This document, offered by Integra Financial, Inc. (“Integra Financial”) discloses information about the investment advisory services we provide and the manner in which we provide them to you, the client. This brochure discusses our asset management services offered on a “wrap” fee basis. We are a fee-based investment management and financial planning firm located in Greenwood Village, Colorado, specializing in proactive investment advisory and planning services for investors. The firm was established by Willis Ashby, CFP®, in 1990. Portfolio Management Services We offer clients portfolio management through our asset management services program. Through the program, our clients receive investment analysis, allocation recommendations, monthly or quarterly statements reflecting holdings and transactions, quarterly statements, and ongoing account monitoring services for a portfolio which may include cash, stocks, bonds, mutual funds, and exchange-traded funds. Integra Financial will exercise discretionary trading authority while providing services. This means we will have authority to purchase and sell securities of our choice in the amounts, and at the times we believe is suitable for you and your account. We may recommend the use of third-party investment managers to manage any portion of your assets. The initial asset allocation recommendations are based on the financial information gathered from you including net worth, risk tolerance, financial goals and objectives, investment restrictions and overall financial conditions. Based on this information, you are provided with investment recommendations designed to provide an appropriate asset mix consistent with your objectives. Your portfolio and its performance are monitored in light of your stated goals and objectives. The frequency of these reviews is determined by Integra Financial. We will meet with you on an as needed basis to discuss the portfolio and other aspects of the service. You may contact us at any time. As a general rule, we believe that investing is best suited to those who believe in a long-term buy and-hold policy. Therefore, you should not expect frequent investment changes in the portfolio. However, as a result of monitoring the account, portfolio modifications may be advisable and made. As indicated above, when providing Portfolio Management Services, we will exercise discretion when you grant Integra Financial discretion in the investment management agreement. When doing so, it allows us to select the securities to buy and sell, the amount to buy and sell and when to buy and sell without obtaining specific consent from you for each trade. You should be aware we may make different recommendations and effect different trades with respect to the same securities and insurance to different advisory clients. Execution of securities transactions are covered by the wrap service fee implemented through TD Ameritrade but may not be better than the services available if you used another brokerage firm. However, we believe that the overall level of services and support provided to you by custodians and broker-dealers for any trade not covered by the wrap fee outweighs the potentially lower costs that may be available from other brokerage service providers. When exercising discretion, we may combine orders for more than one client’s account to form a “block” order for the purpose of seeking a better price and/or execution. When a block order is executed, the broker/dealer executing the order typically allocates an average execution price to all shares in the block order, which we then allocate to each customer’s account position on a pro rata basis. Should a block order only be partially filled, available shares are distributed in a manner fair to all accounts. We do not select broker/dealers. We do not permit directed brokerage. We do not guarantee the results of the advice given. Thus, significant losses can occur by investing in any security, or by following any strategy, including conservative investments and strategies recommended or applied by Integra Financial. We may recommend exchange-traded funds ("ETFs"). ETF shares are bought and sold at market price unlike mutual funds. ETFs are subject to risks similar to those of stocks. Although we generally do not exercise discretion to select brokerage firms, we typically recommend the custodial services of TD Ameritrade or Altrusit, securities broker/dealers, Members FINRA/SIPC/NFA, unaffiliated SEC-registered broker-dealers and FINRA members. We do not process transactions through TD Ameritrade in return for TD Ameritrade referring new clients to Integra Financial. Portfolio Management Services Wrap Fee Fees payable for asset management services are calculated as a percentage of the total value of investments under management. Our investment advisory fees shall not exceed 1.25% annually. The specific advisory fees are set forth in your Investment Advisory Agreement. In certain circumstances, our fees and the timing of the fees may be negotiated on a client-by-client basis. The asset-based fee includes all fees and charges for services, as applicable, for Integra Financial and transaction fees. However, this fee does not include the following: (a)

charges for services provided by Integra Financial outside the scope of the Investment Management Agreement (e.g. retirement plan administration fees, trustee fees, wire transfer fees, account fees and charges incidental to brokerage and custodial services, etc.); (b) any taxes for fees imposed by exchanges or regulatory bodies; (c) other fees and charges imposed because we may choose to effect securities transactions for the account with or through a broker-dealer other than the custodian; (d) sales loads and internal operating expenses on mutual funds, exchange traded funds and variable insurance contracts; and, (e) commissions on transactions occurring after notice of Agreement termination is given and Each of these additional charges may be separately charged to your account or reflected in the price paid or received for a given security. The annual fee for portfolio management services is billed quarterly, in advance, based on the market value of the assets on the last day of the quarter as reported by the custodian. Fees are assessed on all assets under management, including securities, cash, and money market balances. Margin debit balances do not reduce the value of assets under management. Either Integra Financial or you may terminate the management agreement, upon 30-day written notice to the other party. The management fee will be pro-rated to the date of termination, for the month in which the cancellation notice was given, and any unearned fees will be refunded to you. Upon termination, you are responsible for monitoring the securities in your account, and we will have no further obligation to act or advise with respect to those assets. With prior client permission, fees payable to us are deducted from your account when due. We will liquidate money market shares to pay the fee and, if money market shares or cash value are not available, other investments will be liquidated. Authorization for the automatic deduction of fees from the account is contained in the investment management agreement. The periodic portfolio statements from the custodian disclose all amounts disbursed from your account, including advisory and service fees paid. If the client has more than one account, we may pull fees for both, and multiple accounts, from one account. Client may, upon written notice to Integra Financial, request us to invoice you directly for the payment of its fees. Any such payment shall be made to Integra Financial by separate check. Should payment to us not be made within 10 days of the date of the invoice, we reserve the right to deduct the fees directly from the account at the Custodian. Costs Our “wrap” fees shown above (fees which include both Integra Financials’ advisory fee and certain transaction fees) may be more or less than those charged by us to another client for similar services, and by other advisers for similar services. Also, our “wrap” fee may be more or less than the fees and commissions charged by other advisory firms, third-party managers, and brokerage firms if the services were acquired separately. The factors that bear upon the cost of services are the size of the account, type of transaction and whether trades are placed through a brokerage firm other than the custodian resulting in per trade commission’s being charged to the account. Internal Fees of Funds and Other Excluded Costs Since exchange-traded funds or mutual funds are part of a client’s portfolio, the mutual funds charge additional and separate internal fees as described in the fund’s prospectus. Thus, when these funds are in a client’s account, two advisory fees are imposed: one internally by the fund, the other by Integra Financial. Not all transaction-related expenses are covered by the “wrap” fee. Certain account charges by the custodian and costs for transactions not placed through our recommended custodian, and commissions on transactions occurring after termination of our services agreement. See the “Fees” section above. Wrap Fee Incentives Because we absorb certain transaction costs, we may have a financial incentive not to place transaction orders frequently since doing so increases the transaction costs to us, thereby reducing our revenue. Thus, an incentive exists to place trades less frequently. Also, because fees are asset- based, there is an incentive for us to recommend that you do not reduce positions since doing so will reduce the fee to our firm. Also, we may receive more compensation in this program over others which require separate payment for advice, brokerage, and other services, thus this financial incentive may also create a conflict of interest. We do not guarantee the results of investment management or consulting advice we give, including the performance of our investment models. Thus, significant losses can occur by using our services. Other Compensation Associates of Integra Financial are also licensed to offer insurance products and will receive customary commissions for the sale of such products should a client decide to make purchases or sales through our associates which are not covered by the wrap fee. When selling these products, a conflict of interest exists.