A. Firm Information Keystone Private Wealth (“Keystone” or the “Advisor”) is a registered investment advisor with Securities and Exchange Commission (“SEC”), which is organized as a limited liability company under the laws of the State of California. Keystone was founded in February 2019 and is majority owned by Mark W. Thatcher and Shattuck (Shad) F. Lamm. This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by Keystone. For questions regarding this Disclosure Brochure, please contact Shad Lamm, Chief Compliance Officer at (760) 818-7020. B. Advisory Services Offered Keystone offers investment advisory services to high net worth individuals, families, trusts, estates, and businesses (each referred to as a “Client”). Keystone provides comprehensive investment management, planning and consulting services tailored to the individual needs of each Client. Investment Advisory Services Keystone provides customized investment advisory solutions for its Clients. This is achieved through continuous personal Client contact and interaction while providing discretionary investment management, planning and related advisory services. Keystone typically offers these as a bundled advisory engagement, but may, in certain circumstances, offer as individual services. Keystone works closely with each Client to develop an investment strategy that seeks to achieve the goals of the Client. Internal Investment Management - Keystone customizes its investment management services for its Clients. Portfolios are primarily constructed using mutual funds, exchange-traded funds (“ETFs”), individual stocks and fixed income securities. For certain Clients, the Advisor may also utilize alternative investments and other types of investments, as appropriate, to meet the needs of particular Clients. The Advisor generally constructs portfolios in alignment with its internal strategies, but may retain legacy securities due to portfolio fit and tax considerations. Keystone evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. Keystone’s investment strategy is primarily long-term focused, but the Advisor may buy, sell or re-allocate positions that have been held less than one year to meet the objectives of the Client or due to market conditions. If it is consistent with the Client’s goals, the Advisor may also engage in an investment strategy that utilizes frequent trading in securities, please see Item 8 for more information. Keystone will construct, implement and monitor the Client’s portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. Keystone, in its discretion, may redistribute investment allocations to diversify the portfolio. Keystone may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market movement. Keystone may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client’s risk tolerance. Keystone will provide investment management and related advisory services. At no time will Keystone accept or maintain custody of a Client’s funds or securities, except for authorized deduction of the Advisor’s fees and dispersing client funds to a third party under a standing letter of instruction. All Client assets will be managed within their designated account[s] at the Custodian, pursuant to the investment advisory agreement. Financial Planning and Consulting Services Keystone will typically provide a variety of financial planning services to Clients as part of the investment advisory engagement or as a separate engagement. Services are offered in several areas of a Client’s financial situation, depending on their goals, objectives and financial situation. Page 5 Generally, such financial planning services will involve preparing a financial plan or rendering a financial consultation based on the Client’s financial goals and objectives. This planning or consulting may encompass one or more areas of need, including, but not limited to investment planning, retirement planning, estate planning, personal savings, education savings and other areas

of a Client’s financial situation. A financial plan developed for or financial consultation rendered to the Client will usually include general recommendations for a course of activity or specific actions to be taken by the Client. For example, recommendations may be made that the Client start or revise their investment programs, commence or alter retirement savings, establish education savings and/or charitable giving programs. Keystone may also refer Clients to an accountant, attorney or other specialist, as appropriate for their unique situation. For certain financial planning engagements, the Advisor will provide a written summary of Client’s financial situation, observations, and recommendations. For consulting or ad-hoc engagements, the Advisor may not provide a written summary. Plans or consultations are typically completed within six months of contract date, assuming all information and documents requested are provided promptly. Retirement Plan Consulting Services Keystone provides retirement plan consulting services to employer plan sponsors on an ongoing basis. Generally, such consulting services consist of assisting employer plan sponsors in establishing, monitoring and reviewing their company's participant-directed retirement plan. As the needs of the plan sponsor dictate, areas of advising could include: investment options, plan structure and participant education. Retirement Plan Consulting services typically include:
• Establishing an Investment Policy Statement – Keystone will assist in the development of a statement that summarizes the investment goals and objectives along with the broad strategies to be employed to meet the objectives.
• Investment Options – Keystone will work with the Plan Sponsor to evaluate existing investment options and make recommendations for appropriate changes.
• Asset Allocation and Portfolio Construction – Keystone will develop strategic asset allocation models to aid Participants in developing strategies to meet their investment objectives, time horizon, financial situation and tolerance for risk.
• Investment Monitoring – Keystone will monitor the performance of the investments and notify the client in the event of over/underperformance and in times of market volatility. In providing services for retirement plan consulting, Keystone does not provide any advisory services with respect to the following types of assets: employer securities, real estate (excluding real estate funds and publicly traded REITS), participant loans, non-publicly traded securities or assets, other illiquid investments, or brokerage window programs (collectively, “Excluded Assets”). All retirement plan consulting services shall be in compliance with the applicable state laws regulating retirement consulting services. This applies to Client accounts that are retirement or other employee benefit plans (“Plan”) governed by the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). If the Client accounts are part of a Plan, and Keystone accepts appointment to provide services to such accounts, Keystone acknowledges its fiduciary standard within the meaning of Section 3(21) or 3(38) of ERISA as designated by the Retirement Plan Consulting Agreement with respect to the provision of services described therein. C. Client Account Management Prior to engaging Keystone to provide investment advisory services, each Client is required to enter into one or more advisory agreements with the Advisor that define the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include:
• Establishing an Investment Strategy – Keystone, in connection with the Client, will develop an investment strategy targeted to achieve the Client’s investment goals and objectives.
• Asset Allocation – Keystone will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and tolerance for risk for each Client.
• Portfolio Construction – Keystone will develop a portfolio for the Client that is intended to meet the stated goals and objectives of the Client.
• Investment Management and Supervision – Keystone will provide investment management and ongoing oversight of the Client’s portfolio. Page 6
• Financial Planning and Consulting – For Clients engaging for investment advisory services, the Advisor provides ongoing financial planning and related services regarding the Client’s overall financial situation. D. Wrap Fee Programs Keystone does not manage or place Client assets into a wrap fee program. E. Assets Under Management Our firm manages $415,550,192 on a discretionary basis and $1,155,921 on a non-discretionary basis as of December 31, 2022 for a total of $416,706,113 in Assets Under Management.