Item 5 - Additional Compensation .......................................................................................................................... 17
Item 6 - Supervision ..................................................................................................................................................... 17
Brochure Supplement (Part 2B of Form ADV) .......................................................................... 19
Principal Executive Officer – Timothy Kulhanek .............................................................................................. 19
Item 2 - Educational Background and Business Experience ....................................................................... 19
Item 3 - Disciplinary Information ........................................................................................................................... 19
Item 5 - Additional Compensation .......................................................................................................................... 21
Item 6 - Supervision ..................................................................................................................................................... 21
Firm Description
Stonebridge Wealth Systems LLC (“Stonebridge”) was founded and became registered as an
investment advisor in 2023. Jeffrey Gove is 41% owner and Chief Compliance Officer. The
following individuals also have ownership in Stonebridge: Timothy Kulhanek (38% owner),
Scott Nachtigal (14% owner), and Jeremy Gove (7% owner).
Types of Advisory Services
ASSET MANAGEMENT
Stonebridge offers discretionary asset management services to advisory Clients.
Stonebridge 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
Stonebridge discretionary authority to execute selected investment program transactions
as stated within the Investment Advisory Agreement.
When deemed appropriate for the Client, Stonebridge may hire Sub-Advisors to manage all
or a portion of the assets in the Client account. Stonebridge has full discretion to hire and
fire Sub-Advisors as they deem suitable. Sub-Advisors will maintain the models or
investment strategies agreed upon between Sub-Advisor and Stonebridge. Sub-Advisors
execute trades on behalf of Stonebridge in Client accounts. Stonebridge will be responsible
for the overall direct relationship with the Client. Stonebridge retains the authority to
terminate the Sub-Advisor relationship at Stonebridge’s discretion.
THIRD PARTY MANAGERS
When deemed appropriate for the Client, Stonebridge may recommend that Clients
utilize the services of a Third Party Manager (“TPM”) to manage a portion of, or your entire
portfolio. All TPMs that we recommend must either be registered as investment advisers
with the Securities and Exchange Commission or with the appropriate state authority(ies).
After gathering information about your financial situation and objectives, an investment
advisor representative of our firm will make recommendations regarding the suitability of
a TPM or investment style based on, but not limited to, your financial needs, investment
goals, tolerance for risk, and investment objectives. Upon selection of a TPM(s), we will
monitor the performance of the TPM(s) to ensure their performance and investment style
remains aligned with your investment goals and objectives.
In such circumstances, Stonebridge receives referral fees from the TPM. We act as the
liaison between the Client and the TPM in return for an ongoing portion of the advisory
fees charged by the TPM. We help the Client complete the necessary paperwork of the TPM,
and provide ongoing services to the Client. Ongoing services include but are not limited to:
1. Meet with the Client to discuss any changes in status, objectives, time horizon or
suitability;
2. Update the TPM with any changes in Client status which is provided to Stonebridge
by the Client;
3. Review the statements provided by the TPM; and
4. Deliver the Form ADV Part 2, Privacy Notice and Disclosure Statement to the Client.
Stonebridge will provide the TPM with any changes in Client status as provided to us by the
Client and review the quarterly statements provided by the TPM. Stonebridge will deliver
the Form ADV Part 2, Privacy Notice and Disclosure Statement of the TPM. Clients placed
with TPM will be billed in accordance with the TPM’s Fee Schedule which will be disclosed
to the Client prior to signing an agreement. This is detailed in Item 5 of this brochure.
ERISA PLAN SERVICES
Stonebridge 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. Stonebridge will act as a 3(21) advisor.
Limited Scope ERISA 3(21) Fiduciary. Stonebridge 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 Stonebridge has a
fiduciary duty to act in the best
interest of the Client. The plan sponsor is still ultimately responsible for the decisions made
in their plan, though using Stonebridge can help the plan sponsor delegate liability by
following a diligent process.
1. Fiduciary Services are:
• Provide investment advice to the Client about asset classes and investment
alternatives available for the Plan in accordance with the Plan’s investment policies
and objectives. Client will make the final decision regarding the initial selection,
retention, removal and addition of investment options. Stonebridge acknowledges
that it is a fiduciary as defined in ERISA section 3 (21) (A) (ii).
• Assist the Client in the development of an investment policy statement (“IPS”). The
IPS establishes the investment policies and objectives for the Plan. Client 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
Client 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 Client on a periodic basis to discuss the reports and the investment
recommendations.
2. 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. Client
understands Stonebridge’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,
Stonebridge is not providing fiduciary advice as defined by ERISA 3(21)(A)(ii) to the
Plan participants. Stonebridge 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.
• Assist in the group enrollment meetings designed to increase retirement plan
participation among the employees and investment and financial understanding by
the employees.
Stonebridge may provide these services or, alternatively, may arrange for the Plan’s other
providers to offer these services, as agreed upon between Stonebridge and Client.
3. Stonebridge 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 Stonebridge on the
ERISA Agreement. Specific services will be outlined in detail to each plan in the 408(b)2
disclosure.
FINANCIAL PLANNING AND CONSULTING
Full Financial Plan
Financial planning services include a complete evaluation of a Client’s current and future
financial state and will be provided by using currently known variables to predict
future cash flows, asset values and withdrawal plans. Stonebridge will use current net
worth, tax liabilities, asset allocation, future retirement date and estate plans in developing
financial plans. Typical topics reviewed may include but are not limited to: financial goals,
personal financial consulting, investment analysis, retirement strategy, cash flow analysis,
risk management, long-term investment and estate preservation.
Consultation Services
This service is appropriate for Clients who need assistance with individual topics. This is
not a detailed financial review and will not result in a complete financial plan. Client may
select individual topics above, or other topics as may be deemed appropriate. The
individual topics that will be included in this service will be outlined and agreed upon on
the financial planning and consulting agreement.
If a conflict of interest exists between the interests of Stonebridge and the interests of the
Client, the Client is under no obligation to act upon any recommendation. Implementation
of any recommendations will be at the discretion of the Client. If the Client elects to act on
any of the recommendations, the Client is under no obligation to affect the transaction
through Stonebridge. Financial plans and consultations will be completed and delivered
inside of ninety (90) days contingent upon timely delivery of all required documentation.
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
Stonebridge does not sponsor any wrap fee programs.
Client Assets under Management
Stonebridge has the following Client assets under management:
Discretionary Amounts: Non-discretionary Amounts: Date Calculated:
$102,000,000 $0 February 8, 2024