Stonebridge Financial Planning Group, LLC (“SFPG” or the “Firm”) was organized as a limited liability company under the laws of the State of Florida on October 11, 2007, and is principally owned by Dianne M. Webb and Rebecca Robey. We are registered as an investment adviser with the Securities and Exchange Commission (SEC) to provide investment advisory services. We offer investment advisory and financial planning services to individuals (including high net worth individuals), corporations, pension and profit-sharing plans. This Disclosure Brochure provides you with information regarding our qualifications, business practices, and the nature of advisory services that should be considered before becoming our advisory client. Please contact Dianne M. Webb, President/Chief Compliance Officer, if you have any questions about this Disclosure Brochure. Individuals associated with us who are qualified will provide advisory services on our behalf. Such individuals are known as Investment Advisor Representatives (IARs). SFPG will require the IARs to be properly licensed and registered, unless exempt, in states in which such individuals are conducting investment advisory business. Below is a description of the investment advisory and financial planning services we offer. For more detail on any product or service, please reference your PPS Custom Program Account Form and/or your Financial Planning Services Engagement Agreement or speak with your SFPG IAR. This Brochure is designed to provide detailed information relating to each item noted in the table of contents. Certain disclosures are repeated in one or more items, and/or other items are referred to in an effort to be as comprehensive as possible on the subject matters discussed. Within this Brochure, certain terms in either upper- or lowercase are used as follows:
• “Stonebridge”, “SFPG”, “We,” “us,” “the firm” and “our” refer to Stonebridge Financial Planning Group.
• “Advisor” refers to persons who provide investment advisory services on behalf of Stonebridge Financial Planning Group.
• “You,” “yours,” and “client” refer to clients of Stonebridge Financial Planning Group and its advisors. Description of Services Available SFPG offers a suite of investment advisory services and programs to its advisors for use with their clients. Our investment advisory services and programs are designed to accommodate a wide range of client investment philosophies, goals, needs, and investment objectives. Through these various advisory programs and services, clients have access to a wide range of securities products, including, but not limited to, common and preferred stocks; municipal, corporate, and government fixed income securities; mutual funds; exchange-traded products (“ETPs”); options and derivatives; unit investment trusts (“UITs”); and variable and fixed-indexed insurance products, as well as other products and services, including a variety of asset allocation services, financial planning, and consulting services. Our advisors may also offer advice related to direct participation programs, private placements, and other alternative investments, such as alternative energy programs, research and development programs, leasing programs, real estate programs, and pooled commodities futures programs. SFPG offers the following programs: Financial Planning Services SFPG’s advisors provide advisory consulting services on a wide range of topics, including, but not limited to:
• Investment Analysis and Planning
• Estate Planning
• Retirement Income Planning
• Tax Planning
• Risk Management
• Education Planning
• Insurance/LTC Planning
• Divorce Financial Analysis & Planning
• Survivor/Widowhood Adjustment Financial planning information will be obtained through personal interviews concerning your current financial status, future goals and attitudes towards risk. Related documents that you supply are carefully reviewed, along with data gathered from you. During the financial planning process, we create a comprehensive financial plan for each planning client. In addition, when a client pays for financial planning services, the client receives online access to their financial plan as long they remain an advisory client. Advice to Clients on Matters Not Involving Securities We also offer comprehensive tax planning and divorce planning services. All clients interested in divorce planning services are required to sign a separate Divorce Planning Retainer Agreement outlining the terms and scope of these services. We have a conflict of interest when we provide divorce financial analysis and planning for existing advisory clients. If we provide investment advisory services to a married couple and we learn that they are in the process of a divorce, each individuals’ interest will be in conflict with one another. We resolve this conflict by, upon notice of a finalized divorce, terminating our relationship with one or both of the individuals and verbally explaining the conflict to each client. Educational Seminars, Workshops and Newsletter SFPG engages in the delivery of Educational Workshops and Seminars. These services focus on general education only and do not provide for individualized advice or recommendations. There is generally no cost for attendance at these workshops and seminars, although in certain cases SFPG may charge a nominal fee. SFPG also provides periodic newsletters to its clients and prospective clients with general information regarding investment-related topics and financial planning, as well as general lifestyle items related to health and wellbeing. The newsletter also contains information on any client events or other firm news. SFPG does not charge for this service. Retirement Plan Consulting SFPG has entered into an agreement with Commonwealth to offer Commonwealth’s Wealth Retirement Plan Consulting: We provide a fee-for-service consulting program whereby our advisors offer onetime or ongoing advisory services to qualified retirement plans Through the Retirement Plan Consulting Program, advisors assist plan sponsors with their fiduciary duties and provide individualized advice based upon the needs of the plan regarding investment management matters, such as:
• Investment policy statement support
• Plan menu design and monitoring
• Service provider support Asset Management Services SFPG has entered into an agreement to offer clients access to certain programs offered by Commonwealth Financial Network (“Commonwealth”), an SEC-registered investment adviser. Specifically, Commonwealth’s PPS Custom Account Program is offered. PPS Custom: The PPS Custom Program enables an advisor to assist the client in developing a personalized investment portfolio using one or more investment types, including, but not limited to, stocks, bonds, mutual funds, exchange-traded funds (“ETFs”), UITs, variable and fixed- indexed annuities, and alternative investments. The advisor typically acts as portfolio manager, with full investment discretion, although clients may elect to have the advisor manage the account on a nondiscretionary basis. The specific advisory program you select may cost you more or less than purchasing program services separately. Factors that bear upon the cost of a particular advisory program in relation to the cost of the same services purchased separately include, but may not be limited to, the type and size of the account; the historical or expected size or number of trades for the account; the types of securities and strategies involved; the amount of fees, commissions, and other charges that apply at the account or transaction level; and the number and range of supplementary advisory and client-related services provided to the account. Lower fees for comparable services may be available from other sources. Investment recommendations and advice offered by SFPG, and its advisors do not constitute legal, tax, or accounting advice. Clients should coordinate and discuss the impact of the financial advice they receive from their advisor with their attorney and accountant. Clients should also inform their advisor promptly of any changes in their financial situation, investment goals, needs, or objectives. Failure to notify the advisor of any material changes could result in investment advice not meeting the changing needs of the client. Clients who participate in one or more of Commonwealth’s programs will receive Commonwealth’s Form ADV Part 2A, in addition to SFPG’s Form ADV Part 2. Clients should refer to Commonwealth’s Form ADV Part 2A for detailed information about Commonwealth and Commonwealth’s programs. PPS Select: The PPS Select Program offers a variety of model portfolios from which investors may choose. The PPS Select model portfolios are created and managed on a discretionary basis by Commonwealth’s Investment Management and Research team. The client’s advisor will help the client determine which PPS Select models are best suited for the client based on his or her risk profile, investment objectives, and preferences, leaving the actual trading decisions to Commonwealth’s Investment Management and Research team. PPS Select offers a variety of model portfolios with varying investment product types, including mutual fund and ETF portfolios, equity portfolios, fixed income portfolios, and variable annuity subaccount portfolios. It is generally SFPG policy to utilize PPS Select model portfolios for accounts that do not exceed $100,000 in total value. SFPG in consultation with the client, reserves the right to make exceptions to this policy based on the needs of each client. Wrap Fee Programs: Certain programs offered by SFPG are considered “wrap fee” programs in which the client pays a specified fee (known as a “wrap fee”) for portfolio management services and trade execution. Wrap fee programs differ from non-wrap fee programs in that the asset management fee structure for wrap programs is intended to be largely all-inclusive, whereas non- wrap fee programs assess trade execution costs that are typically in addition to the asset management fee. Commonwealth’s PPS Select, programs, are considered “wrap fee”. Wrap fee programs differ from other programs in that the asset-based fee structure for wrap programs is intended to be largely all inclusive, whereas non-wrap fee programs typically assess trade-by- trade execution costs that are in addition to the asset-based fees. The PPS Select Program is managed in accordance with the investment methodology and philosophy of Commonwealth’s own Investment Management and Research team. For the investment advisory services provided to you by Commonwealth and your advisor, Commonwealth and your advisor receive a portion of the wrap fees you pay when you participate in any wrap fee program through Commonwealth. Commonwealth receives a higher portion of the wrap fees you pay when you participate in Commonwealth’s PPS Select programs to compensate for the investment management and research services provided by the Commonwealth Investment Management and Research team. For more information relating to PPS Select wrap fee programs, please refer to Appendix 1 of Commonwealth’s brochure. The specific advisory program you select may cost you more or less than purchasing program services separately. Factors that bear upon the cost of a particular advisory program in relation to the cost of the same services purchased separately include, but may not be limited to, the type and size of the account; the historical or expected size or number of trades for the account; the types of securities and strategies involved; the amount of fees, commissions, and other charges that apply at the account or transaction level; and the number and range of supplementary advisory and client-related services provided to the account. Lower fees for comparable services may be available from other sources. Investment recommendations and advice offered by SFPG and its advisors do not constitute legal, tax, or accounting advice. Clients should coordinate and discuss the impact of the financial advice they receive from their advisor with their attorney and accountant. Clients should also inform their advisor promptly of any changes in their financial situation, investment goals, needs, or objectives. Failure to notify the advisor of any material changes could result in investment advice not meeting the changing needs of the client. IRA Rollover Considerations As part of our financial planning and advisory services, we may provide you with recommendations and advice concerning your employer retirement plan or other qualified retirement account. When appropriate, we may recommend that you withdraw the assets from your employer’s retirement plan or other qualified retirement account and roll the assets over to an individual retirement account (“IRA”) to be managed by our firm. If you elect to roll the assets to an IRA under our management, we will charge you an asset-based fee as described in Item 5. This practice presents a conflict of interest because our Advisory Representative has an incentive to recommend a rollover to you for the purpose of generating fee-based compensation rather than solely based on your needs. You are under no obligation, contractually or otherwise,

to complete the rollover. Furthermore, if you do complete the rollover, you are under no obligation to have your IRA assets managed under our program. You have the right to decide whether to complete the rollover and the right to consult with other financial professionals. Some employers permit former employees to keep their retirement assets in their company plan. Also, current employees can sometimes move assets out of their company plan before they retire or change jobs. In determining whether to complete the rollover to an IRA, and to the extent the following options are available, you should consider the costs and benefits of each. An employee will typically have four options:
• Leave the funds in your employer’s (former employer’s) plan.
• Roll over the funds to a new employer’s retirement plan.
• Cash out and take a taxable distribution from the plan.
• Roll the funds into an IRA rollover account. Each of these options has advantages and disadvantages. Before making a change, we encourage you to speak with your financial advisor, CPA and/or tax attorney. Before rolling over your retirement funds to an IRA for us to manage, carefully consider the following. NOTE: This list is not exhaustive.
• Determine whether the investment options in your employer’s retirement plan address your needs or whether other types of investments are needed. o Employer retirement plans generally have a more limited investment menu than IRAs. o Employer retirement plans may have unique investment options not available to the public, such as employer securities or previously closed funds.
• Your current plan may have lower fees than our fee and/or the Third-Party Manager’s fee combined.
• If you are interested in investing only in mutual funds, you should understand the cost structure of the share classes available in your employer’s retirement plan and how the costs of those share classes compare with those available in an IRA.
• You should understand the various products and services available through an IRA provider and their costs.
• It is likely you will not be charged a management fee and will not receive ongoing asset management services unless you elect to have such services. If your plan offers management services, the fee associated with the service may be more or less than our fee.
• The Third-Party Manager’s or our management strategy may have higher risk than the options provided to you in your plan.
• Your current plan may offer financial advice, guidance, management and/or portfolio options at no additional cost.
• If you keep your assets titled in a 401(k) or retirement account, you could potentially delay your required minimum distribution beyond age 73.
• Your 401(k) may offer more liability protection than a rollover IRA; each state varies. Generally, Federal law protects assets in qualified plans from creditors. Since 2005, IRA assets have been generally protected from creditors in bankruptcies; however, there can be exceptions. Consult an attorney if you are concerned about protecting your retirement plan assets from creditors.
• You may be able to take out a loan on your 401(k), but not from an IRA.
• IRA assets can be accessed any time; however, distributions are subject to ordinary income tax and may also be subject to a 10% early distribution penalty unless they qualify for an exception such as disability, higher education expenses or a home purchase.
• If you own company stock in your plan, you may be able to liquidate those shares at a lower capital gains tax rate.
• Your plan may allow you to hire us or another firm as the manager and keep the assets titled in the plan name. It is important that you understand your options, their features and their differences, and decide whether a rollover is best for you. If you have questions, contact us at our main number listed on the cover page of this brochure. In addition to complying with applicable SEC rules, SFPG is subject to certain rules and regulations adopted by the U.S. Department of Labor when we provide nondiscretionary investment advice to retirement plan participants and IRA owners. When these DOL rules apply, our advisors and SFPG are “fiduciaries,” for purposes of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended, and the Internal Revenue Code of 1986 (“the Code”), as amended. Therefore, SFPG and our advisors may not receive payments that create conflicts of interest when providing fiduciary investment advice to plan sponsors, plan participants, and IRA owners, unless we comply with a prohibited transaction exemption (“PTE”). Beginning December 20, 2021, SFPG and our advisors will comply with ERISA and the Code by using PTE 2020-02. As fiduciaries under ERISA and the Code, we render advice that is in plan participants’ and IRA customers’ best interest. SFPG’s and our advisors’ status as an ERISA/Code fiduciary is limited to ERISA/Code covered nondiscretionary advice and recommendations regarding rolling over a retirement account and does not extend to all situations. Individualized Services and Client-Imposed Restriction The investment advisory services provided by our advisors depend largely on the personal information the client provides to the advisor. In order for our advisors to provide appropriate investment advice to, or, in the case of discretionary accounts, make tailored investment decisions for, the client, it is very important that clients provide accurate and complete responses to their advisor’s questions about their financial condition, needs, goals, and objectives and notify the advisor of any reasonable restrictions they wish to apply to the securities or types of securities to be bought, sold, or held in their managed account. It is also important that clients promptly inform their advisor of any changes in their financial condition, investment objectives, personal circumstances, or reasonable investment restrictions pertaining to the management of their account, if any, that may affect their overall investment goals and strategies or the investment advice provided or investment decisions made by their advisor. In general, the client’s advisor is responsible for delivering investment advisory services to clients, and clients generally deal with matters relating to their accounts by contacting their advisor directly. Of course, clients may contact SFPG directly with questions about the advisory services offered by our firm. Assets Under Management As of December 31, 2023, we had $ 219,821,100 in assets under management (“AUM”), of which $218,924,153 was managed on a discretionary basis and $896,947 was managed on a nondiscretionary basis. You have the opportunity to place reasonable restrictions or constraints on the way your account is managed; however, such restrictions may affect the composition and performance of your portfolio. For these reasons, performance of the portfolio may not be identical with our average client. Trades are generally cleared through National Financial Services, Inc. (“NFS”), pursuant to the clearing agreement between NFS and the broker-dealer with whom our representatives are registered, Commonwealth Financial Network, LLC (“Commonwealth”). Custody of funds and securities are generally maintained by NFS, not by SFPG. Program Choice Conflicts of Interest Clients should be aware that the compensation to SFPG and your advisor will differ according to the specific advisory programs or services provided. This compensation to SFPG and your advisor may be more than the amounts we would otherwise receive if you participated in another program or paid for investment advice, brokerage, or other relevant services separately. Lower fees for comparable services may be available through our firm or from other sources. SFPG and your advisor have a financial incentive to recommend advisory programs or services that provide us higher compensation over other comparable programs or services available from our firm or elsewhere that may cost you less. For example, the costs you will incur to have your account managed by our firm may be more than what other similar firms may charge. It’s important to understand all the associated costs and benefits the program and services you select so you can decide which programs and services are best suited for your unique financial goals, investment objective, and time horizon. We encourage you to review our Form CRS and to discuss your options with your advisor. Factors that bear upon the cost of a particular advisory program in relation to the cost of the same services purchased separately include, but may not be limited to, the type and size of the account; the historical or expected size or number of trades for the account; the types of securities and strategies involved; the amount of fees and other charges that apply at the account or transaction level; and the number and range of supplementary advisory and client-related services provided to the account. Lower fees for comparable services may be available from other sources. You are under no obligation to engage us for services and are free to use the firm of your choice. In the same manner as many advisors offer asset management fee discounts to their larger clients, Commonwealth offers those advisors to whom it charges administrative fees discounts based on their total AUM. As these advisors grow their business, Commonwealth’s economies of scale are shared with those advisors by reducing the percentage amount of administrative fees that would otherwise be charged to the advisors. The advisors receive discounts on the administrative fee when they reach specified asset levels, starting at $10 million. As the amount of the advisors’ client assets grows above certain levels, the advisors receive larger percentage discounts to the administrative fees. Some advisors have negotiated a flat administrative fee with Commonwealth. Others may have negotiated a specific payout for a period of time as part of their agreement to join the firm. Additionally, advisors with PPS AUM of at least $25 million qualify for an increased payout percentage on their clients’ PPS management fees, starting at 90.00% and rising to a maximum of 98.00% as their PPS AUM grows. These discounts in administrative fees and higher payouts for reaching various AUM levels present a conflict of interest because they provide a financial incentive for advisors who receive the discounts to recommend Commonwealth’s PPS programs or other managed or wrap account programs over other available programs that do not offer such discounts or higher payouts to the advisors. On the other hand, because Commonwealth does not assess administrative fees to advisors when they use certain other third party managed account programs depending upon the costs and fees of a particular third-party program, advisors may have a financial incentive to use one or more third party programs, which also creates a conflict of interest. The PPS Custom Program (Transactions) assesses transaction charges for the purchase and sale of certain securities in the account. The client’s advisor may elect to pay the transaction charges on a client’s behalf. PPS Custom Program (Transactions) clients should understand that their advisor may elect to pay transaction charges for the accounts of other clients, but not for them, and vice versa. If the advisor elects to pay transaction charges, clients should understand that the annual management fee they pay may be higher than what they would otherwise pay if their advisor did not elect to pay transaction charges for their account. Depending on the frequency of trading activity, the types of securities products bought and sold, and whether the advisor uses no-transaction-fee mutual funds that do not assess transaction charges, the advisor’s election to pay transaction charges may cost a client more or cost the advisor less, which is a conflict of interest. Further, the advisor’s ability to choose whether to pay the transaction charges for one client but not another presents a conflict of interest because the advisor has a financial incentive to trade less for the accounts of clients for whom the advisor pays transaction charges than for those clients who are responsible for paying their own transaction charges. Regardless of whether the advisor or client pays the transaction charges, clients should understand that the mere existence of transaction charges could cause an advisor to reduce, delay, or avoid executing certain transactions in an effort to reduce, delay, or avoid trading costs. Clients who choose to open a PPS Custom Program (Transactions) account should carefully consider these factors and discuss the costs and benefits of whether they or their advisor should pay transaction charges, as well as the extent to which the existence of transaction charges (regardless of who pays) impacts their advisor’s investment decisions. PPS Custom Program (Transactions) clients should consider the annual fees, administrative and other charges, revenue-sharing arrangements, and other compensation that Commonwealth and the advisor receive in making a fair and reasonable assessment of the total costs associated with their decision to open and maintain a PPS Custom Program (Transactions) account.