Gryphon Financial Partners (“Gryphon”, “Firm”, “we”, “us”, “our”, or similar references) is the sponsor of a wrap fee program. We emphasize continuous and regular account supervision. As part of our wrap asset management service, we generally create a portfolio, consisting of individual stocks or bonds, exchange traded funds (“ETFs”), options, mutual funds and other public and private securities or investments. The client’s individual investment strategy is tailored to their specific needs and may include some or all of the previously mentioned securities. Each portfolio will be initially designed to meet a particular investment goal, which we determine to be suitable to the client’s circumstances. Once the appropriate portfolio has been determined, we review the portfolio at least quarterly and if determined necessary, rebalance the portfolio based upon the client’s individual needs, stated goals, and objectives. Each client has the opportunity to place reasonable restrictions on the types of investments to be held in the portfolio. Our Firm’s annual fees for investment management services shall be calculated at up to a maximum of one-and-a-half percent (1.5%) of all assets under management. For new accounts, the advisory fee for the initial quarter will be pro-rated based on the initial value and the number of days remaining in the quarter. An initial value less than $100,000 is excluded from billing for this initial, pro-rated quarter. For subsequent quarters, for those accounts with forward billing, the advisory fee will be billed in advance, based on the previous quarter’s ending billable value. For capital inflows of $100,000 and above, the advisory fee will be pro-rated based on the value of the capital inflow and the number of days remaining in the quarter. The advisory fees for the initial quarter on new accounts and capital inflows are charged at the same time as the advisory fees for the subsequent quarter. Advisory fees include execution costs for brokerage transactions. Advisory fees will be deducted from the client’s account at an independent qualified custodian upon their written authorization. In rare cases, Gryphon will agree to directly bill clients. As part of this process, clients understand and acknowledge the following:
• the client’s independent custodian sends statements at least quarterly showing all disbursements for the account, including the amount of the advisory fees paid to Gryphon;
• the client provides authorization permitting

Gryphon to be directly paid by these terms;
• if Gryphon sends a copy of an invoice to the client, Gryphon will also send a copy of the invoice to the independent custodian;
• if Gryphon sends a copy of an invoice to the client, the invoice will include a legend that urges the client to compare information provided in their invoice with statements received from the qualified custodian. In a wrap fee program, clients pay a specified fee for investment advisory services and the execution of transactions. The advisory services may include portfolio management, and the fee is not based directly upon transactions in a client’s account. Management fees are bundled with the costs for executing transactions in client accounts. This may result in a higher advisory fee to clients. Gryphon does not charge clients higher management fees based on trading activity, but clients should be aware that Gryphon may have an incentive to limit trading activities in client accounts because Gryphon is charged for executed trades. By participating in a wrap fee program, clients may end up paying more or less than clients would through a non-wrap fee program where a lower advisory fee might be charged, but the executing broker passes trade execution costs directly to clients. Clients may pay charges imposed directly by a mutual fund, index fund, or exchange traded fund, which shall be disclosed in the fund’s prospectus (i.e., fund management fees and other fund expenses), mark-ups and mark-downs, spreads paid to market makers, fees for trades executed away from the custodian, wire transfer fees and other fees and taxes on brokerage accounts and securities transactions. These fees are not included within Gryphon’s wrap fees. Clients will typically pay a fee covering both Gryphon’s advisory fee and costs for executing transactions. Third-party money manager advisory fees may be charged to the client directly. Additional Information Related to Retirement Accounts When Gryphon provides investment advice to you regarding your retirement plan account or individual retirement account, Gryphon is a fiduciary 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 Gryphon makes money creates some conflicts with your interests, so Gryphon operates under a special rule that requires Gryphon to act in your best interest and not put Gryphon’s interest ahead of yours.