A. Description of Firm Heritage Wealth Management, Inc. (“HWM” or the “Firm”) is a California-based investment advisory firm that provides investment supervisory services on a discretionary basis to certain clients described in Item 7 herein (“Clients”). The investment instruments HWM advises its clientele on include, but are not limited to, public and private equity stocks, fixed income securities, bonds, exchange traded funds (“ETFs”), mutual funds, cash equivalent instruments such as money markets, American Depository Securities and Receipts (“ADRs”), fixed income securities, options, alternative investments, real estate, private debt, and cash equivalent instruments. Please refer to Item 8 for additional information relating to the investment strategies pursued by HWM and their associated risks. B. Principal Owner Jordan Gibbs (“Mr. Gibbs”) is the President and Chief Executive Officer of the Firm. The Jordan and Jessica Gibbs Family Trust holds majority ownership of the Firm. Mr. Gibbs serves as the control person for HWM. Ryan Gibbs serves as the Chief Compliance Officer of the Firm. C. Types of Advisory Services Offered HWM provides financial planning services and portfolio management for individuals, small business, private funds, and business and institutional clients on an ongoing discretionary basis. 1. Financial Planning Services HWM’s financial planning services range from comprehensive financial planning to more focused consultations, depending on the needs of each Client. Generally, HWM evaluates the Client’s financial, business, and investment information and makes recommendations designed with the intention of achieving the Client’s overall goals and objectives. Clients have the option of utilizing HWM to implement certain investment recommendations but are under no obligation to do so. Advice and recommendations may also be given on non-securities matters and any implementation of HWM’s recommendations is entirely at the Client’s discretion. Clients are always free to accept or reject any or all recommendations made by HWM, and Clients retain the authority and discretion on whether or not to implement any recommendations. Clients should understand that a potential conflict of interest exists if HWM recommends its own portfolio management services. Financial planning recommendations are based on the Client’s financial situation at the time the recommendations are provided and are based on the information provided by the Client. In addition, certain assumptions may be made with respect to interest and inflation rates, use of past trends, and performance of the market and economy. Past performance is in no way an indication of future performance and HWM cannot offer any guarantees or promises that the Client’s financial goals and objectives will be met. As a Client’s financial situation, goals, objectives, or needs change, the Client is strongly urged to promptly notify HWM. For more information on the risks associated with investing, please refer to Item 8, below. Please refer to Item 5 below for detailed information on fees and compensation for these services. 2. Portfolio Management HWM provides discretionary investment advice and management to separately managed accounts on a continuous basis and in accordance with the investment objectives and strategies provided by the Client. HWM typically provides investment management services for portfolios comprised of stocks, bonds, mutual funds and ETF’s. The mutual funds are invested in stocks, bonds, and alternative investments. When a Client utilizes the Oso Toro Strategy or Tax-Sensitive Oso Toro Strategy, HWM will also invest in individual stocks, bonds and other fixed income products, and options. At times, the Firm will also use options outside of the Oso Toro Strategies if it is believed to be in the best interest of the Client, and the Client’s account has been authorized for the use of options by the custodian holding the client’s assets (i.e., an option form). The Firm utilizes both in-person meetings and/or telephonic interviews with the Clients to gather information regarding each Client’s overall investment objectives, goals, and risk tolerance to help determine the appropriate overall portfolio for the Client’s managed account assets. It is of beneficial interest to the Client to provide accurate and candid information and promptly inform the Firm of any material changes in their circumstances so the Firm can evaluate if investment adjustments to the Client’s managed account(s) are necessary. The Firm does not and will not assume any responsibility for the accuracy of the information provided by the Client. Clients may impose restrictions on investing in certain securities or types of securities in their managed accounts. Client managed account assets are then invested and managed based on a blend of investment strategies and other securities that appear to be most suitable to the Client’s investment objectives and strategy determined for those account assets. While HWM will customize the portfolios, for example to help ensure suitability and/or to incorporate client restrictions, several clients will be invested in the same or similar investment strategy at any given time. Further details on the Firm’s investment strategies, including the risks pertaining to such strategies and their underlining securities, is outlined below in this brochure under the heading “Item 8: Methods of Analysis, Investment Strategies and Risk of Loss” The Client funds will typically be deposited in either a brokerage firm or bank custodian account. With Client consent, HWM may cause fees to be paid out of separately managed accounts by the Client’s custodian. Please refer to Item 5 below for detailed information on fees and compensation for these services. 3. Use of Third-Party Advisers Dependent upon the Client’s needs or objectives, the Firm may recommend the services of an independent third-party adviser ("TPA") to manage a portion of their portfolio. Typically, this involves the selection of certain programs, or money managers, which may enter into a separate agreement with HWM, or with the Client directly. HWM's recommendations regarding the suitability of a TPA and its investment style is based on, but not limited to, the Client’s financial needs, long-term goals, and investment objectives. Upon selection of a TPA, HWM will conduct periodic due diligence ensure that the TPA's performance, portfolio strategies and management remain aligned to the Client’s overall investment goals and objectives. HWM will retain discretionary authority to hire and fire TPAs and reallocate the client’s assets to other TPAs, where such action is deemed to be in the best interest of the client. Clients may be required to sign a separate investment management agreement directly with the TPA(s) selected, in addition to the advisory agreement signed with HWM. If the TPA is compensated in advance, the Client will typically receive a pro-rata refund of any prepaid advisory fees upon termination. Should HWM select a TPA to manage a portion of the Client’s portfolio, HWM will instruct the TPA to deliver a copy of the TPA’s Form ADV Part 2A (or other similar Client Brochure) to the Client at the time of appointing the TPA. 4. Sub-Advisory Services and Private Placement Insurance Program At times, HWM will provide services under sub-advisory agreements with other non-affiliated third-party financial institutions (“TPFI’s”) who have engaged HWM to provide advisory services to their client accounts. Both HWM and the TPFI will typically be granted dual trading authority in such situations. HWM typically has discretionary authority over a portion of a sub-advised client’s assets to buy and sell securities. Fees for such services are negotiable between HWM and the TPFI and will be included as part of an agreement entered into by and between HWM

and the respective TPFI. Specifically, through Axcelus International Life Assurance Company (“Axcelus”), accredited and qualified purchaser (as such terms are defined under applicable federal securities laws) investors may choose to invest in private placement life insurance (“PPLI”) or a private placement variable annuity (“PPVA”) with the segregated investment account managed by an approved investment adviser. PPLI is a variable universal life insurance policy that provides a segregated investment account and a life insurance benefit. A PPVA enables investors to defer income tax on investment gains without the traditional retail variable annuity features such as income guarantees or principal protection, thus reducing the internal fees. The life insurance portion of these products is provided through Axcelus. At times, the Firm will recommend Clients utilize such products as part of their overall portfolio. HWM has an investment management agreement with Axcelus pursuant to which HWM provides investment management and asset allocation services on a discretionary basis for investment portfolios underlying PPLI policies issued to HWM clients by Axcelus. Please refer to Item 10 below for detailed information on conflicts of interest associated with these services. 5. Educational Seminars At times, HWM delivers educational seminars and/or workshops for Client and prospective Clients. The workshops and seminars are not designed to provide specific and/or personal advice to a specified Client, nor does HWM provide individualized investment advice to attendees during these seminars. Such educational seminars and/or workshops are provided on an “as announced” basis for groups seeking general advice on investments and other areas of personal finance. The content of these seminars will vary depending upon the needs of the attendees. HWM does not charge a fee for attending such seminars. 6. Affiliated Pooled Investment Vehicles The Firm provides discretionary investment management services to affiliated pooled investment vehicles (the “Funds”) with respect to investments in securities, financial instruments and other assets, including co-investments alongside third-party investment managers and other persons and/or investments in pooled investment vehicles managed, sponsored and operated by the Firm, its affiliates, and/or third-party investment managers. HPOP GP, LLC (“HPOP”), an affiliate of the Firm, serves as the general partner with respect to the Funds and the Firm serves as investment manager with respect to the Funds. Interests in the Funds typically will be offered and made available primarily to applicable advisory clients of the Firm (subject to suitability and eligibility determinations and requirements), but interests in the Funds may also be offered or made available to other persons and entities (including non-advisory clients) in the sole discretion of the HPOP. Interests in the Funds are privately offered only to eligible clients and other investors pursuant to exemptions under the Securities Act of 1933, as amended, and the regulations promulgated thereunder, and other applicable securities laws. Such Funds are not registered as investment companies pursuant to or in accordance with one or more specific exclusions from the definition of investment company under the Investment Company Act of 1940, as amended. The Firm recommends investments in the Funds to certain of its advisory clients and such clients may elect to subscribe for interests in the Funds. The Firm faces various conflicts of interest in connection with making such recommendations to clients. See Item 6, Item 8 and Item 10. As a matter of practice, a private placement memorandum or a similar offering document with respect to each Fund typically will be provided or made available to prospective investors in such Fund, which generally includes various disclosures and information regarding the Fund, the investment objective and strategies of such Fund and other matters. Prospective investors should review the information and disclosures set forth in the applicable offering documents of a Fund for detailed information regarding such Fund, and any disclosures or information set forth in this Brochure. Each Fund is managed in accordance with the investment objectives, policies, strategies, guidelines and limitations set forth in the applicable private placement memorandum, limited partnership agreement and other governing documents of such Fund. Investors generally are not permitted to impose restrictions or limitations on the management or operations of the Funds. Notwithstanding the foregoing, HPOP may enter into side-letter agreements or similar arrangements with one or more investors in a Fund that have the effect of establishing rights under, or altering, modifying, waiving or supplementing the terms of, the governing documents of the Fund in respect of such investor(s). Among other things, these agreements may entitle an investor in a Fund to lower fees, information or transparency rights, most favored nations status, notification rights, rights or terms necessary or advisable in light of particular legal, regulatory or public policy considerations of or related to an investor and/or other preferential rights and terms. Any rights established or any terms of the governing documents of such applicable Fund altered or supplemented in or by a side-letter or similar arrangement with an investor will govern solely with respect to such investor notwithstanding any other provision of the governing documents of such applicable Fund related thereto. 7. Advisory Agreements a. Information Received by Individual Clients At the onset of the Client relationship, HWM gathers information on each Client’s investment objectives, risk tolerance, time horizons, and financial goals. HWM does not assume responsibility for the accuracy of the information provided by the Client and is not obligated to verify any information received from the Client or from any of the Client’s other professionals (e.g., attorney, accountant, etc.). Under all circumstances, the Client is responsible for promptly notifying HWM in writing of any material changes to their objectives, risk tolerance, time horizon, and financial goals. In the event that a Client notifies HWM of any changes, HWM will review such changes and advise the Client accordingly. b. Client Agreements and Disclosures Each Client is required to enter into a written agreement with HWM setting forth the terms and conditions under which the Firm shall render its services (the “Agreement”). In accordance with applicable laws and regulations, HWM will provide its disclosure brochure (ADV Part 2A), brochure supplement (ADV Part 2B), and most recent Privacy Notice to each Client prior to or contemporaneously with the execution of the Agreement. The Agreement between HWM and the Client will continue in effect until terminated by either party pursuant to the terms of the Agreement. HWM’s fees (discussed below) shall be prorated through the date of termination and any remaining balance shall be charged or refunded to the Client, as appropriate, in a timely manner. Neither HWM nor the Client may assign the Agreement without the consent of the other party. Transactions that do not result in a change of actual control or management of HWM shall not be considered an assignment. As further discussed in Item 15 below, Client’s assets will be custodied with a qualified custodian. All custodial and execution fees assessed for a Fund’s assets remain the sole responsibility of Client. D. Participation in Wrap Programs HWM does not sponsor or participate in a wrap fee program. E. Amount of Client Assets Managed As of December 31, 2023, the following represents the amount of client assets under management by the Firm on a discretionary and non-discretionary basis: Type of Account Assets Under Management ("AUM") Discretionary $376,967,066 Non-Discretionary $0 Total: $376,967,066