B.B. Graham & Co., Inc. (“BBG”) is an SEC registered investment adviser firm and B.B. Graham & Co., Inc. was initially established in 1997 to provide personalized and confidential financial planning and investment management to individuals, pension and profit-sharing plans, trusts, estates, corporations, and small businesses (herein referred to as “Client” or “Clients”). Advice is provided through consultation, normally with the investment advisor representative (IAR), meeting with the client and may include portfolio management services. Principal Owners For the purpose of this section, BBG lists its principal owners as any person directly owning 25% or more of BBG as disclosed on Schedule A of Part 1A as of date of the last update filing. BBG’s principal owners are as follows:
• Bruce Graham is a direct owner of BBG with 100% ownership. BBG is not a publicly held company and no part of BBG is owned by an individual or company through any subsidiaries or “intermediate subsidiaries.” Types of Advisory Services Offered Asset Management Services BBG offers Client’s investment supervisory advisory services, also known as asset management service, as covered in the Investment Management Agreement where each Client may receive specific investment advisory services, and furnishes investment advice through consultations, normally through independent advisor representatives, for RBC Correspondent Services Accounts and/or approved third-party programs. BBG may assist Client in determining, among other things, suitability, investment objectives, goals, time horizons, and risk tolerances. Financial Planning Services On more than an occasional basis, some Investment Advisor Representatives of BBG’s advisory services may furnish advice to clients on matters not involving securities, such as financial planning matters, taxation issues, and trust services. Therefore, BBG may also offer Clients financial planning services to include comprehensive or segmented (limited) financial plans, investment plans, and/or individual consultations regarding a Client's financial affairs. The design and implementation of a financial plan may begin with the process of gathering data regarding income, expenses, taxes, insurance coverage, retirement plan information, wills, trusts, investments and/or other relevant information pertaining to a Client's overall financial situation. This information is carefully analyzed taking into account a Client's goals and stated objectives and a series of recommendations and/or alternative strategies will be developed and designed to achieve optimum overall results. Fees for such services will be on a flat fee or an hourly rate. Employer Sponsored Retirement Plan Consulting Services BBG may provide consultation services to employer-sponsored retirement plans, including, pension, 401(k), and profit-sharing plans with a range of non-fiduciary consulting services including; Form ADV Part 2A/B for BBG Page 6 of 20 General education via on site group enrollment or equivalent client and participant meetings to assist in the education of Plan participants about general investment principles and the investment alternatives under the Plan and websites and/or software tools available to participants. Provide non-discretionary investment advice to plan participants based upon their respective investment goals, objectives, and risk tolerances. Participate in plan oversight committee meetings and provide input and direction relating to the plan operation. Assist the plan with service provider and/or plan design concerns. Communicate with plan providers to resolve such issues. Meet with plan sponsor on a periodic basis to discuss various monitoring reports and recommendations. Acknowledgment of Fiduciary Status under ERISA On occasion, the Adviser’s investment professionals may recommend rollovers to retirement plan participants, including (i) from an ERISA plan to another ERISA plan or to an IRA; (ii) from an IRA to another IRA; or (iii) from one type of account to another, such as a commission-based account to a fee- based account. In such cases, the Adviser’s investment professionals would be providing ERISA fiduciary advice when it discusses specific investment products or advice with a client prior to the rollover, and the clients and the Adviser’s investment professionals have a mutual understanding that the Adviser’s investment professionals will be providing investment advice on a regular basis after the rollover. When we provide investment advice to you regarding your retirement plan account 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 special rule’s provisions, we must:
• Meet a professional standard of care when making investment recommendations (give prudent advice);
• Never put our financial interests ahead of yours when making recommendations (give loyal advice);
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures 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 basic information about conflicts of interest. Approved Third-Party Programs Portfolio Management services are individually structured to meet each client’s particular needs and financial objectives, time horizons, investment sophistication, tax status, and risk tolerance. These guidelines rely on information provided by the client, as analyzed by the advisor. The firm’s representatives will provide selected clients with recommendations on selected investments to establish a portfolio and subsequent individual account supervision. There are no incremental levels of portfolio supervision; in principle, all accounts receive equal supervision, although the composition of any portfolio may require more attention due to market fluctuations. Recommendations and / or transactions may include a wide range of securities products, using investment strategies as noted in this brochure. In practice, most or all accounts

will be reviewed to some degree on an almost daily basis. Individual accounts will receive at least quarterly reviews and be monitored individually on a more frequent basis as market conditions dictate. B. B. Graham & Co.’s advisory services offer various programs, including third-party advisory services, through the following programs: Form ADV Part 2A/B for BBG Page 7 of 20
• Advisor- An RBC product that is a client directed, non-discretionary advisory program centered on the advice and service financial advisors provide to their clients to purchase no load and load waived mutual funds in addition to other securities.
• Consulting Solutions- An RBC product that offers private account management from a choice of top institutional managers on a discretionary basis.
• RBC Unified Portfolio- An RBC product that allows clients to hold ETFs, Mutual Funds, and Private account managers in the same account.
• uMAS- An RBC program which allows B. B. Graham & Co.’s Advisory services to facilitate a custom fee-based account program. uMAS accounts may be discretionary. Please see the section titled Investment Discretion for more information.
• Separately Managed Accounts/Envestnet - The managed account solution provides individual investors with access to some of the leading investment managers. With a separately managed account, investors enjoy direct ownership of the securities in the portfolio. This allows for greater flexibility, more control and tax advantages over other investment vehicles.
• Unified Managed Accounts/Envestnet- The Unified Management Account solution enables the Advisor to construct a single portfolio by selecting the specific, underlying investment vehicles and asset allocations. The UMA combines the investment expertise of globally prominent asset managers, ETFs and Mutual Funds into a single portfolio and custodial account. This investment strategy delivers the benefits of a traditional separately managed account in a single fully diversified portfolio and provides the freedom to choose the best solutions available to suit investor needs.
• Advisor as Portfolio Manager Accounts/Envestnet- The Advisor as Portfolio Manager program offers access to portfolios comprised of products chosen directly by the Advisor. These model portfolios are constructed and rebalanced directly by the Advisor.
• Asset Allocation, Wrap Fee Accounts, and Third-Party Models Access/Envestnet - comprehensive program support of Envestnet’s mutual fund and exchange-traded fund asset allocation and wrap product program. The Third-Party Strategist Program offers individual investors an actively managed portfolio comprised of carefully selected mutual funds or exchange-traded funds managed by independent management firms.
• AssetMark- AssetMark, Inc. (“AssetMark”) is a registered investment adviser with the Securities and Exchange Commission (SEC) and provides consulting services to other advisors and investment advisory clients. AssetMark is the sponsor of the Platform and consults with the Financial Advisory Firms to implement the Platform for their Clients. As part of its services, AssetMark provides Account administration and has developed internet-based software which provides the Financial Advisory Firm with the ability to directly monitor its Client Accounts, download information concerning changes in the Platform, and access current information relating to the Platform. AssetMark also serves as the Portfolio Strategist and Investment Manager for the Market Blend ETF Strategies and the Guided Portfolios which includes the GPS Solutions and the GPS Select Solutions. GPS Solutions will invest in pre-determined allocations of the GuidePath Funds, with the option to also include additional investment options such as alternative investments. GPS Select Solutions will invest in pre-determined allocations to various Asset Allocation Approaches and within each Asset Allocation approach, will make allocations to various Portfolio Strategists and Investment Managers, including Altegris Advisors, LLC, an affiliate of AssetMark, Aris and Savos
• Orion Portfolio Solutions- Orion Portfolio Solutions is a Turnkey Asset Management Program (TAMP) that provides unparalleled service to investment advisers and their clients. Orion Portfolio Solutions offers investment options to add expertise and flexibility to an investment adviser’s practice. Form ADV Part 2A/B for BBG Page 8 of 20
• Folio Institutional- Folio Institutional’s focus on investment innovation enables them to build a platform for low-cost diversification, suitable for clients of any size. Folio Institutional is offered by Folio Investments, Inc., a licensed broker-dealer launched in 2000 to help investors and those who serve them achieve financial success with an investment platform available for a fair price. BBG may add or change the programs offered in the future. Termination of Account Clients who wish to terminate their account must notify BBG verbally within five (5) business days of its execution with written notice to follow within the next twenty-four (24) hours. If services are terminated within (5) business days of executing the client agreement, services will be terminated without penalty. After the initial five (5) business days, the client may be responsible for payment of fees for the number of days services are provided by BBG prior to receipt of the notice of termination. BBG shall refund any/all pre-paid unearned fees on a pro-rata basis. BBG may tailor its advisory services to the specific needs and objectives of each advisory client. Clients may also impose restrictions on investing in certain securities or types of securities. Most of which is generally covered in the client’s investment advisory agreement or financial planning agreement. Wrap Fee Program BBG does not sponsor a wrap fee program at this time. Assets under Management As of December 31, 2023, the amount of client assets under advisement is calculated as follows: Discretionary: $ 37,207,932 (77 Clients) Non-discretionary: $ 135,495,232 (234 Clients) BBG’s method for computing the amount of “client assets you manage” is the same method for computing “assets under management.” The amount as disclosed above is rounded to the nearest $50,000. The date of the calculation above is not more than ninety (90) days before the date BBG last updated its brochure.