Brookstone Wealth Advisors, LLC, (“BWA”) also known as Retirement Wealth Advisors, (“RWA”), ("Firm") or the ("Advisor") is a corporation formed under the laws of Illinois in 2021, superseding the corporation formerly known as Retirement Wealth Advisors, LLC, formed under the laws of Michigan in 2005. Brookstone Wealth Advisors is an SEC registered investment advisor directly owned by AL BCM, LLC (“AL BCM”), a Delaware domiciled limited liability holding company. Brookstone Wealth Advisors offers personalized investment advisory services to individuals, pension and profit-sharing plans, trusts, estates, charitable organizations, corporations, and other business entities. Brookstone Wealth Advisors has a selling agreement affiliation with Brookstone Capital Management, LLC (“BCM”), an affiliated registered investment advisor under common ownership with BWA. Through this agreement, Investment Advisor Representatives of BWA offer the BCM Platform, a turn-key asset management program described below, or the BCM wrap-fee program sponsored by BCM. While Brookstone Wealth Advisors does have legacy accounts; Investment Advisor Representatives of Brookstone Wealth Advisors solicit accounts primarily for Brookstone Capital Management, LLC and BCM provides back office management of these accounts for Brookstone Wealth Advisors. Because BWA and BCM are affiliated companies, this creates a conflict of interest. Fees for similar services may be available elsewhere. This narrative provides clients with information regarding BWA and the qualifications, business practices, and nature of advisory services that should be considered before becoming an advisory client of BWA. Individuals associated with BWA will provide its investment advisory services. These individuals are appropriately licensed, qualified, or authorized to provide advisory services on behalf of BWA. Such individuals are known as Investment Advisor Representatives (“IARs”). BWA provides two primary financial advisory services: 1) investment management services, and 2) personal financial planning. Each of these two services are billed separately as unique services, or, in most cases for ongoing clients, billings for both services are integrated, as described below. Some clients choose to use the Advisor only for the financial planning; others can choose to use the Advisor only for investment management services. The Advisor is a fee-only investment management and financial planning firm. The firm does not sell securities on a commission basis. However, there are some associated persons who are in other fields where they receive commissions as compensation. The investment management services are provided through separately managed accounts for each client. The Advisor does not act as a custodian of client assets, and the client always maintains asset control. The Advisor has discretion of client accounts and places trades for clients under a limited power of attorney. Other professionals (e.g., lawyers, accountants, insurance agents, etc.) are engaged directly by the client on an as-needed basis. Any conflicts of interest arising out of the Advisor or its associated persons are disclosed in this brochure. Types of Advisory Services BWA’s principal service is providing fee-based investment advisory services through the BCM Platform or the BCM wrap-fee program. BCM manages investment portfolios, on a discretionary basis, depending on the particular custodial account, either based in a wrap-fee program or transaction-based program, and according to the client’s objectives. BCM, through BWA IARs, obtains data from potential clients addressing financial objectives, needs, risk tolerance, investment horizon and other pertinent information. This information is gathered and reported on an Investment Policy Statement (IPS) and Risk Profile Questionnaire (RPQ) and is analyzed by BWA IARs. Once the analysis is completed, the IAR develops an investment strategy with the client that addresses specific investment styles and allocation of the client’s assets. BWA may use the BCM Platform or wrap-fee program to develop portfolios that include a combination of equities, mutual funds, exchange traded funds, structured products (including certificates of deposit and notes), individual bonds, and options in securities to accomplish these objectives. BWA may also use the BCM Platform or BCM wrap-fee program to partner with Sub-Advisory firms to create and manage portfolio strategies. A client’s portfolio is allocated according to the client’s risk profile and documented on the IPS. Clients will receive a separate disclosure brochure for BCM, which describes either the BCM Platform or wrap-fee program, as applicable. In some cases, BWA will implement the BCM Platform or wrap-fee program to include model portfolios managed by BCM. Models recommended as part of the Platform or wrap-fee program may include funds managed by BCM’s affiliated investment advisor, Brookstone Asset Management (“BAM”). Thus, a conflict exists. When BCM invests Client assets in shares of its affiliated ETFs, Clients are subject to those funds’ internal management fees and other expenses in addition to the annual management fee a client pays BCM for advisory services. This additional compensation that BCM earns from the internal management fees on its proprietary funds creates a conflict of interest by incentivizing BWA to use affiliated funds instead of unaffiliated ETFs. BCM seeks to mitigate this conflict of interest by disclosing this additional compensation and providing advisory fee discounts, which together help ensure transparent and fair pricing to clients. Specific management fee and related expense information for the funds are found in the prospectus. Please refer to Item 10 of BCM’s Disclosure Brochure (Form ADV, Part 2A) for more information regarding this BCM affiliate. Variable Annuity Asset Allocation BCM also offers a variable annuity model through Nationwide. The investment selections for the variable annuity may be limited to the choices offered through the specific product. Specifics regarding the annuity are found in the annuity prospectus and application documents. The fee for the variable annuity management program can be a maximum of 2.05% annually with the IAR receiving up to 1.55% and BCM receiving 0.5%. This fee and other fees charged by Nationwide are described in the prospectus and account opening documents. The client should review the prospectus carefully before investing. Financial Planning Services Through its IARs, BWA also offers comprehensive financial planning services for individuals, families, and businesses. Our Financial Planning services include data gathering and analysis, along with creating a financial plan with specific recommendations and implementation advice tailored to client needs. Specific areas of advice include investment planning, insurance needs assessment and advice, retirement planning, cash flow management, debt consolidation, capital needs assessments, educational planning, estate planning, and business planning. Fees for financial planning services are outlined in a Financial Planning Agreement signed by both the client and IAR, and any client participating in this program will receive a copy of the Financial Plan created. Should a client decide to implement any recommendations contained in their financial plan, the client may, but is under no obligation to, utilize BWA or one of its IARs to implement those recommendations. Financial planning clients who wish to engage BWA for portfolio management services will be required to enter into a separate written agreement with the firm for such services, for which BWA is paid a separate and additional fee based on assets under management in accordance with the fee schedule set forth under Fees and Compensation, below. As part of the financial plan, BWA may also make estate planning recommendations. Clients are made aware both as part of this Brochure, and the client’s individual agreement, that BWA does not provide tax or legal advice, and that it is the client’s sole responsibility to find independent advice in connection with such services. BWA does however recommend the services of a third party affiliated law firm, Perkins & Zayed, PC, for performance of estate planning services. Should a client elect to utilize Perkins & Zayed, PC for estate planning services, the client will be required to enter into a separate written agreement for such services and pay applicable legal fees. Clients should be aware that any applicable legal fees are in addition to and separate from the financial planning fees incurred for services as outlined in the Financial Planning Agreement. Dean Zayed, founder and CEO of BCM, serves as Principal of Perkins & Zayed, PC. Consequently, such referrals to this law firm creates a conflict of interest since Mr. Zayed will receive remuneration as a Principal of the firm from any BWA referred legal engagement. Please see Item 10 for additional information. There can be no assurance that BWA’s financial planning services or any products recommended by a financial plan are at the lowest available cost. Clients are advised that conflicts of interest exist if BWA recommends its own investment management services or that of an affiliate, or a third party for which BWA will receive a referral fee. Specifically, clients should be aware that a conflict exists between BWA’s interests and the interest of the client if the client implements the financial plan through the firm, or a recommended third party, BWA will receive additional payment from the client in the form of advisory fees and/or referral fees. This could act as an incentive to BWA to make certain recommendations in the financial plan or to advise the client to instruct BWA to implement the plan. Clients also should be aware that other advisory firms may charge lower fees for providing such services. All assets are held at BCM, an affiliate of BWA. BCM has discretionary assets under management of $7.66 billion. The calculation for determining the assets under management was completed as of October 31, 2023. Asset Management Investments can include equities (stocks), corporate debt securities, commercial paper, certificates of deposit, municipal securities, investment company securities (variable life insurance, variable annuities, and mutual funds shares), U. S. government securities, options contracts, futures contracts, and interests

in partnerships. BWA reserves the right to advise clients on any other types of investments deemed appropriate based on the client’s stated goals and objectives. The Firm, at times, provides advice on other types of investments held in a client’s portfolio at the inception of the advisory relationship or on investments for which the client requests advice. Stocks and bonds are purchased or sold through a brokerage account. When appropriate, the brokerage firm charges a fee for stock and bond trades. Termination of Agreement A Client can terminate an advisory agreement at any time by notifying the Advisor in writing. Clients shall be charged pro rata for services provided through to the date of termination. The Advisor reserves the right to terminate any financial planning engagement where a client has willfully concealed or has refused to provide pertinent information about financial situations when necessary and appropriate, in the Advisor’s judgment, to providing proper financial advice. Affiliated Registered Exchange Traded Funds (ETFs) Brookstone Asset Management (“BAM”), is an affiliate of BWA through common ownership. BAM serves as the investment advisor to the following: BAM Dividend (BAMD) An actively managed dividend equity strategy. BAM Value (BAMV) An actively managed value-oriented equity strategy. BAM Growth (BAMG) An actively managed growth-oriented equity strategy. BAM Ultra-Short Bond (BAMU) An actively managed ultra-short bond strategy. BAM Intermediate Bond (BAMB) An actively managed intermediate bond strategy. BAM Yield (BAMY) An actively managed yield-oriented strategy. BAM Active (BAMA) An actively managed asset allocation strategy with targeted equity exposure ranging between 40- 80%. BAM Opportunities (BAMO) An actively managed and high conviction asset allocation strategy with targeted equity exposure ranging between 0-100%. Complete descriptions of the investment objectives and risk can be found in the Funds’ prospectuses or, if available, the summary prospectuses. In all cases, BAM’s portfolio management operates in accordance with the investment guidelines outlined in the fund’s governing documents. BCM offers separately managed accounts and other investment fund products in addition to the funds above. Some of these offerings include portfolios of investments that can be substantially identical to these funds and could create certain conflicts of interest. All transactions will be implemented according to BCMs trade allocation procedures. These procedures, among other things, ensure that all trades allocated to advisory clients fulfill BCM’s fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory. Such procedures are generally applied in numerous instances, including, among other things, block and bunched trades, cross transactions and private placements. In determining a fair allocation, BCM takes into account a number of factors, including among other things, the Advisor’s fiduciary duty to each client, any conflicts of interest, the size of the transaction, the relative size of a client’s portfolio, cash available for investment, suitability as well as each client’s investment objectives. Investment Advisory Fiduciary Standard As investment advisors, BWA and its IARs act as fiduciaries for all of our investment management clients. This means that we have an obligation to act in the best interests of our clients and to provide investment advice in the clients’ best interests. While BWA strives to not engage in activities that create a conflict of interest with our clients, if a conflict of interest does arise, we will disclose that conflict to the client. Reasonable care is employed by BWA and Advisors to avoid misleading clients and full and fair disclosure of all material facts (including fees) are made to our clients and prospective clients. We fulfil our fiduciary obligations by collecting information about our clients and their investment goals so that our recommendations are customized to be in the best interests of our clients. We disclose our services, advisory fees, compensation arrangements and material conflicts of interest within this brochure and in the client agreement (Investment Policy Statement parts A and B) which are acknowledged by the client signature. Annuity Recommendations Most BWA investment advisor representatives (IARs) also provide insurance or annuities to their clients when appropriate. Insurance, including fixed index annuities, are not offered through BCM but are sold by insurance licensed agents using various insurance companies. The issuing insurance companies are not affiliated with BCM. However, sometimes the fixed insurance product could be used as a replacement or alternative to the BCM fixed income portion of a portfolio. However, annuity products present their own differences from traditional fixed income securities, such as bonds, including, but not limited to liquidity, tax implications, and underlying fees. Unlike bonds, there is no secondary market for annuity products. Annuities also may be subject to caps, restrictions, fees and surrender charges as described in the annuity contract. Any annuity guarantees are backed by the financial strength and claims paying ability of issuer. BCM does not charge management fees on commission based fixed index annuities. However, if the IAR/insurance agent implements an insurance transaction, the agent will receive a sales commission from the recommendation of an insurance product, like a fixed index annuity. This presents a conflict of interest since the IAR/insurance agent is incentivized and earns insurance commission(s) for implementing insurance product recommendations. This conflict is mitigated by the IAR/insurance agent always acting in the best interest of the client and providing full and frank disclosure to the client when such a conflict exists. If a BWA IAR is licensed as an insurance agent and makes a recommendation for transacting in a fixed annuity and/or life insurance product, this gives rise to conflicts of interest due to the fact that such BWA IAR is receiving remuneration in the form of commission and in some cases, other compensation (such as a percentage of an organizations’ profits for selling fixed annuities and/or life insurance) which incentives such IAR to sell that product. BWA IARs mitigate this conflict by making recommendations that are in the client’s best interest and are suitable for them based on their investment objectives and needs outlined in the client’s investment policy statement. ERISA Qualified Plans In accordance with Department of Labor regulations under Section 408(b) (2) of ERISA, we are required to provide certain information regarding our services and compensation to assist fiduciaries and plan sponsors of those retirement plans that are subject to the requirements of ERISA in assessing the reasonableness of their plan’s contracts or arrangements with us, including the reasonableness of our compensation. This information (the services we provide as well as the fees) is provided to you at the outset of your relationship with us and is set forth in your advisory contract with us (including the fee table, other exhibits and, as applicable, this document), and then at least annually to the extent that there are changes. Types of ERISA Agreements Non-Discretionary Investment Advisory Agreement for Participant Account under ERISA Defined Contribution Plan: This agreement governs the investment advisory services that BWA will provide, through the affiliated Advisor, with respect to the Client's qualified retirement plan account. At a minimum, the Advisor will review the investment options available to the client as part of the Client's qualified retirement plan and, based on the Client's investment objectives, propose allocation. BWA's fees are set forth in Schedule A to the agreement, whereby the client is charged a fixed fee annual fee for this service, not to exceed $500. Alternatively, the advisor can agree to the review of the Client's qualified retirement plan account assets on an ongoing basis. In this instance, the Client has the option of paying for these services on a quarterly, semi-annual or annual basis, whereby the fees are collected in arrears, not to exceed $500 in any 12-month period. Plan Participant Advice Agreement for ERISA Plans: This agreement is entered into by and among the Plan Sponsor, Fiduciary, Advisor and BWA and governs the participant advisory services that BWA will provide, through the Advisor, with respect to Plan participants' accounts. Under this agreement, the Advisor is obligated to meet with, review the Client's financial situation and objectives, and give plan allocation advice to all plan participants that request this service. The fees for this service are set forth in Schedule A to the agreement. Fees are charged based on a percentage of the assets held by the plan participants and are paid to the Advisor from plan funds. The percentage fee is negotiated between the Plan Administrator and the Advisor and will not exceed 1.0%. Alternatively, the fees will be based on a set dollar amount and paid quarterly in arrears, not to exceed a dollar value greater than 1.0% of plan assets per annum. Only one fee option can be chosen, and it must be clearly stated in Schedule A. Any subsequent changes to the fee schedule require investor notification as outlined within the agreement. ERISA Fiduciary Status Depending on the agreement between BWA and the plan sponsor, pursuant to the agreed upon investment advisory contract, we can either share fiduciary responsibility with the plan sponsor or we will be the investment manager specifically appointed to have full discretionary authority and control to make actual investment decisions in the plan. 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 interests ahead of yours.