A. Blue Bell is a limited liability company formed on March 29, 2005 in the Commonwealth of Pennsylvania. Blue Bell became registered as an investment adviser firm in April 2005. Blue Bell is principally owned by Jonathan Scott Miller, Sr. Jonathan Scott Miller, Sr., Justin Capetola, and Jonathan Scott Miller, Jr. are Blue Bell’s Managing Members. B. As discussed below, Blue Bell offers investment advisory services to its clients (generally comprised of individuals, high net worth individuals, pension and profit sharing plans, corporations, business entities, trusts, estates, and other investment advisers). However, to the extent that the client specifically requests, Blue Bell may provide limited consulting services. Blue Bell’s investment strategy and its universe of investments may not be appropriate for all investors, and clients and prospective clients should consider whether Blue Bell is an appropriate choice for them. INVESTMENT ADVISORY SERVICES Blue Bell provides discretionary and non-discretionary investment management services. Clients may also engage Blue Bell to provide financial planning and related consulting services for an additional fee. Blue Bell relies primarily on its discussion with clients and a Confidential Investment Questionnaire to determine a client’s investment profile, which dictates a client’s investment strategy (discussed more fully below). It is important for clients to understand that they must provide Blue Bell with updated information about their financial situation and investment objectives so that Blue Bell can manage their account appropriately. While Blue Bell generally makes efforts to meet with each of its clients every year, and requests that clients update their Confidential Investment Questionnaire from time to time, Blue Bell will manage a client’s account according to the client’s current investment strategy. Clients and prospective clients should understand that if they do not update their Confidential Investment Questionnaire on a regular basis, or communicate with Blue Bell’s employees, Blue Bell may provide advice that is no longer appropriate for the client. Blue Bell’s investment philosophy involves allocating client assets to three primary categories of investments—exchange traded funds (ETFs), closed-end funds (CEFs), and structured investments. Depending on the amount of assets in a client’s account, and the client’s age, financial resources and investment profile, we will manage a portfolio comprised of some or all of these investments. Generally, accounts with less than $15,000 will be invested entirely in ETFs and CEFs (the “The Blue Bell Unhedged Strategy”). Accounts with between $15,000 and $100,000 will typically be invested in ETFs, CEFs, and structured investments, but will typically be invested at higher concentrations of ETFs than accounts with more than $100,000 (the “Blue Bell Investment Strategy”). For accounts with more than $100,000, we will manage a client’s account according to the “Blue Bell Hedged Strategy”, which typically includes an allocation to ETFs, CEFs and structured investments. Based on our perception of the markets, the Blue Bell Investment Strategy and the Blue Bell Hedged Strategy will use an overlay of covered call writing and potentially other options trading strategies. The Blue Bell Unhedged Strategy, Blue Bell Investment Strategy and the Blue Bell Hedged Strategy are not model portfolios, and each client account is managed according to the client’s strategy. Unless a client notifies us in writing to the contrary, a client’s account will automatically be placed in the strategy that corresponds to the amount of assets that they place under Blue Bell’s management. Blue Bell may change a client’s strategy using its discretion. For example, Blue Bell might do so after the value of the client’s accounts exceeds their current strategy. In addition, Blue Bell may change the client’s strategy after consultation with the client regarding changed investment objectives. In any event, accounts with more than $15,000 may vary in their percentage of holdings of ETFs, CEFs, and structured investments due to numerous factors, including but not limited to:
• a client’s investment profile,
• market events and our perception of the strength and value of ETFs, CEFs, and structured investments, and
• the “ladder” creation process for structured investments. Blue Bell makes investments in structured notes on a laddered basis, and therefore, it takes time to reach a targeted asset allocation. As a result, other asset classes (i.e., ETFs and CEFs) will have proportionally higher allocations. As discussed above, and when deemed appropriate, the Blue Bell Investment Strategy and the Blue Bell Hedged Strategy will engage in covered call writing and potentially other options trading strategies. Each of these types of investments and their risks are discussed in greater detail in Item 8 below. Blue Bell makes investments (or recommend that the client make investments) that are consistent with the client’s current investment strategy and investment profile. Blue Bell also assigns each client an internal risk score that takes into consideration the client’s investment objectives and its perception of all the client’s household’s accounts that we manage. We use this risk score to guide our management of their accounts. Blue Bell manages clients’ accounts on an ongoing basis by purchasing and selling investments as needed to keep a client’s account consistent with the client’s risk score and the account’s strategy. A CEF is a type of registered, pooled investment fund. CEF's have a fixed number of shares that are traded on a stock exchange throughout the day. Because CEFs trade on exchanges (as opposed to being redeemed directly through the issuer at the close of business), they can trade at a discount to their net asset value. Blue Bell generally seeks to purchase CEFs that are trading at a discount (i.e., when their trading price is less than their net asset value.) While CEFs have a wide array of investment strategies, Blue Bell seeks to invest in high quality, diversified CEFs. With respect to structured investments, Blue Bell typically recommends and selects structured notes or similar vehicles, which are financial instruments that combine two elements: a debt security and exposure to an underlying asset or assets. These instruments are similar to notes in that they carry counter-party risk of the issuer. However, the return on these instruments are linked to the return of an underlying asset or assets (such as the S&P 500 Index or commodities). It is this latter feature that makes these instruments unique, as Blue Bell believes that the payout can be used to provide some degree of principal protection, leveraged returns (but usually with some ceiling on the maximum return), and be tailored to a specific market or economic view. In addition, investors may receive long-term capital gains tax treatment if certain underlying conditions are met and the investment is held for more than one year. Blue Bell does not view these investments as an alternative to traditional fixed income. For investors in the Blue Bell Investment Strategy and the Blue Bell Hedged Strategy, Blue Bell will create a ladder of these investments in client accounts with different maturity dates to provide reinvestment opportunities. As a general matter, Blue Bell generally recommends that its clients complete and submit options trading and margin authorizations for their accounts with the custodian. If a client wants to restrict or prohibit Blue Bell from trading options in their account, then they should notify our Chief Compliance Officer at the email address listed on the cover page of this Brochure. Not all investment advisers share the same investment philosophy as Blue Bell and Blue Bell believes this is what sets it apart from other investment advisers. The Blue Bell Investment Strategy and the Blue Bell Hedged Strategy can be tailored to meet a client’s goals of preserving wealth, producing income, or growing wealth, but generally a client in these strategies will invest using ETFs, CEFs and structured notes and similar investment vehicles, regardless of their investment profile and their account strategy. Blue Bell generally recommends a current asset allocation that is more concentrated in structured notes or similar investment vehicles that seek to preserve their wealth or produce income and more titled towards ETFs and CEFs for clients that are seeking to grow their wealth. However, a current asset allocation cannot guarantee that a client will reach their investment objectives or financial goals. Clients are responsible for notifying Blue Bell of any changes in their investment objectives or financial situation so that Blue Bell can revisit the client’s investment profile, current asset allocation, and their investment strategy, and make modifications, as needed. RETIREMENT PLAN PARTICIPANT DISCRETIONARY ACCOUNT MANAGEMENT Blue Bell uses a third-party platform to facilitate discretionary management of held away assets such as defined contribution plan participant accounts. The platform allows Blue Bell to avoid being considered to have custody of client funds since the firm does not have direct access to client log-in credentials to affect trades. Blue Bell is not affiliated with the platform in any way and receives no compensation for using their platform. A link will be provided to the client allowing them to connect an account(s) to the platform. Once the client account(s) is connected to the platform, Blue Bell will review the current account allocations. When deemed necessary, Blue Bell will rebalance the account considering client investment goals and risk tolerance, and any change in allocations will consider current economic and market trends. The goal is to improve account performance over time, minimize loss during difficult markets, and manage internal fees that harm account performance. Client account(s) will be reviewed at least quarterly and allocation changes will be made as deemed necessary. When providing this service, Blue Bell will be limited to the investment alternatives provided by the retirement plan. Blue Bell will not have, nor will it accept, any authority to engage in any other type of transactions or changes to the client’s plan account, including but not limited to changing beneficiaries or effecting account disbursements or transfers to any individual or entity. CONSULTING SERVICES Blue Bell also offers other various consulting services (i.e., estate consulting and settlement, etc.) Blue Bell will provide consulting services in this manner on a fixed fee or hourly basis open to reasonable negotiations with the client. MISCELLANEOUS Limitations Non-Investment Consulting/Implementation Services. If specifically requested by the client, Blue Bell may provide consulting services regarding non- investment related matters, such as estate planning, tax planning, insurance, etc. Blue Bell does not serve as a law firm, accounting firm, or insurance agency, and no portion of its services should be construed as legal, accounting, or insurance implementation services. Accordingly, Blue Bell does not prepare estate planning documents, tax returns or sell insurance products. To the extent requested by a client, Blue Bell may recommend the services of other professionals for certain non-investment implementation purposes (i.e., attorneys, accountants, insurance, etc.). The client is under no obligation to engage the services of any such recommended professional. The client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from Blue Bell. If the client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged professional. Non-Discretionary Service Limitations. Clients that determine to engage Blue Bell on a non-discretionary investment advisory basis must be willing to accept that Blue Bell cannot affect any account transactions without obtaining prior consent to such transaction(s) from the client. Therefore, in the event that Blue Bell would like to make a transaction for a client’s

account (including in the event of an individual holding or general market correction), and the client is unavailable, Blue Bell will be unable to affect the account transaction(s) (as it would for its discretionary clients) without first obtaining the client’s consent. Sub-Advisory Engagements. Blue Bell may also serve as a sub-adviser to unaffiliated registered investment advisers per the terms and conditions of a written Sub-Advisory Agreement. With respect to its sub-advisory services, the unaffiliated investment advisers that engage Blue Bell to provide sub-advisory services maintain the initial and ongoing relationship with the underlying client, including the initial and ongoing determination of suitability. Generally, Schwab will serve as the custodian for all sub-advised accounts. The other adviser (and not Blue Bell) is responsible for negotiating custody charges and commission rates for their clients’ accounts. As a result, the underlying client may pay higher commissions or other transaction costs or greater spreads, or receive less favorable net prices, on transactions for the account. Retirement Rollovers-Potential for Conflict of Interest: A client or prospective client leaving an employer typically has four options regarding an existing retirement plan (and may engage in a combination of these options): (i) leave the money in the former employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). If Blue Bell recommends that a client roll over their retirement plan assets into an account to be managed by Blue Bell, such a recommendation creates a conflict of interest if Blue Bell will earn new (or increase its current) compensation as a result of the rollover. If Blue Bell provides a recommendation as to whether a client should engage in a rollover or not (whether it is from an employer’s plan or an existing IRA), Blue Bell is acting as a fiduciary 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. No client is under any obligation to roll over retirement plan assets to an account managed by Blue Bell, whether it is from an employer’s plan or an existing IRA. Cross Transactions. In limited circumstances, when determined to be in the best interest of its clients, Blue Bell may engage in a cross-transaction pursuant to which Blue Bell may effect transactions between two of its managed client accounts (i.e., arranging for the clients’ securities trades by “crossing” these trades when Blue Bell believes that such transactions [generally, thinly traded bonds] are beneficial to its clients). For all such transactions, neither Blue Bell nor any affiliate will be acting as a broker. Blue Bell will not receive any commission or transaction-based compensation, although Blue Bell has an interest in the price at which the cross trades are conducted since Blue Bell’s asset-based fees will be negatively impacted by lower bond values. This may present a conflict of interest. These transactions will be generally effected through Fidelity, the account custodian, or a prime broker. The client may revoke Blue Bell’s cross-transaction authority at any time upon written notice to Blue Bell. Structured Notes. A Structured Note is a financial instrument that combines two elements, a debt security and exposure to an underlying asset or assets. It is essentially a note, carrying counter party risk of the issuer. However, the return on the note is linked to the return of an underlying asset or assets (such as the S&P 500 Index or commodities). Structured notes do not pay interest, dividend payments, provide voting rights or guarantee any return of principal at maturity unless specifically provided through products that are designed with this purpose in mind. Most Structured Note payments are based on the performance of an underlying index (i.e., S&P 500) and if the underlying index were to decline 100% then the payment may result in a loss of a portion or all of a client’s principal. Notes are not insured through any governmental agency or program and the return of principal and fulfillment of the terms negotiated by Blue Bell on behalf of clients is dependent on the financial condition of the third party issuing the note and the issuer’s ability to pay its obligations as they become due. Structured Notes will generally be subject to liquidity constraints, such that the sale thereof before maturity can be limited. Structured Notes will not be listed on any securities exchange. There may be no secondary market for Structured Notes held by the client. The price, if any, at which an issuer will be willing to purchase Structured Notes from clients in a secondary market transaction, if at all, will likely be lower than the original issue price and any sale before the maturity date could result in a substantial loss. Structured Notes are not designed to be short-term trading instruments so clients should be willing to hold any notes to maturity. The issuer can generally choose to redeem Structured Notes before maturity. In addition, the maximum potential payment on Structured Notes will typically be limited to the redemption amount applicable for a payment date, regardless of the appreciation in the underlying index associated with the note. Since the level of the underlying index at various times during the term of the Structured Notes held by clients could be higher than on the valuation dates and at maturity, clients may receive a lower payment if redeemed early or at maturity than if a client would have invested directly in the underlying index. Structured Notes are not insured through any governmental agency or program and the return of principal and fulfillment of the terms negotiated by Blue Bell on behalf of clients is dependent on the financial condition of the third party issuing the note and the issuer’s ability to pay its obligations as they become due. If the issuer of the Structured Note defaults, the entire value of the investment could be lost. Cryptocurrency: For clients who want exposure to cryptocurrencies, including Bitcoin, Blue Bell, will advise the client to consider a potential investment in corresponding exchange traded securities, or an allocation to separate account managers and/or private funds that provide cryptocurrency exposure. Crypto is a digital currency that can be used to buy goods and services but uses an online ledger with strong cryptography (i.e., a method of protecting information and communications through the use of codes) to secure online transactions. Unlike conventional currencies issued by a monetary authority, cryptocurrencies are generally not controlled or regulated and their price is determined by the supply and demand of their market. Because cryptocurrency is currently considered to be a speculative investment, Blue Bell will not exercise discretionary authority to purchase a cryptocurrency investment for client accounts. Rather, a client must expressly authorize the purchase of the cryptocurrency investment. Blue Bell does not recommend or advocate the purchase of, or investment in, cryptocurrencies. Blue Bell considers such an investment to be speculative. Clients who authorize the purchase of a cryptocurrency investment must be prepared for the potential for liquidity constraints, extreme price volatility and complete loss of principal. Cash Positions. Blue Bell continues to treat cash as an asset class. As such, unless determined to the contrary by Blue Bell, all cash positions (money markets, etc.) shall continue to be included as part of assets under management for purposes of calculating Blue Bell’s advisory fee. At any specific point in time, depending upon perceived or anticipated market conditions/events (there being no guarantee that such anticipated market conditions/events will occur), Blue Bell may maintain cash positions for defensive purposes. In addition, while assets are maintained in cash, such amounts could miss market advances. Depending upon current yields, at any point in time, Blue Bell’s advisory fee could exceed the interest paid by the client’s money market fund. Cash Sweep Accounts. Certain account custodians can require that cash proceeds from account transactions or new deposits, be swept to and/or initially maintained in a specific custodian designated sweep account. The yield on the sweep account will generally be lower than those available for other money market accounts. When this occurs, to help mitigate the corresponding yield dispersion Blue Bell shall (usually within 30 days thereafter) generally (with exceptions) purchase a higher yielding money market fund (or other type security) available on the custodian’s platform, unless Blue Bell reasonably anticipates that it will utilize the cash proceeds during the subsequent 30-day period to purchase additional investments for the client’s account. Exceptions and/or modifications can and will occur with respect to all or a portion of the cash balances for various reasons, including, but not limited to the amount of dispersion between the sweep account and a money market fund, the size of the cash balance, an indication from the client of an imminent need for such cash, or the client has a demonstrated history of writing checks from the account. The above does not apply to the cash component maintained within a Blue Bell actively managed investment strategy (the cash balances for which shall generally remain in the custodian designated cash sweep account), an indication from the client of a need for access to such cash, assets allocated to an unaffiliated investment manager and cash balances maintained for fee billing purposes. The client shall remain exclusively responsible for yield dispersion/cash balance decisions and corresponding transactions for cash balances maintained in any Blue Bell unmanaged accounts. Cybersecurity Risk. The information technology systems and networks that Blue Bell and its third-party service providers use to provide services to Blue Bell’s clients employ various controls, which are designed to prevent cybersecurity incidents stemming from intentional or unintentional actions that could cause significant interruptions in Blue Bell’s operations and result in the unauthorized acquisition or use of clients’ confidential or non- public personal information. Clients and Blue Bell are nonetheless subject to the risk of cybersecurity incidents that could ultimately cause them to incur losses, including for example: financial losses, cost and reputational damage to respond to regulatory obligations, other costs associated with corrective measures, and loss from damage or interruption to systems. Although Blue Bell has established processes to reduce the risk of cybersecurity incidents, there is no guarantee that these efforts will always be successful, especially considering that Blue Bell does not directly control the cybersecurity measures and policies employed by third-party service providers. Clients could incur similar adverse consequences resulting from cybersecurity incidents that more directly affect issuers of securities in which those clients invest, broker-dealers, qualified custodians, governmental and other regulatory authorities, exchange and other financial market operators, or other financial institutions. C. Blue Bell provides investment advisory services based on the account’s strategy and the client’s investment profile as described in greater detail in Item 4.B. Clients may impose restrictions on investing in certain securities (e.g., a specific ETF or CEF) or types of securities (e.g., CEFs and options in general). Clients imposing restrictions must make their requests in writing or as part of their initial onboarding discussions with Blue Bell, and Blue Bell will confirm with the client whether it accepts the client’s request. D. Blue Bell does not participate in a wrap fee program. E. As of December 31, 2023, Blue Bell had $619,164,064 in assets under management on a discretionary basis and $51,534,176 in assets under management on a non-discretionary basis.