ITEM 5 - ADDITIONAL COMPENSATION ................................................................................................... iii
ITEM 6 - SUPERVISION ............................................................................................................................. iii
Privacy Notice ................................................................................................................................... A
MRD, Inc. Brochure Revised October 24, 2023 6
Description of Advisory Firm
MRD, Inc. (“MRD,” “we,” “our,” or “us”) is a privately-owned corporation headquartered in Irvine, CA.
MRD is registered as an investment adviser with the California Department of Financial Protection and
Innovation. Michael R. DeKovner, President & principal owner (formerly Michael R. DeKovner, Sole
Proprietor), founded MRD in 2000.
Fiduciary Duty
Registered investment advisers are considered fiduciaries under federal law. Our fiduciary duty carries
with it an obligation to act in the best interest of our clients pursuant to a relationship of trust and
confidence. It encompasses a
duty of care and a
duty of loyalty.
Duty of Care
The duty of care includes, among other things,
1. the duty to provide advice that is in the best interest of the client;
2. the duty to seek best execution of a client’s transactions where the adviser has the
responsibility to select broker-dealers to execute client trades; and
3. the duty to provide advice and monitoring over the course of the relationship.
The duty to provide advice suitable to each client based on a reasonable understanding of the client’s
objectives is a critical component of the duty of care. Providing suitable advice includes making a
reasonable inquiry into the client’s financial situation, investment experience, and financial goals and
then updating this information as necessary throughout the course of the relationship to reflect the
client’s changing objectives over time and adjusting the advice we provide to reflect any changed
circumstances.
When MRD has the responsibility to select broker-dealers to execute client trades in discretionary
accounts, we seek to trade such that the client’s total cost or proceeds in each transaction are the most
favorable under the circumstances. In doing so, we consider the full range and quality of a broker’s
services and so the determinative factor is not necessarily the lowest possible commission cost but
whether the transaction represents the best qualitative execution. Moreover, we periodically and
systematically evaluate the execution we receive on behalf of our clients.
Our duty of care includes an obligation to provide advice and monitoring at a frequency that is in the
best interest of the client, taking into account the scope of the agreed relationship. This scope is
indicated by the duration and nature of the services as outlined in each client’s advisory arrangement
and extends to all personalized advice provided to clients.
Duty of Loyalty
MRD adheres to a duty of loyalty where we seek to serve the best interests of our clients and never
subordinate the interests of our clients to our own. Simply put, MRD cannot place its own interests
ahead of the interests of our clients. In observance of this duty, we must make full and fair disclosure to
clients of all material facts relating to the advisory relationship. Further, we also seek to eliminate or at
MRD, Inc. Brochure Revised October 24, 2023 7
least expose through full and fair disclosure all conflicts of interest which might incline MRD, consciously
or unconsciously, to render advice that is not disinterested. We believe that in order for disclosure to be
full and fair, it should be sufficiently specific so that each client is able to understand the material fact or
conflict of interest and make an informed decision whether to provide consent. Consequently, we
provide this ADV 2A brochure to all prospective clients at or before entering into a contract so that they
can use the information within to decide whether or not to enter into an advisory relationship.
Advisory Services Offered
MRD provides continuous and regular investment supervisory services on a discretionary basis. Michael
DeKovner works with clients and has the ongoing responsibility to select and make recommendations,
based upon the objectives of the client, as to specific securities or other investments held in client
accounts. MRD may offer investment advice on any investment held by the client at the start of the
advisory relationship. Recommendations for new investments typically include diversified mutual fund
and exchange traded fund (ETF) portfolios. Additionally, MRD’s investment recommendations,
depending on the individual investment objectives and needs of the client sometimes include but are
not limited to:
1. U.S. government securities
2. Certificates of deposit (CDs)
3. Private placements
We may also occasionally offer advice regarding additional types of investments if we believe that they
are appropriate to address the individual needs, goals, and objectives of the client, or in response to
client inquiry. We discuss our discretionary authority below under
Item 16 - Investment Discretion. For
more information about the restrictions clients can put on their accounts, see
Tailored Services and
Client
Imposed Restrictions in this item below. We describe the Fees charged for investment
management services below under Item 5 - Fees and Compensation.
Our Fiduciary Duties to Clients with Retirement Plans
When we provide investment advice to you regarding your retirement plan account or individual
retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income
Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement
accounts. The way we make money creates some conflicts with your interests, so we operate under a
special rule that requires us to act in your best interest and not put our interest ahead of yours.
Under this special rule’s provisions, we must:
• Meet a professional standard of care when making investment recommendations (give prudent
advice);
• Never put our financial interests ahead of yours when making recommendations (give loyal
advice);
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures designed to ensure that we give advice that is in your best
interest;
• Charge no more than is reasonable for our services; and
MRD, Inc. Brochure Revised October 24, 2023 8
• Give you basic information about conflicts of interest.
Limitations on Investments
Limitation by Security Type
Limitation on Equities
MRD does not generally invest in individual equity securities. However, we do hold individual positions
as an accommodation to clients. MRD does not monitor or provide advice pertaining to any client-
directed position held as an accommodation. We will only transact in individual equities when selling
existing holdings of new accounts and/or at the client’s request.
Limitation on Fixed Income
MRD generally utilizes debt-related mutual funds for the fixed-income allocation of portfolios. We
typically do not conduct individual fixed income securities transactions except when we deem it to be
suitable for a client’s specific circumstances, at a client’s request, and/or when liquidating existing
positions in new client accounts. On occasion, we may hold individual fixed-income securities contained
in new accounts. The holding period may be temporary or until maturity based on the individual needs
of the client.
Mutual Fund Limitations
DFA Mutual Funds
For passive mutual fund portfolios, MRD often uses various DFA Funds, which are mutual funds
managed by Dimensional Fund Advisors. DFA mutual funds have asset class strategies that include, but
are not limited to, U.S. and non-U.S. equities, fixed income, global, and real estate through real estate
investment trusts (REITS). DFA offers professionally managed mutual funds at relatively low expense
ratios. MRD is unaffiliated with DFA.
No Load Mutual Funds
MRD generally limits recommendations of mutual funds to no load funds or equivalent investment
products.
TIPS Funds
Treasury Inflation Protection Securities (TIPS) are inflation-indexed securities structured to remove
inflation risk. MRD does not recommend individual TIPS but may recommend mutual funds that include
TIPS within the underlying fund holdings.
Limitation by Custodian
There may also be limitations on the mutual funds that we recommend. For clients with accounts held at
certain custodians, MRD is limited to the mutual funds available through the custodian. The custodians
we recommend to clients include Schwab Institutional®, a division of Charles Schwab & Co., Inc.
(“Schwab”), and Fidelity Institutional Wealth Services, a division of Fidelity Brokerage Services, Inc.
(“Fidelity”), registered broker-dealers, Members SIPC.
MRD, Inc. Brochure Revised October 24, 2023 9
Limitation by Client
MRD may also limit advice based on certain client-imposed restrictions. For more information about the
restrictions clients can put on their accounts, see Tailored Services and Client Imposed Restrictions
below.
Tailored Services and Client Imposed Restrictions
MRD manages client accounts based on the investment strategy discussed below under Item 8 –
Methods of Analysis, Investment Strategies, and Risk of Loss. MRD applies the strategy for each client,
based on the client’s individual circumstances and financial situation. We make investment decisions for
clients based on information the client supplies about their financial situation, goals, and risk tolerance.
Our recommendations may be limited if the client does not provide us with accurate and complete
information. It is the client’s responsibility to keep MRD informed of any changes to their investment
objectives or restrictions.
Clients may also request other restrictions on the account, such as when a client needs to keep a
minimum level of cash in the account or does not want MRD to buy or sell certain specific securities or
security types in the account. MRD reserves the right to not accept and/or terminate management of a
client’s account if we feel that the client-imposed restrictions would limit or prevent us from meeting or
maintaining the client’s investment strategy.
Wrap Fee Programs
MRD does not manage accounts as part of a wrap or bundled fee program.
Assets Under Management
MRD manages client assets in discretionary accounts on a continuous and regular basis. As of December
31, 2022, the total amount of discretionary assets under our management was $126,536,782.