recommendation without first obtaining your written consent. When we perform portfolio management services for you, we will help you set up accounts at either National Financial Services through the Fidelity Institutional Wealth Program (“Fidelity”), or at Interactive Brokers (“IB”). Fidelity or IB will maintain custody of all the funds and securities in your accounts, and you will retain all rights of ownership over the account. Please see Item 12 - Brokerage Practices

for more details regarding our arrangements with Fidelity and IB. Though an arrangement with a technology provider, we are able to offer discretionary portfolio management services for your “held-away” accounts. These types of accounts are often 401Ks and other defined-contribution investment vehicles for which you have existing custody arrangements away from Copperleaf and which, for a variety of reasons, you might not want to transition to Fidelity or IB. In this service, we regularly review the available investment options in the “held-away” accounts, monitor them, and rebalance the allocations in a way that complements our overall financial plan for your financial goals. To implement this service, you will execute a contract that will grant Copperleaf the discretion, via our technology provider’s order management system, to view and make transactions in your held-away accounts. Often Copperleaf will work with you to set up several accounts. However, we will manage the accounts together as one household account. When we do this, we monitor the investment exposures across each of your accounts, including held-away accounts if applicable, to ensure that when aggregated, the household account matches the desired exposure described in your personal investment policy. Throughout this Brochure, we will refer to your account in the singular, even if in fact you have established several accounts. We have designed and maintain several investment models. Each model has a specific investment objective, such as cash equivalent, yield-focused, or growth. Each model carries a varying degree of risk and targets a different benchmark return. Please see Item 8 - Methods of Analysis to learn more about these models. Sometimes our clients ask us to accommodate restrictions in their account or require certain individual investments that are outside of our normal models. For example, some clients prefer not to invest in certain companies or industries or have a desire to invest in particular securities. We try to accommodate reasonable restrictions and requests wherever we can, but it is important to understand that the investment performance of an account that is restricted or which invests in a security instructed by the client will not match the performance of our models. Almost all the securities we trade in our models are US-listed equities, US government bonds, mutual funds, or exchange-traded funds (“ETFs”). Sometimes the portfolios of new clients contain alternative investments such as non-traded REITS and private placements when they are transitioned to Copperleaf. In these cases we work with new clients to determine whether it is in their interest to maintain these holdings and if so, we manage them alongside our model portfolios. We do not purchase derivatives (like options, or futures), or private placement securities, for client accounts. In addition, we do not employ any financial leverage, such as margin or portfolio loans, in our client accounts. We do not sell securities short. Because Copperleaf manages portfolios for many different clients, conflicts can arise in the allocation of investment opportunities among the accounts that we manage. At all times we strive to allocate these opportunities equitably and consistently within the best interests of all the accounts which are involved. However, it is important to note that there can be no assurance Copperleaf will allocate any investment opportunity that comes to our attention in any particular manner. In the course of our business, we may obtain material, non-public information about a security or an issuer that we cannot lawfully use or disclose. In those cases, we have no obligation to disclose the information to you, and we cannot use it for any client’s benefit. OUR SERVICES - INSURANCE Our financial plans sometimes recommend that you consider products like fixed annuities, which can offer you a predictable cash flow in retirement. Copperleaf believes that in some cases these products perform a valuable function as a bond replacement within a client’s overall financial plan. Several of the members of the Copperleaf team hold licenses to sell health, disability, and life insurance products, including Medicare Supplement insurance, in North Carolina, which is our home state. Some members also hold additional licenses to sell insurance products in other states. We think that our knowledge of the various features of insurance products available in the marketplace is an important asset when you are considering how to implement a financial plan that will help you achieve your retirement goals in alignment with your values. You are under no obligation to implement any insurance or annuity transaction through Copperleaf or any of our licensed insurance agents. OUR SERVICES - RETIREMENT PLAN CONSULTING SERVICES We offer retirement plan consulting services to pension, profit-sharing, and defined benefit plans, individuals, trusts, estates, and charitable organizations. We provide four separate services. You may choose to use any combination of these services. Selection of Investment Vehicles We help you construct appropriate asset allocation models for your plan. We then review various vehicles, both index and managed, to determine which investments are appropriate for your plan, and help you decide how many investments to offer within your plan. Monitoring of Investment Performance We monitor your plan investments at least annually. We make recommendations based on procedures and timing intervals that we will discuss with you before beginning to provide our services. Employees Communications We provide educational support and investment workshops designed for participants of self-directed plans. These are plans in which pension, profit sharing, and 401(k) plan participants exercise control over assets in their own accounts. We work with you to decide the topics for these sessions under the guidelines established in ERISA Section 404(c). It is important to note that the educational support provided during investment workshops does not provide plan participants with individualized, tailored investment advice or individualized tailored asset allocation recommendations. In addition to our workshops, we provide specific asset allocation recommendations to individual plan participants on request. OUR SERVICES – DIGITAL CURRENCY In addition to providing exposure to Bitcoin through publicly-traded ETFs, we offer a digital currency management service in which clients can hold Bitcoin and Ether directly in separately managed accounts through a partnership with one or more digital asset platforms (the “DAP platforms”). Please refer to Item 8 of this Brochure for important disclosures about the unique risks presented by investments in digital assets. Digital assets are not suitable for every investor because they are volatile and carry the risk of a complete loss of the value of the capital committed to them, as well as lacking many of the protections that come along with investments in securities. To participate in this program, you will enter into an agreement directly with the relevant DAP platform, which will provide you with digital asset management services. A separately managed account (“SMA”) in your name will be established at the Gemini Trust Company or Alto Trust Co. Clients who wish to participate in our digital currency management program must read and attest that they have understood our separate Risks of Digital Assets disclosure document before opening an SMA. Once your SMA is open, Copperleaf will implement the digital currency allocation decisions that you have made. The DAP platform is responsible for continuously monitoring your digital currency SMA and making trades in client accounts when necessary. Trades occur to make additional purchases of digital currencies, to sell digital currencies in order to raise cash or as part of a tax-loss harvesting strategy, and to change your allocation ratio between the various digital assets that the DAP platform offers. You should consult with the DAP platform’s account opening documents for their policies on how they will handle your SMA, such as billing, deposits and withdrawals, custody, fee exclusions, termination, and any other costs associated with their service. We will discuss these arrangements with you when we begin to open your SMA with the DAP platform, but we encourage you to read the DAP platform’s terms and conditions on your own. OUR SERVICES - WRAP FEE PROGRAMS Copperleaf does not sponsor or participate in any wrap fee programs. ASSETS UNDER MANAGEMENT AND ASSETS UNDER ADVISEMENT As of December 31st, 2023, we were actively managing $168,447,225 of client assets as part of our portfolio management services, and $3,228,166 as part of our digital currency management services. We provide these services on a discretionary basis, and we refer to these amounts, which together total $171,675,391 as Assets Under Management. In addition, as of December 31st, 2023, we were providing retirement plan consulting services to clients with $14,076,721 of assets. We provide this service on a non-discretionary basis, and we refer to this amount as Assets Under Advisement.