SOA WEALTH ADVISORS, LLC SOA Wealth Advisors, LLC was organized in 2020 as the successor to the investment advisory business founded in 2017 by Charles Hamowy and Christopher Conigliaro. SOAWM is managed by Charles Hamowy, and Christopher Conigliaro (“SOAWM Principals”), pursuant to a management agreement between Lemonpeel Partners, LLC and SOAWM. The SOAWM Principals serve as officers of SOAWM and are responsible for the management, supervision and oversight of SOAWM. As of December 31, 2023 SOAWM had the following Regulatory Assets Under Management:
• $ 887,558,548 in Discretionary Regulatory Assets Under Management;
• $ 44,255,286 in Non-Discretionary Regulatory Assets Under Management; and
• $ 931,813,834 in Total Regulatory Assets Under Management. WRAP FEE PROGRAMS What is a “wrap fee” Program? A wrap fee program allows our clients to pay a specified fee for our investment advisory services, including portfolio management, and the cost, if any, for the execution of securities transactions through the wrap program broker-dealer. While the wrap program fee is not based directly upon transactions in your account, the wrap program fee must cover any costs for executing transactions in your account(s), and so results in a higher advisory fee to you. We do not charge our clients higher advisory fees based on their trading activity, but you should be aware that we may have an incentive to limit our trading activities in your account(s) to the extent we are charged for executed trades. By participating in a wrap fee program, you may end up paying more or less than you would through a non-wrap fee program, where a lower advisory fee is charged, but trade execution costs are passed directly through to you by the executing broker. SOAWM offers the following wrap fee programs to its clients:
• The Seasons of Advice Wealth Management Program
• The Seasons of Advice Stewardship Personal Values Portfolios℠
• The Seasons of Advice ETF Management Program The Seasons of Advice Wealth Management Program We address your finances according to the seasonal flow of your life — and your money. The Seasons of Advice process has a natural rhythm, one that aligns with the way you experience life. By creating a context that is constant and reliable, all financial matters receive proper consideration, so you can make more effective choices. At the onset of the Program, clients complete Investment Policy Guidelines describing their individual investment objectives, liquidity and cash flow needs, time horizon and risk tolerance, as well as any other factors pertinent to their specific financial situations. After an analysis of the relevant information, SOAWM assists its clients in developing an appropriate strategy for managing their assets. We emphasize continuous and regular account supervision. 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. We also offer individually managed portfolios utilizing additional asset classes such as REITs and MLPs for certain clients based on the client’s particular needs and risk tolerances. Clients may make additions to and withdrawals from their account at any time, subject to SOAWM’s right to terminate an account. Additions may be in cash or securities provided that the Firm reserves the right to liquidate any transferred securities or decline to accept particular securities into a client’s account. Clients may withdraw account assets on notice to SOAWM, subject to the usual and customary securities settlement procedures. However, SOAWM designs its portfolios as long-term investments and the withdrawal of assets may impair the achievement of a client’s investment objectives. SOAWM may consult with its clients about the options and implications of transferring securities. Clients are advised that when transferred securities are liquidated, they may be subject to transaction fees, fees assessed at the mutual fund level (i.e. contingent deferred sales charge) and/or tax ramifications. SOAWM is a fiduciary under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) with respect to investment management services and investment advice provided to ERISA plans and ERISA plan participants. SOAWM is also a fiduciary under section 4975 of the Internal Revenue Code (the “IRC”) with respect to investment management services and investment advice provided to individual retirement accounts (“IRAs”), ERISA plans, and ERISA plan participants. As such, SOAWM is subject to specific duties and obligations under ERISA and the IRC that include, among other things, prohibited transaction rules which are intended to prohibit fiduciaries from acting on conflicts of interest. When a fiduciary gives advice, the fiduciary must either avoid certain conflicts of interest or rely upon an applicable prohibited transaction exemption (a “PTE”). As a fiduciary, we have duties of care and of loyalty to you and are subject to obligations imposed on us by the federal and state securities laws. As a result, you have certain rights that you cannot waive or limit by contract. Nothing in our agreement with you should be interpreted as a limitation of our obligations under the federal and state securities laws or as a waiver of any unwaivable rights you possess. The Seasons of Advice Stewardship Personal Values Portfolios℠ Socially Inspired Investing℠: We offer the Seasons of Advice Stewardship Personal Values Portfolios℠ (“Stewardship Portfolios”) as a means of providing asset allocated portfolio management for clients seeking a way to align their investments with their personal values so they can seek attractive returns while investing in companies that reflect a concern for social and environmental issues facing our world. Portfolio Selection 1. We use a third-party investment research vendor (Morningstar® Direct) to select mutual funds and ETFs with a Morningstar® Sustainability Rating of Above Average or better. The Morningstar® Sustainability Rating is a measure of how well Morningstar believes the holdings in a portfolio are managing their environmental, social, and governance, or ESG, risks and opportunities relative to their Morningstar Category peers. The rating is a holdings-based calculation using company-level ESG analytics from Sustainalytics, a leading provider of ESG research. It is calculated for managed products and indexes globally using Morningstar’s portfolio holdings database. Currently, Morningstar issues this rating for roughly 20,000 mutual funds and ETFs. Where a Morningstar Sustainability rating is not available, we research whether an investment we would select has an ESG mandate (Sustainable Investment – ESG Fund Overall or Socially Conscious ratings through Morningstar® Direct). For individual securities, we use the ESG Risk Assessment Rating issued by Morningstar® Direct. An individual security must have a Risk Assessment Rating of Negligible or Low for a particular security to be included in the portfolio. Morningstar’s ESG Risk Assessment is a rating that stock investors can use to measure the degree to which ESG risk could potentially put a company’s enterprise value at risk. 2. Next, we eliminate mutual funds and ETFs holdings that have more than 5% of the following areas of concern: a. Tobacco b. Palm oil c. Thermal coal d. Small arms e. Controversial weapons 3. For Clients whose socially inspired portfolios include individual securities we will work with the clients to design and maintain a portfolio of securities matching their specific social objectives and areas of concern utilizing Morningstar’s Company Product Involvement Methodology. This methodology measures a company’s exposure to involvement in a range of products, services, and business activities. This calculation is based on a company’s percentage range of revenue exposure to the areas of concern listed below based on research from Sustainalytics, a leading ESG research provider. Morningstar generates company product involvement metrics for a wide range of causes. Seasons of Advice focuses on the following areas of concern: Core Areas of Concern (For Individual Stocks)
• Controversial Weapons Tailor-Made and Essential
• Controversial Weapons Non Tailor-Made or Non-Essential
• Palm Oil Production
• Small Arms Civilian Customers (Assault Weapons)
• Small Arms Civilian Customers (Non-Assault Weapons)
• Small Arms Key Components
• Small Arms Retail/Distribution (Assault Weapons)
• Small Arms Retail/Distribution (Non-Assault Weapons)
• Thermal Coal Power Generation
• Thermal Coal Extraction
• Tobacco Products Production
• Tobacco Products Related Products/Services
• Tobacco Products Retail Optional Areas of Concern (For Individual Stocks)
• Shale

Energy Extraction
• Whale Meat Processing
• Animal Testing Non-Pharmaceutical Products
• Fur and Specialty Leather Production
• Fur and Specialty Leather Retail
• Genetically Modified Plants and Seeds Development
• Genetically Modified Plants and Seeds Growth
• Pesticides Production
• Pesticides Retail
• Predatory Lending Operations 4. Finally, we create a portfolio, using our asset allocation models that include a comprehensive range of asset classes and risk tolerances — from conservative to aggressive. The models range from conservative, moderately conservative, moderate, moderately aggressive and aggressive and include taxable and non-taxable strategies. Each portfolio has varying degrees of asset categories and is reviewed with the client prior to implementation and periodically thereafter. Seasons of Advice ETF Management Program For smaller accounts (typically less than $100,000) SOAWM offers a modified program, the Seasons of Advice ETF Management Program (the “ETF Management Program”) uses a more limited range of Exchange Traded Funds (“ETF”) to implement a client’s investment plan. SOAWM provides portfolio management services through Institutional Intelligent Portfolios™, an automated, online investment management platform for use by independent investment advisors and sponsored by Schwab Wealth Investment Advisory, Inc. (the “Schwab Program” and “SWIA,” respectively). Through the Schwab Program, SOAWM offers clients a range of investment strategies we have constructed and manage, each consisting of a portfolio of exchange traded funds (“ETFs”) and a cash allocation. The client may instruct us to exclude up to three ETFs from their portfolio. The client’s portfolio is held in a brokerage account opened by the client at SWIA’s affiliate, Charles Schwab & Co., Inc. (“CS&Co”). SOAWM is independent of and not owned by, affiliated with, or sponsored or supervised by SWIA, CS&Co or their affiliates (together, “Schwab”). The Program is described in the Schwab Wealth Investment Advisory, Inc. Institutional Intelligent Portfolios™ Disclosure Brochure (the “Program Disclosure Brochure”), which is delivered to clients by SWIA during the online enrollment process. SOAWM, and not Schwab, is the client’s investment advisor and primary point of contact with respect to the ETF Management Program. We are solely responsible, and Schwab is not responsible, for determining the appropriateness of the ETF Management Program for the client, choosing a suitable investment strategy and portfolio for the client’s investment needs and goals, and managing that portfolio on an ongoing basis. SWIA’s role is limited to delivering the Program Disclosure Brochure to clients and administering the ETF Management Program so that it operates as described in the Schwab Program Disclosure Brochure. SOAWM has contracted with SWIA to provide us with the technology platform and related trading and account management services for the ETF Management Program. This platform enables us to make the ETF Management Program available to clients online and includes a system that automates certain key parts of our investment process (the “System”). The System includes an online questionnaire that helps us determine the client’s investment objectives and risk tolerance and select an appropriate investment strategy and portfolio. Clients should note that we will recommend a portfolio via the System in response to the client’s answers to the online questionnaire. The client may then indicate an interest in a portfolio that is one level less or more conservative or aggressive than the recommended portfolio, but we then make the final decision and select a portfolio based on all the information we have about the client. The System also includes an automated investment engine through which we manage the client’s portfolio on an ongoing basis through automatic rebalancing and tax-loss harvesting (if the client is eligible and elects). Clients do not pay fees to SWIA in connection with the Program, but we charge clients a fee for our services as described below. Our fees are not set or supervised by Schwab. Clients do not pay brokerage commissions or any other fees to CS&Co as part of the Program. Schwab does receive other revenues in connection with the Program, as described in the Program Disclosure Brochure. We also do not pay SWIA fees for its services in the Program so long as we maintain $100 million in client assets in accounts at CS&Co that are not enrolled in the ETF Management Program. If we do not meet this condition, then we pay SWIA an annual fee of 0.10% (10 basis points) on the value of our clients’ assets in the Program. This fee arrangement gives us an incentive to recommend or require that our clients with accounts not enrolled in the Program be maintained with CS&Co. Program Fees We charge a fee for our wealth management programs and any other investment management services that is generally based on the level of assets under management, including any cash or money market funds held in the account. Our program fee, determined on an individualized basis, may be up to 2% of a client’s assets under our management, and varies based on factors such as the amount of the client’s current and potential future Assets under our management or advisement (including 529 plans, variable annuities and other “held away” assets), assets of the client’s household under our management, length of our client relationship, complexity of the engagement, and whether you have selected our Stewardship Personal Value Portfolios. Our fee for the Stewardship Personal Value Portfolios is .10 bps higher than our investment management fee otherwise would be, for the additional analysis required to run the portfolios. The additional fee gives us an incentive to recommend our Stewardship portfolios over other assets. We address this conflict by disclosing it to you. You are free to accept or decline our recommendation, as you wish. The fee is negotiable, and in some cases, we may agree to a flat fee for investment management services. The fee is payable monthly, in arrears, based upon the average daily balance of your Assets in the applicable month, as determined by the account custodian or other third-party sources. Cash and accrued interest will be included for billing purposes unless we determine otherwise, in our sole discretion. Your initial fee will be pro-rated for new accounts that are not open a full month, beginning when the client signs our fee agreement and we accept the fee agreement. The initial billing period is adjusted for the number of days remaining in the initial month and will run from the date the fee agreement is accepted through the last business day of the initial month. The fee will be debited directly from the client’s account(s) unless the client has made other payment arrangements with SOAWM. Fees will be first debited from any free credit cash balance or money market in the client’s account and if there is not enough available, SOAWM has the discretion to sell securities in order to make cash available for the fee. Upon termination of the Agreement, the balance (if any) of our unearned fees shall be refunded to you and the balance (if any) of our earned fees shall be charged to you. Additional Fees As referenced above, a portion of the fees paid to SOAWM are used to cover the securities brokerage commissions and transactional costs attributed to the management of its clients’ portfolios. Our wrap program broker has eliminated transaction-based fees for most online trades of equities and exchange- traded funds (ETF’s). For those eligible accounts now no longer subject to these transaction fees, SOAWM is no longer paying those transaction costs on behalf of clients and thereby benefits from a reduction in expenses associated with its wrap program. Although this change does not impose any new costs on clients, it increases our profits by reducing the transaction costs we pay on clients’ behalf. In addition to our fees, clients are responsible for the fees and expenses associated with the investment of their assets, including management fees and expenses imposed directly by a mutual fund, index fund, exchange traded fund, or alternative investment which shall be disclosed in the fund’s prospectus or private placement memorandum, fees related to alternative investments, mark-ups and mark-downs, spreads paid to market makers, step-out fees, any “trade away” fees and execution costs for any transactions executed away from the wrap program broker-dealer, wire transfer fees and other fees and taxes on brokerage accounts and securities transactions. These fees are not included within the wrap fee you are charged by our firm. Clients investing in private investment funds will be subject to management and other fees and expenses charged by the fund, as detailed in the offering and governing documents for the funds. Clients investing in private investment funds that invest in other funds are subject to the management and other fees and expenses of the underlying funds. CS&Co may charge fees for services that will be deducted from a client’s account in addition to the management fees listed above.