Vital Investment Management is an investment adviser registered with the United States Securities and Exchange Commission (“SEC”) and is a limited liability company (LLC) formed under the laws of the State of Colorado. David Eads is the Chief Compliance Officer (CCO) and Managing Member of Vital Investment Management. David Eads owns 100.00% of Vital Investment Management. Introduction The investment advisory services of Vital Investment Management are provided to you through an appropriately licensed and qualified individual who is an investment adviser representative of Vital Investment Management (referred to as your investment adviser representative throughout this brochure). Description of Advisory Services The following are descriptions of the primary advisory services of Vital Investment Management. Please understand that a written agreement, which details the exact terms of the service, must be signed by you and Vital Investment Management before we can provide you the services described below. Asset Management Services – Vital Investment Management offers asset management services, which involves Vital Investment Management providing you with continuous and ongoing supervision over your specified accounts. Vital Investment Management accepts both discretionary and non-discretionary accounts. The Adviser is a fiduciary and is required to act in a client’s best interest at all times. You must appoint our firm as your investment adviser of record on specified accounts (collectively, the “Account”). The Account consists only of separate account(s) held by qualified custodian(s) under your name. The qualified custodians maintain physical custody of all funds and securities of the Account, and you retain all rights of ownership (e.g., right to withdraw securities or cash, exercise or delegate proxy voting and receive transaction confirmations) of the Account. The Account is managed by the firm based on your financial situation, investment objectives and risk tolerance. We actively monitor the Account and provide advice regarding buying, selling, reinvesting or holding securities, cash or other investments of the Account. We will need to obtain certain information from you to determine your financial situation and investment objectives. You will be responsible for notifying us of any updates regarding your financial situation, risk tolerance or investment objective and whether you wish to impose or modify existing investment restrictions; however, we will contact you at least annually to discuss any changes or updates regarding your financial situation, risk tolerance or investment objectives. We are always reasonably available to consult with you relative to the status of your Account. You have the ability to impose reasonable restrictions on the management of your accounts, including the ability to instruct us not to purchase certain securities. It is important that you understand that we manage investments for other clients and may give them advice or take actions for them or our personal accounts that is different from the advice we provide to you or actions taken for you. We are not obligated to buy, sell or recommend to you any security or other investment that we may buy, sell or recommend for any other clients or for our own accounts. Vital Investment Management, LLC Page 5 Form ADV Part 2A & 2B Disclosure Brochure Conflicts may arise in the allocation of investment opportunities among accounts that we manage. Vital Investment Management strives to allocate investment opportunities believed to be appropriate for your account(s) and other accounts advised by our firm among such accounts equitably and consistent with the best interests of all accounts involved. However, there can be no assurance that a particular investment opportunity that comes to our attention will be allocated in any particular manner. If we obtain material, non-public information about a security or its issuer that we may not lawfully use or disclose, we have absolutely no obligation to disclose the information to any client or use it for any client’s benefit. Financial Planning Services - Vital Investment Management offers financial planning services, which involve preparing a written financial plan covering specific or multiple topics. When providing financial planning services, our role is to find ways to help you understand your overall financial situation and help you set financial objectives. We also provide modular written financial plans which only cover those specific areas of concern mutually agreed upon by you and the firm. A modular written financial plan is limited or segmented and does not involve the creation of a full written financial plan. You should be aware that there are important issues that may not be taken into consideration when the firm develops its analysis and recommendations under a modular written financial plan. Written financial plans prepared by the firm do not include specific recommendations of individual securities. Vital Investment Management utilizes eMoney Advisors, a web-based financial and wealth planning system. Clients electing to use eMoney can select from a variety of available programs, including:
• Planning Center (allowing unlimited scenario planning);
• Retirement Income Tool;
• Vault (storage for client documents such as wills, insurance policies, etc.);
• Financial Connections (allowing aggregation of multiple accounts with daily updating of linked accounts); and
• Alerts to upcoming deadlines and important events. If you elect to use eMoney you are required to provide us the information and documentation to be downloaded and/or input into the eMoney system. You will be provided with a unique username and password and will be able to monitor your portfolio performance, view balances, run “what if’’ scenarios, and store/view important papers and documents. Our financial planning services do not involve implementing any transaction on your behalf or the active and ongoing monitoring or management of your investments or accounts. You have the sole responsibility for determining whether to implement our financial planning recommendations. To the extent that you would like to implement any of our investment recommendations through Vital Investment Management or retain Vital Investment Management to actively monitor and manage your investments, you must execute a separate written agreement with Vital Investment Management for our asset management services. Vital Investment Management has a conflict of interest because it offers both financial planning and investment management services. When providing financial planning services, Vital Investment Management has an incentive to recommend itself for asset management services as Vital Investment Management receives additional compensation. Vital Investment Management mitigates this conflict of interest by disclosing this conflict to you and disclosing that clients always have the right to decide whether to act on any of the recommendations made by Vital Investment Management and if you elect to act on any of the recommendations, you have the right to effect the transactions through a professional unaffiliated with Vital Investment Management. Our fiduciary obligation is to always act and recommend Vital Investment Management, LLC Page 6 Form ADV Part 2A & 2B Disclosure Brochure in the clients’ best interest. Monthly Financial Planning Services- Vital Investment Management offers ongoing financial planning services. Clients who elect this service will engage Vital Investment Management to design, implement and monitor a financial plan, and provide ongoing financial planning services. Vital Investment Management works with clients in developing a comprehensive financial planning process that addresses both business and personal planning. As part of their Financial Planning Services, clients receive the following additional services:
• eMoney Advisors financial planning
• Dashboard to track personal and practice finances in one place
• Continuously updated net worth statement and quarterly progress report
• Authorization for Vital Investment Management to coordinate financial planning activities with legal counsel, tax advisors, and other service professionals
• Income tax analysis and scenario planning using Holistiplan The engagement will include a written report or analysis to be provided to the Client. By utilizing this process, our goal is to increase long-term financial success by providing regular accountability and ongoing financial education. From time to time, Vital Investment Management will utilize an outside consultant to help develop complex financial plans and perform complex tax analyses at the firm's discretion. Vital Investment Management bears the costs associated with using this external consultant. Vital Investment Management has created a financial planning relationship with Foundations Financial Planning, LLC. Clients are welcome to utilize their own external professionals for financial planning and tax analysis; however, Vital Investment Management does not cover the costs of planning or tax analysis expenses outside of Foundations Financial Planning, LLC agreed upon costs with Vital Investment Management. Review Process We collect information regularly throughout the year from the Client and the Client's tax and legal advisors that we use to update a personal balance sheet. This balance sheet serves as the basis for regular conversations regarding personal cash flow, financing, large financial transactions, investments, practice health and profitability, personal liquidity and risk management. As Client circumstances and goals change, our highly organized system of proactive communication helps to ensure we remain well informed of these changes. Clients can call, email, or schedule meetings at their discretion. Pension Consulting

Services- Vital Investment Management offers pension consulting services to various types of pension plans, including, but not limited to, profit sharing plans, employee stock ownership plans, and 401(k) plans. Collectively, we consider these types of plans as a specific segment of our client base and in turn, we will refer to these types of plans as “Pension Clients.” We use a third-party platform to facilitate management of held away assets, which are primarily company sponsored retirement accounts. The platform allows us to avoid being considered to have custody of Client funds since we do not have direct access to Client log-in credentials. We are not affiliated with the platform in any way and receive no compensation from them for using their platform. A link will be provided to the Client allowing them to connect an account(s) to the platform. Once Client account(s) is connected to the platform, we regularly review the available investment options in these accounts, monitor them, and Vital Investment Management, LLC Page 7 Form ADV Part 2A & 2B Disclosure Brochure rebalance and implement our strategies. We gather and review extensive information regarding each Pension Client on an individualized basis including each Pension Client’s objectives and needs. Pension consulting services include plan feasibility, plan design, plan review, document preparation, plan amendments and assistance with Department of Labor and/or IRS issues, among others. Other than those briefly described above, there are several distinct activities that may be available under our pension consulting services. These services may be provided separately or in combination with one another. Although not all-inclusive, the following information will describe some of the activities offered under pension consulting services. Preparation of Investment Policy Statement (“IPS”)- We may meet with a Pension Client to determine the relevant plan’s investment needs and goals. If required by the Pension Client, we will then prepare a written IPS stating those needs and goals and encompassing a policy under which these goals are to be achieved. The IPS will also list the criteria for selection of plan’s investment options/vehicles and the procedures and timing interval for monitoring of investment performance. Recommendation of Investment Options- The number and type of investment options/vehicles to be recommended will be determined by the Pension Client, based upon the plan’s stated needs. We will review various investments, consisting predominantly of mutual funds (both index and managed) to determine which of these investments are appropriate to implement the Pension Client’s IPS. The review process will result in the recommendation of specific investment options for the Pension Client to consider for inclusion in the list of plan investment options. Monitoring of Investment Performance- A plan’s investment options will be monitored continuously based on the procedures and timing intervals delineated in the IPS or as otherwise set forth by the Pension Client. Although our firm will not be involved in any way in the purchase or sale of these investments, we will supervise the plan portfolio and will make recommendations to the Pension Client as market factors and the plan’s needs dictate. Plan Performance Reporting- In conjunction with monitoring activities, we may also provide periodic reports regarding the performance of a pension plan and its underlying investment options. Such reports may include analysis from us as well as outside parties engaged by us to provide additional analysis in regard to such plans. Such outside parties would be engaged exclusively by the firm and not by a Pension Client. Employee Communications-For Pension Clients whose plans offer plan participants the ability to self-direct their own investments, we may also provide educational support and investment workshops designed for the plan participants. The nature of the topics to be covered will be determined by the firm and in conjunction with a Pension Client under the appropriate ERISA guidelines. The educational support and investment workshops will not be designed so as to provide plan participants with individualized, tailored investment advice or individualized, tailored asset allocation recommendations. Vital Investment Management, LLC Page 8 Form ADV Part 2A & 2B Disclosure Brochure Advice to Participants- Vital Investment Management may also provide individualized advice to plan participants. This service includes a review of a participant’s individual situation, including age, existing assets, financial goals and attitude towards risk, and recommending an allocation of assets offered by the plan based on this information. Unless separately engaged to do so by a plan participant, we will not monitor a plan participant’s situation or otherwise supervise or consult on the ongoing management of a participant’s assets within the plan or otherwise. Seminars Vital Investment Management may occasionally provide seminars in areas such as financial planning and retirement planning. Seminars are always offered on an impersonal basis and do not focus on the individual needs of participants. Workshops Vital Investment Management offers educational, informative and motivational workshops to the public as well as to associations, family foundations and employers. Workshops are always offered on an impersonal basis and do not focus on the individual needs of the participants. IRA Rollovers When recommending that a client rollover his or her account from current retirement plan to an IRA, Vital Investment Management and its investment adviser representatives have a conflict of interest. Vital Investment Management and its representatives can earn investment advisory fees by recommending that a client rollover his or her account at the retirement plan to an IRA; however, Vital Investment Management and its investment adviser representatives will not earn any investment advisory fee if client does not rollover the funds in the retirement plan (unless a client retained Vital Investment Management to provide advice about the client’s retirement plan account). Thus, Vital Investment Management and its investment adviser representatives have an economic incentive to recommend a rollover of the retirement plan account, which is a conflict of interest. Vital Investment Management has taken steps to mitigate this conflict of interest arising from rolling over funds from an ERISA covered retirement plan to an IRA and has adopted written policies and procedures whereby Vital Investment Management and its investment adviser representatives will disclose the advantages/disadvantages of the retirement plan/IRA rollover options available to the client and will only recommend rollover if in the best interest of the client. Limits Advice to Certain Types of Investments Vital Investment Management provides investment advice on the following types of investments:
• Mutual Funds
• Exchange Traded Funds (ETFs)
• Interval Funds
• Exchange-listed Securities
• US Government Securities
• Fixed Income Positions (e.g. bonds)
• Equities (e.g. individual stock) Vital Investment Management, LLC Page 9 Form ADV Part 2A & 2B Disclosure Brochure Although we generally provide advice only on the products previously listed, we reserve the right to offer advice on any investment product that may be suitable for each client’s specific circumstances, needs, goals and objectives. When providing asset management services, Vital Investment Management typically constructs each client’s account holdings using ETFs and Mutual Funds to build diversified portfolios. It is not our typical investment strategy to attempt to time the market, but we may increase cash holdings modestly as deemed appropriate based on your risk tolerance and our expectations of market behavior. We may modify our investment strategy to accommodate special situations such as low basis stock, stock options, legacy holdings, inheritances, closely held businesses, collectibles, or special tax situations. (Please refer to Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss for more information.) Tailor Advisory Services to Individual Needs of Clients Vital Investment Management’s advisory services are always provided based on your individual needs. This means, for example, that when we provide asset management services, you are given the ability to impose restrictions on the accounts we manage for you, including specific investment selections and sectors. We work with you on a one-on-one basis through interviews and questionnaires to determine your investment objectives and suitability information. Our financial planning services are always provided based on your individual needs. When providing financial planning services, we work with you on a one- on-one basis through interviews and questionnaires to determine your investment objectives and suitability information. Vital Investment Management will not enter into an investment adviser relationship with a prospective client whose investment objectives may be considered incompatible with our investment philosophy or strategies or where the prospective client seeks to impose unduly restrictive investment guidelines. When managing client accounts through our firm’s Asset Management Services program, we may manage a client’s account in accordance with one or more investment models. When client accounts are managed using models, investment selections are based on the underlying model and we do not develop customized (or individualized) portfolios for each client. However, the determination to use a particular model or models is always based on each client’s individual investment goals, objectives and mandates. Client Assets Managed by Vital Investment Management As of 12/31/2023, Vital Investment Management had $194,993,812 in assets under management, $191,768,487 on a discretionary basis and $3,225,325 on a non-discretionary basis.