Vericrest Private Wealth, LLC (“Vericrest”) offers a wrap fee program whereby the firm manages client accounts for a single convenient wrap fee that includes investment advisory services, portfolio management services, custody and clearance services and transaction costs. Vericrest seeks long-term growth of clients’ financial assets while emphasizing preservation of capital. Vericrest manages investment portfolios designed to meet clients’ risk/return objectives, ranging from conservative to aggressive growth. An appropriate portfolio is determined by a client’s investment objectives, investment time horizon, liquidity needs and risk tolerance. Prior to engaging Vericrest to provide services through the wrap fee program, the client is required to enter into an Investment Management Agreement with Vericrest which sets forth the terms and conditions of the engagement and the scope of services to be provided. These services may include determining the appropriate target portfolio asset allocation, developing the Investment Policy Statement (IPS) and ongoing investment monitoring. Clients may impose restrictions on investing in specific securities, industries, or sectors. Program Fee Vericrest charges a single convenient “wrap fee” for these services. The fee is payable quarterly in advance and is based on the account value on the last trading day of the previous calendar quarter. The first quarterly fee payment is due upon execution of the Investment Advisory Agreement and will be assessed pro-rata in the event the agreement is executed at any time other than the first business day of a calendar quarter. The pro-rata calculation will begin on the first day of the calendar month that follows the execution of the Investment Advisory Agreement (for example, if the Investment Advisory Agreement is executed in January, pro-rata billing will begin February 1st). Lower fees may be negotiated at Vericrest’s sole discretion. If an account is removed from Vericrest’s management during the quarter, fees will be prorated to the termination date and any unearned fees will be refunded to the client. The annual management fee schedule is set forth below: Value of Client Account Annual Fee $1,000,000 - $3,000,000 1.25% $3,000,001 - $7,000,000 1.00% Value above $7,000,000 0.85% A minimum of $1,000,000 of assets is necessary to establish a relationship with Vericrest. Exceptions can be made in the discretion of Vericrest. An exception may result in a higher annual fee. Page 5 of 12 A portion of the fee paid to Vericrest is used to cover transactional costs attributed to the management of its clients’ portfolios. Since Vericrest pays the transaction costs associated with trading, there may be a disincentive to actively trade in client accounts. Services provided through the wrap fee program may cost clients more or less than purchasing these services separately. The number of transactions made in clients’ accounts, as well as the commissions charged for each transaction, determines the relative cost of the wrap fee program versus paying separate transactional costs and paying a separate fee for investment advisory and portfolio management services. The fee paid in the wrap fee program may also be higher or lower than fees charged by other investment advisory firms. Other Charges Clients may incur certain fees or charges imposed by third-parties other than Vericrest in connection with investments made by Vericrest on behalf of clients. These fees and charges are separate and distinct from the fees paid to Vericrest and may include, but not be limited to: exchange-traded fund (ETF) fees, fund fees, deferred sales charges on previously purchased mutual funds transferred into the account, interest charged on margin borrowing, “spreads” imposed by brokers/dealers representing implicit transactions costs, wire transfer/electronic fund transfer fees and fees related to trades executed away from a custodian. Vericrest is not responsible for and

does not receive any portion of these fees or charges. Compensation for Recommending the Wrap Fee Program Vericrest has no arrangements in place whereby persons recommending the wrap fee program are entitled to receive additional compensation because of clients’ participation. Products & Services Available to us from Charles Schwab Co., Inc Charles Schwab Co., Inc (“Schwab”) serves independent investment advisory firms like ours. They provide us and our clients with access to its institutional brokerage – trading, custody, reporting and related services – many of which are not typically available to Schwab retail customers. Schwab also makes available various support services. Some of those services help us manage or administer our clients’ accounts while others help us manage and grow our business. Schwab’s support services are generally available on an unsolicited basis and at no charge to us as long as we maintain a total of at least $10 million of our clients’ assets in accounts at Schwab. Schwab has eliminated commissions for online trades of equities, ETFs and options (subject to $0.65 per contract fee). This means that, in most cases, when we buy and sell these types of securities, we will not have to pay any commissions to Schwab. We encourage you to review Schwab’s pricing to compare the total costs of entering into a wrap fee arrangement versus a non-wrap fee arrangement. If you choose to enter into a wrap fee arrangement, your total cost to invest could exceed the cost of paying for brokerage and advisory services separately. To see what you would pay for transactions in a non-wrap account please refer to Schwab’s most recent pricing schedules available at schwab.com/aspricingguide. Page 6 of 12 Services that Benefit Client Schwab’s institutional brokerage services include access to a broad range of investment products, execution of securities transactions, and custody of client assets. The investment products available through Schwab include some to which we might not otherwise have access or that would require a significantly higher minimum initial investment by our clients. Schwab’s services described in this paragraph generally benefit clients or their account(s). Services that May Not Directly Benefit Clients Schwab also makes available to us other products and services that benefit us but may not directly benefit the client or their account(s). These products and services assist us in managing and administering our clients’ accounts. They include investment research, both Schwab’s own and that of third parties. We may use this research to service all or some substantial number of our clients’ accounts, including accounts not maintained at Schwab. In addition to investment research, Schwab also makes available software and other technology that:
• provides access to client account data (such as duplicate trade confirmations and account statements);
• facilitates trade execution and allocate aggregated trade orders for multiple client accounts;
• provides pricing and other market data;
• facilitates payment of our fees from our clients’ accounts; and
• assists with back-office functions, recordkeeping and client reporting. Schwab also offers other services intended to help us manage and further develop our business enterprise. These services include:
• educational conferences and events
• technology, compliance, legal, and business consulting;
• publications and conferences on practice management and business succession; and
• access to employee benefits providers, human capital consultants and insurance providers. Schwab may provide some of these services itself. In other cases, it will arrange for third-party vendors to provide the services to us. Schwab may also discount or waive its fees for some of these services or pay all or a part of a third party’s fees.