HBK Sorce Advisory LLC, doing business as HBKS® Wealth Advisors (hereinafter “HBKS” or the “Firm”), was established in March of 2001, and is a limited liability company formed under the laws of the State of Ohio. It is a wholly owned subsidiary of HBK Sorce Financial LLC. In turn, HBK Sorce Financial LLC is wholly owned by HBK Sorce Holdings LLC of which Hill, Barth & King Financial Holdings LLC is a majority owner. Some of the investment advisor representatives (“IARs”) of HBKS are also employees, principals or certified public accountants of Hill, Barth & King LLC, an accounting firm owned by Hill, Barth & King Financial Holdings LLC. Certain officers of HBKS may spend up to 95% of their time with these other business activities. Investment Management: HBKS is an investment advisor registered with the Securities Exchange Commission (“SEC”). HBKS’s main business is providing personalized investment management services. The Firm works with clients to learn their financial circumstances and create investment portfolios to fit their financial goals, then continues to monitor and manage those portfolios to keep them in line with the clients’ goals. The Firm gathers information through interviews, questionnaires and documents to understand clients’ financial situation and determine their financial goals. Information gathered includes income, retirement plans, assets, liabilities, taxes, investments, insurance policies, trusts, wills, education needs, future goals, attitudes towards risk and related documents. HBKS does not specialize in any given area of investments or any specific strategy. Clients who want investment management services from HBKS enter into Investment Management Agreements (“Agreements”), which establish the terms by which the Firm will create and manage client portfolios. HBKS provides clients with a copy of this disclosure brochure (“Brochure”) and a Customer Relationship Summary (“Form CRS”) either before or at the same time the Agreement is signed. Under the HBKS Agreements, clients have 5 days to terminate the Agreement without penalty. Either party may terminate the agreement upon prior written notice to the other. As of August 31, 2023, the Firm had regulatory assets under management (as defined by the SEC) of $5,486,082,748 on a discretionary basis and $84,187,082 on a non-discretionary basis. The amount of assets being managed may be materially different at the time you receive this disclosure based on the growth or loss of clients, and/or changes in the values of assets being managed. The Firm also provides investment advisory services to clients with respect to assets which are not included in regulatory assets under management. Financial Planning: HBKS also offers financial planning services either as incidental and complimentary to investment management, or as a stand-alone service pursuant to Financial Services Agreements. Based on information and documents obtained from clients, a financial plan is designed to help the clients pursue their stated financial goals and objectives. Financial plans will cover areas chosen and agreed upon by the client based on discussions with the advisor. The financial plan may address any or all of the following areas as chosen by the client: RETIREMENT: providing clients’ current balance sheets and cash flows, along with net worth and cash flow projections that run through clients’ life expectancies. If there is a shortfall in current savings or adjustments are needed, the plans may project additional savings or changes needed. INVESTMENTS: analyzing clients’ portfolio allocation based on current account statements. Clients’ risk tolerance is measured through an assessment by the planner. Based on clients’ risk tolerance, investment horizon and goals, portfolios are suggested. If clients provide general annual lifestyle expense figures, a Monte Carlo simulation can be run to determine the probability that clients can achieve financial independence until the second to die period. EDUCATION: providing suggested savings or lump sum calculations to achieve education goals based on client input and assumptions about college costs, tuition inflation, and how many years the child(ren) will attend school. PROTECTION PLANNING: providing an analysis of clients’ current lifestyle expenses, assets, and existing insurance. This helps determine whether clients and co-clients have enough life insurance to take care of survivor’s needs. This analysis determines insurance needs generally by assuming that clients (co-clients) will die in the current year. ESTATE PLANNING: providing an estate tax analysis at either the first or second death. Reviews current documents and may recommend possible strategies and/or reviews by estate professionals. May recommend basic estate tax savings strategies and provide hypothetical results. INCOME TAX PLANNING: providing an analysis of planning options based on their potential tax impact and recommendations designed to reduce the effect of taxes. (Note: HBKS is not an accounting firm or law firm and does not render opinions on tax matters or otherwise give tax advice.) ONGOING PLANNING: providing on-going planning services to periodically review and/or update clients’ financial plans based on changing needs. Clients help determine the frequency of these reviews (quarterly, semi- annually or annually). If clients adopt the recommendations in the financial plan, the Firm suggests clients work closely with their attorneys, accountants, insurance agents, financial advisors, and/or stockbrokers as needed. Use of recommendations is entirely at clients’ discretion. Clients are not obligated to use an HBKS affiliate to obtain any accounting, insurance, or brokerage services (HBKS does not have any affiliates who provide legal advice or services). If clients use HBKS or an affiliate for any such services, HBKS or its affiliate would have a conflict of interest in connection with recommendations involving advisory services or products offered by HBKS or its affiliates. High Net Worth Services: High net worth clients with complex and wide-ranging needs for planning, investment management, philanthropic investing and related concierge type financial management services can retain the Firm to provide a range of additional and enhanced services provided under its trade name Level 3. Other Financial Services: When clients wish to retain HBKS for services other than investment management and incidental services, including separate financial planning services, they enter into Financial Services Agreements which establish the nature of the services and the fees to be charged. Either party may terminate a Financial Services Agreement upon written notice. Termination will be effective upon receipt of such notice. If services are terminated within five days of clients executing a Financial Services Agreement, services will be terminated without penalty. However, fees for services provided during those five days will be billed to clients and any additional fees paid in advance will be refunded. After the initial five business days, clients will be responsible for the payment of fees for services provided prior to termination. If the initial retainer fee is not enough to cover the amount due, clients will be responsible for payment of the additional fees upon receipt of a billing notice from HBKS. Any collected but unearned fees will be promptly refunded to clients. Due to the nature of some of these other services and the affiliate relationship of some of the businesses, conflicts of interests between clients and HBKS may arise. As set forth herein, HBKS addresses these potential conflicts by monitoring activity through its compliance department. A key goal of compliance is to make sure that client interests are protected and always come first. Pension Consulting Services: HBKS will contract with and provide advisory and consulting services to employee benefit plans and their fiduciaries based on the needs of the plan. The services may include an existing plan review, asset allocation advice, analysis of expenses, money management services, investment recommendations, investment performance monitoring, and ongoing consulting. HBKS will also provide education-based services for the plan participants and provide information on the plan specifics and allocation choices. They may also meet with individual plan participants and offer guidance based on that individual’s risk tolerance and objectives. HBKS will also contract with and provide services to individual plan participants. The types of services provided pursuant to contracts with individual plan participants include the same as those listed above, depending on the individuals’ needs. The services provided in connection with employee benefit plans are subject to the Employee Retirement Income Security Act (“ERISA”). Depending on the nature of the services provided, HBKS may or may not be considered a fiduciary under ERISA. The specific pension consulting services and related fees shall be negotiated with the plan or the individual plan participant on a case-by-case basis and documented in a written agreement. Newsletters: HBKS provides educational and informational newsletters to clients. These newsletters are issued periodically and are free of charge to clients requesting them. Custodial Services: When providing investment management and other services, HBKS does not hold client assets. Rather, HBKS works with clients to establish accounts with “Custodians” who hold the assets. The Custodians charge clients fees for their services. The Firm currently has custodial arrangements with various independent Custodians. The Custodians most often used by HBKS include: a. Charles Schwab & Company, Inc. (“Schwab”) b. Fidelity Institutional Wealth Services, a division of Fidelity Investments®, and its affiliates National Financial Services LLC and/or Fidelity Brokerage Services LLC (“Fidelity”), and c. Raymond James Financial Services, Inc. (“Raymond James”) The Firm also uses Comerica as custodian for a limited number of accounts which domiciled offshore for legal and tax purposes. The Firm may use other Custodians as agreed with clients. Except as otherwise disclosed in this brochure, HBKS does not share in the brokerage fees or transaction charges imposed by Custodians. Although HBKS may recommend that clients establish accounts with the above referenced Custodians, clients choose the Custodian. Back Office Services for Third-Party Advisers: HBKS provides back office sub-advisory and consulting services to third-party investment advisers, including investment advisers affiliated with HBKS. The back-office services include providing trade and rebalance services, allocation services, model development, proposal and report preparation, research, compliance consulting, administrative services, and other related services. HBKS provides these services pursuant to consulting, sub- advisory or similar agreements, and does not act as a representative or agent of the third-party investment advisers. Please Note: Some of the third-party investment advisers for which HBKS provides back-office services are affiliated entities of HBKS, and may have investment adviser representatives who are dually registered with HBKS. Since dually registered investment adviser representatives provide services through a third-party investment adviser, conflicts of interest exist as the adviser representatives may have the incentive to recommend the services of one firm over the other based on the amount of compensation they can earn individually, or based on the compensation to be received by HBKS. The Firm may also benefit due to having an ownership interest in the affiliate entities. With respect to its sub-advisory services, the unaffiliated investment advisers that engage HBKS for sub-advisory services maintain both the initial and ongoing day-to-day relationship with the underlying client, including initial and ongoing determination of client suitability for HBKS’ designated investment strategies. HBKS’ obligation shall be limited to management of the allocated assets consistent with the objective and/or strategy designated by the Adviser. If the custodian/broker-dealer is determined by the unaffiliated investment adviser, HBKS will be unable to negotiate commissions and/or transaction costs, and/or seek better execution. As a result, client may pay higher commissions or other transaction costs or greater spreads, or receive less favorable net prices, on transactions for the account than would otherwise be the case through alternative clearing arrangements recommended by HBKS. Higher transaction costs adversely impact account performance. Fixed-Income Portfolio Management Services: HBKS provides fixed-income portfolio management services, including a wide range of cash, credit-based, specialty bond strategies and customized portfolios. We offer investment advisory services tailored to meet clients’ individual investment goals by developing investment guidelines mutually acceptable to the client and our firm. When creating investment guidelines, clients may impose investment restrictions on certain individual securities or types of securities. The investment process includes a top-down, macroeconomic analysis includes research on the overall risk environment, broad portfolio themes, industry analysis and overall portfolio quality. This is combined with bottom-up research of specific companies which, among other things, assesses credit characteristics, historical analysis of operations and financials, leading indicators and measures of profitability, management quality, free cash flow, financial flexibility, market share, revenue growth, margin trends and access to capital. Sub-Advisor Management Services: HBKS provides investment strategies to other investment advisers through sub-advisory agreements. Pursuant to these sub-advisor agreements, the client’s primary advisor retains HBKS to provide general or specialized investment management for their clients’ assets. The primary advisor is responsible for determining the client’s ongoing facts and circumstances, risk tolerance, choosing the appropriate strategy for the client, and directing HBKS as to which strategy to use in managing the clients’ assets. Stable Value Products and Consulting Services: HBKS provides advisory and consulting services to develop and implement investment strategies concentrating on stable value instruments, including Guaranteed Investment Contracts (“GIC”) and GIC Alternatives. We can also be retained in a consulting capacity to provide pertinent information on all aspects of a stable value asset portfolio. Miscellaneous: Non-Investment Consulting/Implementation Services. To the extent requested by the client, the Firm may provide consulting services regarding non-investment related matters, such as estate planning, tax planning, insurance, etc. Neither the Firm, nor any of its representatives, serves as an accountant or attorney, and no portion of the Firm’s services should be construed as tax preparation or legal advice. To the extent requested by a client, the Firm may recommend the services of other professionals for certain non-investment implementation purposes (i.e. attorneys, accountants, insurance agents, etc.), including representatives of the Firm in their separate licensed capacities as discussed below. The client is under no obligation to engage the services of any such recommended professional. The client retains full discretion over all implementation decisions and can accept or reject any Firm recommendation. PLEASE NOTE: If the client engages any recommended professional, and a dispute arises thereafter related to the engagement, the client agrees to seek recourse exclusively from and against the engaged professional. PLEASE NOTE: It remains the client’s responsibility to promptly notify the Firm if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing, evaluating, and/or revising the Firm’s previous recommendations and/or services. PLEASE NOTE: Non-Discretionary Service Limitations. Clients that determine to engage the Firm on a non-discretionary investment advisory basis must be willing to accept that the Firm cannot effect any account transactions without obtaining prior verbal consent from the client. Thus, in the event of the need for trading activity such as during a market correction in which the client is unavailable, the Firm will be unable to effect any account transactions (as it would for its discretionary clients) without first obtaining the client’s verbal consent. PLEASE NOTE: Inverse and Enhanced Market Strategies. The Firm may utilize long and short mutual funds and/or exchange traded funds that are designed to perform in either an: (1) inverse relationship to certain market indices (at a rate of 1 or more times the inverse [opposite] result of the corresponding index) as an investment strategy and/or for the purpose of hedging against downside market risk; and/or (2) enhanced relationship to certain market indices (at a rate of 1 or more times the actual result of the corresponding index) as an investment strategy and/or for the purpose of increasing gains in an advancing market. There can be no assurance that any such strategy will prove profitable or successful. In light of these enhanced risks/rewards, a client may direct the Firm, in writing, not to employ any or all such strategies for his/her/their/its accounts. Affiliated Private Funds: HBKS is an affiliate entity of Park Shore Partners LLC, an SEC registered investment adviser serving as General Partner and/ or Investment Manager of the Park Shore Opportunity Fund Ltd., and its feeder funds, including the Park Shore Opportunity US Fund LP, the Park Shore Opportunity US QP Fund LP and the Park Shore Opportunity Offshore Fund Ltd. (together, the “AOpportunity Funds”). Park Shore Partners LLC is deemed to have custody of client assets invested in the Opportunity funds under applicable law and regulations. To comply with the SEC’s custody rules, Park Shore Partners LLC undergoes an annual audit and provides the results of the audit to investors in the Opportunity Funds within 120 days of its completion. Due to Park Shore Partners LLC’s affiliation, the Firm will be deemed to have custody of client assets invested in Park Shore Partners LLC Opportunity Funds. Park Shore Partners LLC also acts as sub-advisor for a private investment fund owned by First Trust Capital Management L.P. named the Park Shore Multi Asset Strategy Fund LLC, which includes access to multiple classes of investment strategies including, but not limited to, income and private equity strategies (the “MAS Fund”). Condensed descriptions of the risks involved in the Opportunity Funds and MAS Fund are set forth below (the complete description of the terms, conditions, risks and fees, including incentive compensation, associated with each of the Opportunity Funds and the MAS Fund is set forth in their offering documents). The Chief Compliance Officer of HBKS also serves in that position for Park Shore Partners LLC. Certain IARs of HBKS are also investment advisor representatives of Park Shore Partners LLC and may recommend to their respective clients (on a non- discretionary basis) that qualified clients allocate a portion of their investment assets to the Affiliated Funds and/or MAS Fund. The Firm and its representatives, on a non-discretionary basis, may recommend that qualified clients consider allocating a portion of their investment assets to Opportunity Funds and/or MAS Fund. The terms and conditions for participation in the Opportunity Funds and MAS Fund including management and incentive fees, conflicts of interest, and risk factors, are set forth in the their offering documents. HBKS’s clients are under absolutely no obligation to consider or make an investment in any private investment fund(s), including the Opportunity Funds or MAS Fund. PLEASE NOTE: Private investment funds generally involve various risk factors, including, but not limited to, potential for complete loss of principal, liquidity constraints and lack of transparency, a complete discussion of which is set forth in each fFund’s offering documents, which will be provided to each investor for review and consideration. Unlike other liquid investments that a client may maintain, private investment funds do not provide daily liquidity or pricing. Each prospective client investor will be required to complete a Subscription Agreement, pursuant to which the client shall establish that he/she is qualified for investment in the find, and acknowledges and accepts the various risk factors that are associated with such an investment. PLEASE ALSO NOTE: CONFLICT OF INTEREST. Because the Firm and/or its affiliates can earn compensation from the Opportunity Funds and MAS Fund (both management fees and incentive compensation) that may exceed the fee that the Firm would earn under its standard asset-based fee schedule referenced in Item 5 below, the recommendation that a client become an Opportunity Fund and/or MAS Fund investor presents a conflict of interest. No client is under any obligation to become a fund investor. The Firm’s Chief Compliance Officer, Michael Wassmann, remains available to address any questions regarding this conflict of interest. Unaffiliated Private Investment Funds: HBKS may also provide investment advice regarding unaffiliated private investment funds. HBKS, on a non-discretionary basis, may recommend that certain qualified clients consider an investment in unaffiliated private investment funds. HBKS’ role relative to the private investment funds shall be limited to its initial and ongoing due diligence and investment monitoring services. If a client determines to become a private fund investor, the amount of assets invested in the fund(s) shall be included as part of “assets under management” for purposes of HBKS calculating its investment advisory fee. HBKS’ clients are under absolutely no obligation to consider or make an investment in a private investment fund(s). Please Note: Private investment funds generally involve various risk

factors, including, but not limited to, potential for complete loss of principal, liquidity constraints and lack of transparency, a complete discussion of which is set forth in each fund’s offering documents, which will be provided to each client for review and consideration. Unlike liquid investments that a client may own, private investment funds do not provide daily liquidity or pricing. Each prospective client investor will be required to complete a Subscription Agreement, pursuant to which the client shall establish that he/she is qualified for investment in the fund, and acknowledges and accepts the various risk factors that are associated with such an investment. Please Also Note: Valuation. In the event that HBKS references private investment funds owned by the client on any supplemental account reports prepared by HBKS, the value(s) for all private investment funds owned by the client shall reflect the most recent valuation provided by the fund sponsor. If no subsequent valuation post- purchase is provided by the Fund Sponsor, then the valuation shall reflect the initial purchase price (and/or a value as of a previous date), or the current value(s) (either the initial purchase price and/or the most recent valuation provided by the fund sponsor). If the valuation reflects initial purchase price (and/or a value as of a previous date), the current value(s) (to the extent ascertainable) could be significantly more or less than original purchase price. The client’s advisory fee shall be based upon reflected fund value(s). Retirement Rollovers-Potential for Conflict of Interest: A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). A client or prospective client with a brokerage-based IRA also has the option of rolling the IRA into a fee based advisory IRA. If the Firm recommends that a client roll over their retirement plan assets into an account to be managed by the Firm, such a recommendation creates a conflict of interest if the Firm will earn new (or increase its current) compensation as a result of the rollover. No client is under any obligation to rollover retirement plan assets to an account managed by HBKS. HBKS’ Chief Compliance Officer, Michael Wassmann remains available to address any questions that a client or prospective client may have regarding the potential for conflict of interest presented by such rollover recommendation. Client Obligations. In performing its services, HBKS 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 Firm if there is ever any change in his/her/ its financial situation or investment objectives for the purpose of reviewing, evaluating, and/or revising the Firm’s previous recommendations and/or services. Valuation Policy. The market value of assets is determined by the Custodian or other fair pricing methods. In the rare case where the Custodian cannot obtain a price, where HBKS strongly believes the Custodian’s price is not accurate, or where a security has halted trading, the Firm will determine fair value based on appropriate factors, including its knowledge of the security and current market conditions. Billing on Cash Positions. Cash positions are included as part of assets under management when calculating the management fee, unless specifically excluded in writing in the Agreement. Fees By Other Advisors. Other investment advisors may provide similar services as HBKS for lower fees. In any case, the HBKS fee shall not exceed 2.75% of assets under management. Capital Gains. The fees are not charged based on capital gains, or capital appreciation, of the assets of an advisory Client (15 U.S.C. §80b-5(a)(1)). Third-Party Fees. Clients may incur other fees for other services provided by HBKS beyond the management fees discussed in this section. Clients may also incur fees for services provided by third parties such as Custodians, broker dealers who execute transactions, mutual fund managers, sub-advisors, separate account managers, and others. The management fees charged by HBKS are not reduced to offset any commissions or other fees incurred by clients. For a more detailed description of these other fees see sections 5, 8, 10 and 12. Conflicts of interest that arise between clients and HBKS are disclosed in this section and elsewhere in the Brochure. HBKS has in place a compliance program and has appointed a Chief Compliance Officer to monitor Firm activity and protect client interests. Part of the responsibilities of the compliance department is to make sure that client interests come first when potential conflicts of interest exist. 5. FEES AND COMMISSIONS As part of its fiduciary duties, HBKS puts the interests of clients first. Clients should be aware, however, that the receipt of any fees or benefits by HBKS, in and of itself, creates a conflict of interest. Investment Management Fees: Pursuant to the Firm’s investment management agreements, clients are charged a fee based on a percentage of assets under management in most cases. The management fees are based on several factors such as the nature of the assets, the services provided, the practice group involved, and the amount of assets being managed. Generally, the percentage fee decreases as the amount of assets under management increases. Fees may be negotiated in limited circumstances. The fee is calculated and paid quarterly based upon the market value of the assets on the last day of the previous quarter. In most cases, the fees are paid in advance at the beginning of the quarter. There are a small number of exceptions which are billed in arrears and may look to daily average or month end asset value due to the historical practice for those accounts. Fees are either invoiced or debited from client accounts based on written permission to Custodians. Sub-advisory fees are billed using the same procedures and guidelines. The fee for the initial quarter is pro-rated starting on the date you open an account with a Custodian. The initial fee shall be based on the market value of the account assets on the first month-end after the Agreement is signed and billable assets are posted to the Custodian account. If the Agreement is terminated, the management fee will be pro-rated for the quarter in which the cancellation notice was given and any unearned fees will be refunded to the clients. An exception to this policy is the Firm’s Retirement Planning Unit, which does not refund fees upon termination, but keeps such fees to cover the costs of closing down the management relationship. HBKS may allow accounts from the same household to be grouped to meet fee breakpoints. For example, accounts may be grouped for clients and their children, for spouses that have individual and joint accounts, or for similarly related accounts. The key factor in deciding if accounts can be grouped is whether the clients live in the same household, although grouping may be permitted in other circumstances on an ad hoc basis based on specific circumstances. Management fees may be discounted if clients also have other assets under management with the Firm pursuant to a separate agreement. Some of the investment management services provided may include retaining sub-advisors, overlay managers or third-party service providers as described elsewhere in this Brochure. Clients will pay fees for services provided by sub-advisors, overlay managers and third-party service providers which are separate from and in addition to investment management fees charged by HBKS. The amount of the additional fees will depend on the nature of the services being provided and the number of third parties involved, and may change over time based on changed circumstances. Third-Party Sponsored Wrap Fee Program: Sub-advisory services provided by Raymond James may be managed under a wrap fee program sponsored by Raymond James as part of its managed account programs. Please Note : 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. The terms and conditions of a wrap program engagement are more fully discussed in the sponsor’s wrap fee program brochure. Conflict of Interest: Because wrap program transaction fees and/or commissions are being paid by the wrap program sponsor, the sponsor could have an economic incentive to minimize the number of trades in the client’s account and to otherwise choose options in managing the assets that are less costly to the wrap program sponsor, regardless of whether these are the best options for the client or provide optimal service and outcome for the client. Please note that HBKS’s investment advisory fee shall be separate from, and in addition to, any wrap program fee. For further information on the Raymond James managed account programs and corresponding wrap fee program, please see Section 8 below. The Firm’s Chief Compliance Officer, Michael G. Wassmann, JD, remains available to address any questions that you may have regarding the above. Financial Planning Fees: Fees for comprehensive, modular and single-issue financial planning services and consulting services will be charged in one of the following ways:
• As a fixed fee, typically ranging from $500-$20,000.
• On an hourly basis, typically ranging from $100-$500 per hour. Fees for on-going financial consulting will be charged in one of the following ways:
• As a fixed annual fee, starting at $500.
• As a percentage of the amount of assets under advisement with 2.75% being the maximum annual fee. A Financial Services Agreement may also cover ongoing services and may be a fixed amount or based on the amount of assets covered. Fees for financial planning are determined by the IAR providing the services. The fees will be based on the complexity of clients’ financial situations and the nature of work provided. Up to 50% of the fixed or estimated hourly fee may be due upon signing the Financial Services Agreement, with the balance due upon completion of the services. For fees charged on an hourly basis, the amount due in advance is based on estimated time needed to complete the services. The IAR will determine the amount to be paid in advance. The balance due is based on actual hours needed to complete the work. Fees charged as a percentage of assets under advisement will be charged on a quarterly basis, usually in advance. Fees will be based on the value of the assets for which HBKS provided planning services. The value of the assets used for fee calculations will be the billable asset value on the last day of the previous calendar quarter. Quarterly planning fees for initial and last quarters that are not full quarters will be prorated based on the number of days that services were or will be provided during the calendar quarter. Planning fees may be discounted if the client also has other assets under management, pursuant to a separate agreement, with HBKS. Any discount to planning fees will be at the discretion of the IAR. Fees may be billed directly to clients and will be due and payable upon receipt of such billing notice. Fees may also be deducted directly from the client accounts and paid directly to HBKS by the account custodian. Prior to any fees being deducted from client accounts, clients will provide authorization for the account custodian to deduct fees and pay them directly to HBKS. Financial planning services may also be provided as services incidental to investment management and be included as part of the investment management services. In these situations there are no additional or separate charges for those incidental services and they are covered by the Agreements between the Firm and the clients. High Net Worth Services Fees: Fees for high net worth services can be billed as fixed fees for services, hourly fees or based on a percentage of assets under management. The client and the Firm will determine the nature and amount of the fees taking into account the types of services provided by the Firm, and will include those fees in a written agreement. Securities Commission Transactions. In the event that the client desires, the client can engage certain of HBKS’s representatives, in their individual capacities as registered representatives of Purshe Kaplan Sterling Investments, Inc. (“PKS”), a third-party FINRA member broker-dealer, to implement investment recommendations on a commission basis. In the event the client chooses to purchase investment products through PKS, PKS will charge brokerage commissions to effect securities transactions, a portion of which commissions PKS shall pay to HBKS’s affiliate HBK Sorce Brokerage, LLC pursuant to a referral agreement. See also discussion below in Item 10. The brokerage commissions charged by PKS may be higher or lower than those charged by other broker-dealers. In addition, PKS, as well as HBKS affiliates and IARs, relative to commission mutual fund purchases, may also receive additional ongoing 12b-1 trailing commission compensation directly from the mutual fund company during the period that the client maintains the mutual fund investment. HBK Sorce Brokerage LLC and/or HBKS IARs (in their capacity as PKS registered representatives) may also receive from PKS fees in connection with referrals of clients to investment bankers for purposes of raising capital through the sale of securities or selling ownership interests in companies. Conflict of Interest: The recommendation that a client purchase a commission product through PKS or use a particular investment banker presents a conflict of interest, as the receipt of commissions or investment banking referral related fees may provide an incentive to recommend investment products or investment bankers based on commissions or fees to be received, rather than on a particular client’s need. No client is under any obligation to purchase any commission products from HBKS’s IARs or use an investment banker referred by HBKS’s IARs. The Firm’s Chief Compliance Officer, Michael Wassmann, remains available to address any questions that a client or prospective client may have regarding the above conflict of interest. PLEASE NOTE: Clients may purchase investment products recommended by HBKS through other, non- affiliated broker dealers or agents. The Firm does not receive more than 50% of its revenue from advisory clients as a result of commissions or other compensation for the sale of investment products the Firm recommends to its clients. Except as provided elsewhere in this Brochure, when HBKS’s representatives sell an investment product on a commission basis, the Firm does not charge an advisory fee in addition to the commissions paid by the client for such product. When providing services on an advisory fee basis, the Firm’s representatives do not also receive commission compensation for such advisory services (except for any ongoing 12b-1 trailing commission compensation that may be received as previously discussed). However, a client may engage the Firm to provide investment management services on an advisory fee basis and separate from such advisory services purchase an investment product from HBKS’s representatives on a separate commission basis. If clients own variable annuities and want HBKS to manage the investment sub-accounts, the Firm will include the market value of the annuity in assets under management. This fee will be charged even if clients paid a commission when the annuities were purchased, including commissions to HBKS representatives in their capacity as registered representatives of a broker dealer. See discussion in sections 5 and 9. The advisory fee charged by the Firm is separate and in addition to the commission received by the representative who sold the variable annuity. Asset Based Pricing Fees: We may recommend that our clients enter into an asset based pricing agreement with the account custodian. Under an asset based pricing arrangement, the amount that a client will pay the custodian for account commission/transaction fees is based upon a percentage (%) of the market value of your account, generally expressed in basis points. One basis point is equal to one one-hundredth of one percent (1/100th of 1%, or 0.01% (0.0001). This differs from transaction-based pricing, which assesses a separate commission/transaction fee against your account for each account transaction. Account investment decisions are driven by security selection and anticipated market conditions and not the amount of transaction fees payable by you to the account custodian. We do not receive any portion of the asset based transaction fees payable by you to the account custodian. We continue to believe that some of our clients can benefit from an asset based pricing arrangement. If you use asset based pricing, you can request at any time to switch from asset based pricing to transactions based pricing, however, there can be no assurance that the volume of transactions will be consistent from year-to-year given changes in market events and security selection. Thus, given the variances in trading volume, any decision by you to switch to transaction based pricing could prove to be economically disadvantageous. The Firm’s Chief Compliance Officer, Michael Wassmann, remains available to address any questions that a client or prospective client may have regarding the above conflict of interest. Back Office Services Fees: In connection with providing back-office services for third-party investment advisers, HBKS will receive compensation based on a fixed fee for services, a percentage of assets under management by the third-party adviser, an hourly rate, or a combination of these fees as agreed by the parties. Given that some of the third-party investment advisers who pay fees to HBKS may be affiliated entities and may register individual representatives who are dually registered with HBKS, a conflict of interest exists in connection with the receipt of fees by HBKS because the representatives may have the incentive to recommend the services of one firm over the other based on the amount of compensation to be received by HKBS. Fidelity/Schwab/Raymond James. As discussed below at Item 12, HBKS recommends that Fidelity, Schwab, Raymond James and/or Comerica serve as the broker-dealer/custodian for client investment management assets. Broker-dealers such as Fidelity, Schwab, Raymond James and Comerica charge brokerage commissions and/or transaction fees for effecting securities transactions. In addition to HBKS’ investment management fee, brokerage commissions and/or transaction fees, clients will also incur, relative to all mutual fund and exchange traded fund purchases, charges imposed at the fund level (e.g. management fees and other fund expenses). The fees charged by Fidelity, Schwab, Raymond James and Comerica, as well as the charges imposed at the mutual fund and exchange traded fund level, are in addition to HBKS’ advisory fee referenced in this Item 5. Asset Acquisition and Sale Consulting and Advisory Fees: In connection with providing consulting and advisory services for clients involved in the purchase or sale of the operating assets of a company, HBKS will receive compensation. HBKS may also refer these clients to a third-party firm that conducts these types of asset purchase transactions, and the third-party may retain and pay HBKS consulting, advisory and/or referral fees in connection with the transaction. The Firm’s affiliate CPA firm may also be retained and paid fees in connection with these transactions. Compensation to the Firm may be on an hourly basis, a fixed fee basis, a percentage of the purchase/sale price, or a combination of these fees as negotiated with the client and or third-party firm. Conflict of Interest: The recommendation that a client use HBKS’s services, the services of a referred third- party firm, or the affiliate CPA firm in connection with the purchase or sale of the operating assets of a company creates a conflict of interest, as the receipt of fees by HBKS or its affiliate may provide an incentive to recommend such services based on fees to be received, rather than on a particular client’s need. No client is under any obligation to use asset acquisition or sale consulting and advisory services of HBKS, any firm referred by HBKS, or the HBKS affiliate CPA firm. The Firm’s Chief Compliance Officer, Michael Wassmann, remains available to address any questions that a client or prospective client may have regarding the above conflict of interest. PLEASE NOTE: Client may obtain consulting and advisory services for the purchase or sale of the operating assets of a company through other, non-affiliated or referred entities. Differing Fees: HBKS, in its sole discretion, may charge a lesser investment management fee, charge a flat fee, waive its fee entirely, or charge fees on a different interval, based upon certain criteria (i.e. anticipated future earning capacity, anticipated future additional assets, dollar amount of assets to be managed, related accounts, account composition, investment advisor representative involved, grandfathered fee schedules, courtesy accounts, competition, complexity of the engagement, negotiations with client, etc.). Please Note: As result of the above, similarly situated clients could pay different fees. In addition, similar advisory services may be available from other investment advisers for similar or lower fees.