FIRM DESCRIPTION
WFA of San Diego, LLC was founded in 2019, and purchased the assets of Wheeler Frost Associates, Inc.
in 2020. WFA of San Diego (“WFA SD”) is an SEC Registered Investment Adviser. Zermatt Holdings, LLC
and Louis Dworsky became the principal owners of WFA SD in 2020.
The Adviser provides personalized confidential wealth planning and investment management to individuals,
pension and profit-sharing plans, trusts, estates, charitable organizations, and small businesses.
The Adviser is a fee-only wealth advisory and investment management firm. The firm does not sell securities
or receive compensation from any other source other than its clients.
The Adviser does not act as a custodian of client assets. The client always maintains ownership of his or
her assets.
OTHER PROFESSIONALS
Lawyers, accountants, insurance agents, etc. may be engaged directly by the client on an as-needed basis.
Any conflicts of interest arising out of the Adviser’s or its associated persons are disclosed in this brochure.
PRINCIPAL OWNERS
WFA San Diego, LLC (“WFA SD”) and Zermatt Wealth Partners LLC (“ZWP”), are all entities owned or
controlled by Louis Dworsky and Zermatt Holdings, LLC.
TYPES OF ADVISORY SERVICES
The Adviser provides investment supervisory services, also known as asset management services;
manages investment advisory accounts not involving investment supervisory services; and furnishes
investment advice through consultations. On more than an occasional basis, the Adviser furnishes advice
to clients on matters not involving securities.
WFA of San Diego is a Registered Investment Adviser with the Securities and Exchange Commission. WFA
SD provides advisory services to individuals, employee benefit plans, trusts, corporations, or other
businesses (collectively “Client”). Advisory fees vary according to the type of investment services provided
and higher or lower fees than those shown on the schedules below may be charged to particular Clients.
Any fee arrangements will be consistent with the requirements of applicable laws and regulations, including
the Investment Advisers Act of 1940, as amended (the" Advisers Act"), Advisers Act Rule 205-3, and if
applicable, the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). WFA SD will
require each Client to make a selection of services in writing as part of the Client Agreement(s) herein
referred as “CA” which sets forth the rights and obligations of WFA SD and the Client. Fees charged for
investment management services are payable quarterly, in arrears, utilizing the then-current fee structure,
based upon the market value of assets on the last business day of the preceding quarter. On occasion fees
for investment management services are based upon a flat fee agreed to in advance and not upon the value
of the assets under management. A copy of WFA SD's written disclosure statement as set forth on Part 2
and Part 3 of Form ADV shall be provided to each Client before or at the time a CA is executed.
WFA SD generally provides investment supervisory services on a discretionary basis. Under limited
circumstances, WFA SD may provide investment supervisory services on a nondiscretionary basis. In order
to determine a suitable course of action for an individual Client, WFA SD may perform a review of the
variables that are presented. Such review may include, but may not be limited to investment objectives,
consideration of the Client's overall financial condition, income and tax status, personal and business
assets, risk profile and other factors unique to the Client's particular circumstances.
WFA SD's investment supervisory services may include the following:
• Design, revision and reallocation of Client’s portfolio. Investments may be determined by Client's
investment objectives, risk tolerance, net worth, net income, age, time horizon, tax situations and
other suitability factors. Client accounts are managed on an individualized basis. Restrictions and
guidelines imposed by Client may affect the composition and performance of portfolios. As a result,
performance of portfolios with the same investment objective may differ. Clients should not expect
that the performance of their portfolios will be identical to any other individual's portfolio
performance.
• Utilization of established third party research services to assist WFA SD with formulating asset
allocation, industry and sector selection, and individual security investment recommendations in
constructing and maintaining Client portfolios. WFA SD may provide investment advisory services
that do not involve investment supervisory services.
In determining a suitable course of action for a Client, WFA SD may perform a review of the variables that
are presented. Such review may include, but is not necessarily limited to: investment objectives,
consideration of the Client's overall financial condition, income and tax status, personal and business
assets, risk profile, and other factors unique to the Client's particular circumstances.
WFA SD may provide investment advice through consultations not included in either service described
above on a non-discretionary-only basis for Participant Directed Qualified Retirement Plans - 401(k)s. WFA
SD may manage individual participant accounts in these 401(k)s, and may provide specific investment
advice to individual participants in these plans.
In order to determine a suitable course of action for a 401(k) Client, WFA SD may perform a review of the
variables that are presented. Such review may include, but would not necessarily be limited to: the needs
and objectives of the employer, the costs involved, and other factors unique to the Client's particular
circumstances.
As part of our investment advisory services to you, we may recommend that you withdraw the assets from
your employer's retirement plan and roll the assets over to an individual retirement account ("IRA") that we
will manage on your behalf. If you elect to roll the assets to an IRA that is subject to our management, we
will charge you an asset-based fee as set forth in the agreement you executed with our firm. This practice
presents a conflict of interest because persons providing investment advice on our behalf have 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.
Moreover, if you do complete the rollover, you are under no obligation to have the assets in an IRA managed
by our firm.
Many 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: 1)) Leaving the funds in your employer's (former
employer's) plan; 2) moving the funds to a new employer's retirement plan; 3) cashing out and taking a
taxable distribution from the plan; and/or 4) rolling the funds into an IRA rollover account. Each of these
options has advantages and disadvantages and before making a change we encourage you to speak with
your CPA and/or tax attorney. Our recommendations may include any of them, depending on what we feel
is in your best interest.
We are fiduciaries under the Investment Advisers Act of 1940 and when we provide investment advice to
you regarding your retirement plan account or individual retirement account, we are also 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. As a fiduciary, we are required to document
the reason(s) for why the recommendation we made is in your best interest.
Investments may include: equities (stocks), warrants, corporate debt securities, certificates
of deposit,
municipal securities, investment company securities (variable life insurance, variable annuities, and mutual
funds shares), U. S. government securities, options contracts, and interests in partnerships etc.
WFA SD may offer advice on private equity and/or futures funds that contain investments in other private
equity funds, also known as a "fund of funds," and/or "hedge-funds." WFA SD may also offer advice on
private equity and/or funds that contain investments in equities, futures, options, and other securities, such
as commodity futures. The prospectus or offering memorandum will reflect the investment objectives of the
funds and the typical investments purchased by the management of those private equity and/or futures
funds.
WFA SD may, on occasion, provide advice to Clients on matters not involving securities, and may include
but is not limited to Business Planning, Business Succession Planning, Estate Planning, Financial Planning,
Insurance Planning, and Wealth Management.
Initial public offerings (IPOs) are not available through the Adviser.
TYPES OF AGREEMENTS
Wealth Planning Agreement
The Adviser will assist Client in the comprehensive management of affairs surrounding Client’s wealth,
including:
• Review, maintenance, and retention of documents including wills, trusts contracts, corporate
documents, family records, etc.
• Recommendations pertaining to estate planning, retirement planning, generation planning issues,
corporate issues, tax issues, asset protection, offshore asset planning, real estate, etc.
• Meetings, phone calls, and other coordination efforts with Client’s other advisors including attorney,
accountant, pension administrator, trustee, banker, insurance agent, etc.
• Other such services as may be agreed to in writing by Adviser and Client attached to the “CA”.
The Adviser is not an attorney, accountant, or expert in many of the areas covered by the Client Agreement
“CA” and does not provide such services. The role of Adviser is to act as a catalyst and as Client’s agent in
dealing with the matters under the “CA”.
There is an inherent conflict of interest for the Adviser whenever a wealth plan recommends use of
professional investment management services. The Adviser or its associated persons may receive
compensation for wealth planning and investment management services. The Adviser does not make any
representation that these services are offered at the lowest available cost and the Client may be able to
obtain the same services at a lower cost from other providers. The Client is under no obligation to accept
any of the recommendations of the Adviser or use the services of the Adviser.
Investment Management Agreement
Adviser will direct, in Adviser’s sole discretion and without first consulting Client, the investment and
reinvestment of the assets in Client’s account (the “Account”) in securities and cash or cash equivalents.
The investment management services provided as outlined in the “CA” are as follows:
• Evaluation. Determine Client’s investment objectives, time horizons, investment bias, risk
tolerance, and other factors that may impact the portfolio design.
• Portfolio Review. Review Client’s existing portfolio for continuity with Client’s objectives and risk
tolerance.
• Asset Allocation. Determine the most efficient allocation of capital to appropriate asset classes for
Client’s portfolio.
• Asset/Asset Manager Selection. Select the assets and/or asset managers.
• Portfolio Monitoring. Regularly monitor Client’s portfolio to ensure that economic conditions,
market performance, and the asset mix remain consistent with Client’s objectives and risk
tolerance.
• Periodic Reporting. Provide a comprehensive quarterly inventory of Client’s investments under
Adviser’s management.
• Regular Meetings. Provide regular meetings with Client to review the Account.
Client’s financial circumstances and investment objectives and any special instructions or limits that Client
wishes Adviser to follow in managing the Account are described in Client’s Investment Policy Statement.
Client agrees to notify Adviser promptly of any significant change in the information provided by Client or
any other significant change in Client’s financial circumstances or investment objectives that might affect
the manner in which Client’s Account should be managed. Client also agrees to provide Adviser with such
additional information as Adviser may consistent with obtaining best execution, transactions for Client’s
Account may be directed to brokers in return for research services furnished by them to Adviser. Such
research generally will be used to service all of Adviser’s Clients, but brokerage commissions paid by Client
may be used to pay for research that is not used in managing Client’s Account. The Adviser may, in its
discretion, cause the Account to pay brokers commission greater than another qualified broker might charge
to effect the same transaction where Adviser determines in good faith that the commission is reasonable in
relation to the value of the brokerage and research services received.
WFA SD offers three levels of service:
Portfolio Administration Services
The Adviser will provide Client with portfolio administration services including:
• Quarterly Reporting with an inventory of Client’s investments under Client’s management.
• Trade Execution. Adviser will execute trades at Client’s direction.
• Trade Settlement Review. Adviser will review all trades that have been executed to ensure
that they have been completed as Client has directed, subject to the receipt of trade details
from Client.
• Year-end Gains and Losses Reporting. Adviser will provide report of realized gains and
losses for tax purposes.
Portfolio Administration Services do not include Wealth Advisory Services, Investment Management
Services, or Consulting Services. Adviser assumes no fiduciary responsibility for Portfolio
Administration Accounts. It is Client’s responsibility to notify Adviser of all Buy/Sell orders to be
executed by Adviser. Buy/Sell orders to be executed by Adviser cannot be given through electronic or
voicemail communications. Client has authorized Adviser to enter into such agreements and make such
representations as necessary or proper in connection with the performance of its duties.
Exchange Traded Funds Portfolio Services
The Adviser provides a selection of discretionally managed investment portfolios using Exchange
Traded Funds (ETF) exclusively. The Adviser provides the following services for all ETF Portfolios:
• Asset Allocation. Determine the most efficient allocation of capital to appropriate asset
classes for each ETF Portfolio.
• Fund Selection. Select appropriate ETFs from the available universe for each ETF Portfolio.
• Portfolio Monitoring. Regularly monitor all ETF Portfolios to ensure that economic conditions,
market performance, and the asset mix remain consistent with ETF Portfolio objectives.
• Periodic Reporting. Provide a quarterly performance report via a secure web service.
The ETF Portfolio account is not an individually managed account. It is intended for Clients with smaller
investment portfolios. Clients with investment portfolios greater than $500,000, should discuss the
advantages of individually managed investment accounts with Adviser.
Hourly Planning Engagements
The Adviser provides hourly planning services for Clients who need advice on a limited scope of work.
ASSETS UNDER MANAGEMENT
As of December 31st, 2023, the Adviser manages approximately $172,596,754 in assets. Approximately
$138,850,477 is managed on a discretionary basis for 322 accounts and approximately $33,746,277 is
managed on a non-discretionary basis for 55 accounts.