Item 5 - Additional Compensation .......................................................................................................................... 20
Item 6 - Supervision ..................................................................................................................................................... 20
Brochure Supplement (Part 2B of Form ADV) .......................................................................... 22
Officer – Richard Counts, AIF®, C(k)P® ................................................................................................................. 22
Item 2 - Educational Background and Business Experience ....................................................................... 22
Item 3 - Disciplinary Information ........................................................................................................................... 23
Item 5 - Additional Compensation .......................................................................................................................... 24
Item 6 - Supervision ..................................................................................................................................................... 24
Brochure Supplement (Part 2B of Form ADV) .......................................................................... 26
Principal Executive Officer - Nicholas “Nick” Oldham, CFP®, CRPS®, AIF®, CPFATM .......................... 26
Item 2 - Educational Background and Business Experience ....................................................................... 26
Item 3 - Disciplinary Information ........................................................................................................................... 28
Item 5 - Additional Compensation .......................................................................................................................... 29
Item 6 - Supervision ..................................................................................................................................................... 29
Firm Description
Mainstreet RIA LLC (“Mainstreet”) was founded in 2019 and became a Registered
Investment Advisor in 2020. Robert “Steve” Oldham, Richard Counts, and Nicholas “Nick”
Oldham are all principal owners. Nick Oldham is the Chief Compliance Officer for the firm.
Types of Advisory Services
QUALIFIED NON-ERISA RETIREMENT PLANS
Mainstreet may provide qualified plans with the following services:
• Provide discretionary and non-discretionary investment advice to the Plan Sponsor
about asset classes and investment alternatives available for the Plan in accordance
with the Plan’s investment policies and objectives. Investment options, retention,
removal, addition of investment options and all other investment review duties will
be assigned to an unaffiliated asset manager.
• Assist the Plan Sponsor in the reviewing and understanding of the investment policy
statement (“IPS”). The IPS establishes the investment policies and objectives for the
Plan, provided by the asset manager. Plan Sponsor shall have the ultimate
responsibility to ensure the asset manager continues to follow the IPS and provides
the appropriate reports and investment reviews demonstrating that the policies and
objectives outlined in the IPS are being followed.
• Educate the Plan Sponsor with respect to the asset manager’s selection of a qualified
default investment alternative for participants who are automatically enrolled in the
Plan or who have otherwise failed to make investment elections. The Plan Sponsor
retains the sole responsibility to provide all notices to the Plan participants.
• Assist the Plan Sponsor in monitoring investment options by reviewing the periodic
asset manager’s investment reports that document investment performance,
consistency of fund management and conformance to the guidelines set forth in the
IPS, along with the asset manager’s recommendations to maintain, remove or
replace investment options.
• Meet with Plan Sponsor on a periodic basis to discuss the reports and the
investment recommendations provided by the asset manager.
• Assist in the education of Plan participants about general investment information
and the investment alternatives available to them under the Plan. Mainstreet will
not provide investment advice concerning the prudence of any investment option or
combination of investment options for a particular participant or beneficiary under
the Plan under this agreement. Any specific recommendations to participants will be
under a separate agreement between the participant and Mainstreet.
• One-time consulting services.
Mainstreet has no responsibility to provide services related to the following types of assets
(“Excluded Assets”):
1. Employer securities;
2. Real estate (except for real estate funds or publicly traded REITs);
3. Stock brokerage accounts or mutual fund windows;
4. Participant loans;
5. Non-publicly traded partnership interests;
6. Other non-publicly traded securities or property (other than collective trusts and
similar vehicles); or
7. Other hard-to-value or illiquid securities or property.
Excluded Assets will not be included in calculation of Fees paid to Mainstreet under this
Agreement.
ERISA PLAN SERVICES
Mainstreet provides service to qualified retirement plans including 401(k) plans, 403(b)
plans, pension and profit-sharing plans, cash balance plans, and deferred compensation
plans. Mainstreet may act as either a 3(21) or 3(38) advisor:
Limited Scope ERISA 3(21) Fiduciary. Mainstreet may serve as a limited scope ERISA
3(21) fiduciary that can advise, help and assist plan sponsors with their investment
decisions. As an investment advisor Mainstreet has a fiduciary duty to act in the best
interest of the plan sponsor. The plan sponsor is still ultimately responsible for the
decisions made in their plan, though using Mainstreet can help the plan sponsor delegate
liability by following a diligent process.
2. Fiduciary Services are:
• Provide investment advice to the plan sponsor about asset classes and investment
alternatives available for the Plan in accordance with the Plan’s investment policies and
objectives. Plan sponsor will make the final decision regarding the initial selection,
retention, removal and addition of investment options. Mainstreet acknowledges that it
is a fiduciary as defined in ERISA section 3 (21) (A) (ii).
• Assist the plan sponsor in the development of an investment policy statement (“IPS”).
The IPS establishes the investment policies and objectives for the Plan. Plan sponsor
shall have the ultimate responsibility and authority to establish such policies
and
objectives and to adopt and amend the IPS.
• Provide investment advice to the Plan Sponsor with respect to the selection of a
qualified default investment alternative for participants who are automatically enrolled
in the Plan or who have otherwise failed to make investment elections. The plan
sponsor retains the sole responsibility to provide all notices to the Plan participants
required under ERISA Section 404(c) (5) and 404(a)-5.
• Assist in monitoring investment options by preparing periodic investment reports that
document investment performance, consistency of fund management and conformance
to the guidelines set forth in the IPS and make recommendations to maintain, remove
or replace investment options.
• Meet with plan sponsor on a periodic basis to discuss the reports and the investment
recommendations.
3. Non-fiduciary Services are:
• Assist in the education of Plan participants about general investment information and
the investment alternatives available to them under the Plan. Plan sponsor understands
Mainstreet’s assistance in education of the Plan participants shall be consistent with
and within the scope of the Department of Labor’s definition of investment education
(Department of Labor Interpretive Bulletin 96-1). As such, Mainstreet is not providing
fiduciary advice as defined by ERISA 3(21)(A)(ii) to the Plan participants. Mainstreet
will not provide investment advice concerning the prudence of any investment option
or combination of investment options for a particular participant or beneficiary under
the Plan.
• One-time consulting services.
Mainstreet may provide these services or, alternatively, may arrange for the Plan’s other
providers to offer these services, as agreed upon between Mainstreet and plan sponsor.
4. Mainstreet has no responsibility to provide services related to the following types of assets
(“Excluded Assets”):
• Employer securities;
• Real estate (except for real estate funds or publicly traded REITs);
• Stock brokerage accounts or mutual fund windows;
• Participant loans;
• Non-publicly traded partnership interests;
• Other non-publicly traded securities or property (other than collective trusts and
similar vehicles); or
• Other hard-to-value or illiquid securities or property.
Excluded Assets will not be included in calculation of Fees paid to Mainstreet on the ERISA
Agreement. Specific services will be outlined in detail to each plan in the 408(b)2
disclosure.
ERISA 3(38) Investment Manager. Mainstreet can also act as an ERISA 3(38) Investment
Manager in which it has discretionary management and control of a given retirement plan’s
assets. Mainstreet would then become solely responsible and liable for the selection,
monitoring and replacement of the plan’s investment options.
1. Fiduciary Services are:
• Mainstreet has discretionary authority and will make the final decision regarding the
initial selection, retention, removal and addition of investment options in accordance
with the Plan’s investment policies and objectives.
• Assist the plan sponsor with the selection of a broad range of investment options
consistent with ERISA Section 404(c) and the regulations thereunder.
• Assist the plan sponsor in the development of an investment policy statement (“IPS”).
The IPS establishes the investment policies and objectives for the Plan.
• Provide discretionary investment advice to the Plan Sponsor with respect to the
selection of a qualified default investment alternative for participants who are
automatically enrolled in the Plan or who have otherwise failed to make investment
elections. The plan sponsor retains the sole responsibility to provide all notices to the
Plan participants required under ERISA Section 404(c) (5).
• Plan participants will have the option of choosing discretionary advisory models
managed by Mainstreet;
2. Mainstreet offers plan consulting services to plan participants where Mainstreet will
review the investment options available within the plan. Mainstreet will make specific fund
investment recommendations to the plan participants based on the investment options
available and the plan participant’s financial objectives. Non-fiduciary Services are:
• Assist in the education of Plan participants about general investment information and
the investment alternatives available to them under the Plan. plan sponsor understands
the Mainstreet’s assistance in education of the Plan participants shall be consistent with
and within the scope of the Department of Labor’s definition of investment education
(Department of Labor Interpretive Bulletin 96-1). As such, the Mainstreet is not
providing fiduciary advice as defined by ERISA to the Plan participants. Mainstreet will
not provide investment advice concerning the prudence of any investment option or
combination of investment options for a particular participant or beneficiary under the
Plan.
• One-time consulting services.
Mainstreet may provide these services or, alternatively, may arrange for the Plan’s other
providers to offer these services, as agreed upon between Mainstreet and plan sponsor.
3. Mainstreet has no responsibility to provide services related to the following types of assets
(“Excluded Assets”):
• Employer securities;
• Real estate (except for real estate funds or publicly traded REITs);
• Stock brokerage accounts or mutual fund windows;
• Participant loans;
• Non-publicly traded partnership interests;
• Other non-publicly traded securities or property (other than collective trusts and
similar vehicles); or
• Other hard-to-value or illiquid securities or property.
Excluded Assets will not be included in calculation of Fees paid to the Adviser on the ERISA
Agreement. Specific services will be outlined in detail to each plan in the 408(b)2
disclosure.
ASSET MANAGEMENT
Mainstreet offers discretionary asset management services to advisory clients. Mainstreet
will offer clients ongoing asset management services through determining individual
investment goals, time horizons, objectives, and risk tolerance. Investment strategies,
investment selection, asset allocation, portfolio monitoring and the overall investment
program will be based on the above factors. The client will authorize Mainstreet
discretionary authority to execute selected investment program transactions as stated
within the Investment Advisory Agreement.
As part of the recommendations provided, the client may have a financial plan completed.
This may include but is not limited to a thorough review of all applicable topics such as
Wills, Estate Plans and Trusts, Investments, Taxes, Qualified Plans, Insurance, Retirement
Income, Social Security, and College Planning. If a conflict of interest exists between the
interests of Mainstreet and the interests of the client, the client is under no obligation to act
upon Mainstreet’s recommendation. If the client elects to act on any of the
recommendations, the client is under no obligation to affect the transaction through
Mainstreet. This service will be provided at no additional cost to the client.
Client Tailored Services and Client Imposed Restrictions
The goals and objectives for each client are documented in our client files. Investment
strategies are created that reflect the stated goals and objectives. Clients may impose
restrictions on investing in certain securities or types of securities. Agreements may not be
assigned without written client consent.
Wrap Fee Programs
Mainstreet does not sponsor any wrap fee programs.
Client Assets under Management
Mainstreet has the following assets under management:
Discretionary Amounts: Non-discretionary Amounts: Date Calculated:
$310,100,000 $0 10/10/2023
Mainstreet also had $27,900,000 in assets under advisement.