A. Hurley Capital, LLC (the “Registrant”) is a New York limited liability company formed in April 2004. Registrant was previously registered as an investment adviser in multiple states, and has been registered with the U.S. Securities and Exchange Commission since June 12, 2008. The Registrant is principally owned by Charles Goldblum and he is its managing member. B. As discussed below, the Registrant offers investment management services to its clients. References throughout this brochure to “client” or “clients” refer only to the Registrant’s clients. References throughout this brochure to “investor” refer to investors receiving the Registrant’s services through any separately managed account platform where the Registrant serves as a subadviser. INVESTMENT MANAGEMENT SERVICES Before engaging the Registrant to provide investment management services, clients are required to enter into an Investment Management Agreement with Registrant setting forth the terms and conditions of the engagement. Registrant’s investment management services for its clients include both asset management and general financial planning and consulting services, if specifically requested by a client. The Registrant offers investment management services tailored to the needs of each client, or in cases where it serves as a subadviser, tailored to each investment strategy. Before providing investment management services, an investment adviser representative will ascertain each client’s investment objectives. The Registrant will use its discretion to allocate a client or investor’s assets consistent with their investment objectives. The Registrant primarily allocates client and investor accounts using individual equity and debt securities, exchange-traded funds (“ETFs”), options and mutual funds. Once allocated, the Registrant provides ongoing monitoring and review of account performance and asset allocation as compared to each account’s investment objectives, and may periodically rebalance or reallocate an account based upon these reviews. ROBO ADVISOR PROGRAM (THE “PROGRAM”) When consistent with a client’s investment objectives, the Registrant may determine to provide portfolio management services through its “Robo Advisor” portfolio management service (the “Program”). The Program is an automated investment program through which clients are invested in a range of investment strategies the Registrant has constructed and manages, each consisting of a portfolio of ETFs and a cash allocation. The client may instruct the Registrant to exclude up to three ETFs from their portfolio. The client’s portfolio is held in a brokerage account opened by the client at Charles Schwab & Co., Inc. (“CS&Co.”). The Registrant uses the Institutional Intelligent Portfolios® platform (“Platform”), offered by Schwab Performance Technologies (“SPT”), a software provider to independent investment advisors and an affiliate of CS&Co., to operate the Program. The Registrant is independent of and not owned by, affiliated with, or sponsored or supervised by SPT, CS&Co., or their affiliates (together, “Schwab”). The Registrant, and not Schwab, is the client’s investment adviser and primary point of contact with respect to the Program. As between the Registrant and Schwab, the Registrant is solely responsible, and Schwab is not responsible, for determining the appropriateness of the Program for the client, choosing a suitable investment strategy and portfolio for the client’s investment needs and goals, and managing that portfolio on an ongoing basis. The Registrant has contracted with SPT to provide the Registrant with the Platform, which consists of technology and related trading and account management services for the Program. The Platform enables the Registrant to make the Program available to clients online and includes a system that automates certain key parts of our investment process (the “System”). The System includes an online questionnaire that helps the Registrant determine the client’s investment objectives and risk tolerance and select an appropriate investment strategy and portfolio. Clients should note that the Registrant will recommend a portfolio via the System in response to the client’s answers to the online questionnaire. The client may then indicate an interest in a portfolio that is one level less or more conservative or aggressive than the recommended portfolio, but the Registrant then makes the final decision and selects a portfolio based on all the information is has about the client. The System also includes an automated investment engine through which the Registrant manages the client’s portfolio on an ongoing basis through automatic rebalancing and tax- loss harvesting (if the client is eligible and elects). The Registrant charges clients a fee for its services as described below under Item 5, Fees and Compensation. The Registrant’s fees are not set or supervised by Schwab. Clients do not pay brokerage commissions or any other fees to CS&Co. as part of the Program. Schwab does receive other revenues in connection with the Program, which are described below under Item 5, Fees and Compensation. The Registrant does not pay SPT fees for the Platform so long as it maintains $100 million in client assets in accounts at CS&Co. that are not enrolled in the Program. If the Registrant does not meet this condition, then it must pay SPT an annual licensing fee of 0.10% of the value of its clients’ assets in the Program. This arrangement presents a conflict of interest, as it provides an incentive for the Registrant to recommend that clients maintain their accounts at CS&Co. Notwithstanding, the Registrant may generally recommend to its clients that investment management accounts be maintained at CS&Co. based on the considerations discussed in Item 12 below, which mitigates this conflict of interest. Clients enrolled in the Program are limited in the universe of investment options available to them. As a result, clients in the Program generally pay a lesser advisory fee. The Registrant’s fee may be higher (or lower) than those charged by other investment advisers offering similar services. MISCELLANEOUS Limitations of Financial Planning and Non-Investment Consulting Services. If requested by a client, the Registrant provides general financial planning and consulting services regarding non-investment matters (e.g., estate, tax and insurance planning). The Registrant does not assist clients with the implementation of any financial plan, with the exception of managing a client’s investments and potentially obtaining insurance products. Registrant 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, Registrant does not prepare estate planning documents or tax returns. If requested by a client, Registrant may recommend the services of other professionals for implementation purposes (e.g., attorneys, accountants or insurance agents), including insurance agents affiliated with the Registrant. The client is under no obligation to engage those professionals. The client retains absolute discretion over all implementation decisions and is free to accept or reject any recommendation from Registrant and its representatives. If the client engages any recommended professional, and a dispute arises regarding that engagement, the client agrees to seek recourse exclusively from and against the other professional. In addition, the Registrant does not monitor a client’s financial plan, and it is the client’s responsibility to revisit the financial plan with the Registrant, if desired. Client Obligations. The Registrant will not be required to verify any information received from the client or from the client’s other professionals and is expressly authorized to rely on the information in its possession. Clients are responsible for promptly notifying the Registrant if there is ever any change in their financial situation or investment objectives so that the Registrant can review, and if necessary, revise its previous recommendations or services. Each investor’s investment adviser is responsible for promptly notifying the Registrant if there is ever any change in the investor’s financial situation or investment objectives so that the Registrant can review, and if necessary, revise its prior services. Unaffiliated Private Investment Funds. Registrant may recommend that certain qualified clients consider an investment in unaffiliated private investment funds. Registrant’s role relative to the private investment funds shall be limited to its initial and ongoing due diligence and investment monitoring services. Registrant’s clients are under absolutely no obligation to consider or make an investment in a private investment fund(s). Risk Factors. Private investment funds generally involve various risk factors, including, but not limited to, potential for complete loss of principal, liquidity constraints and lack of transparency, a complete discussion of which is set forth in each fund’s offering documents, which will be provided to each client for review and consideration. Unlike liquid investments that a client may own, private investment funds do not provide daily liquidity or pricing. Each prospective client investor will be required to complete a Subscription Agreement, pursuant to which the client shall establish that he/she is qualified for investment in the fund, and acknowledges and accepts the various risk factors that are associated with such an investment. Fund Valuation. If Registrant bills an investment advisory fee based upon the value of private investment funds or otherwise references private investment funds owned by the client on any supplemental account reports prepared by Registrant, the value for all private investment funds owned by the client will reflect the most recent valuation provided by the fund sponsor. The current value of any private investment fund could be significantly more or less than the original purchase price or the price reflected in any supplemental account report. Socially Responsible (ESG) Investing Limitations. Socially Responsible Investing involves the incorporation of Environmental, Social and Governance (“ESG”) considerations into the investment due diligence process. ESG

investing incorporates a set of criteria/factors used in evaluating potential investments: Environmental (i.e., considers how a company safeguards the environment); Social (i.e., the manner in which a company manages relationships with its employees, customers, and the communities in which it operates); and Governance (i.e., company management considerations). The number of companies that meet an acceptable ESG mandate can be limited when compared to those that do not and could underperform broad market indices. Investors must accept these limitations, including potential for underperformance. Correspondingly, the number of ESG mutual funds and exchange-traded funds are limited when compared to those that do not maintain such a mandate. As with any type of investment (including any investment and/or investment strategies recommended and/or undertaken by Registrant), there can be no assurance that investment in ESG securities or funds will be profitable or prove successful. Registrant does not maintain or advocate an ESG investment strategy but will seek to employ ESG if directed by a client to do so. If implemented, Registrant shall rely upon the assessments undertaken by the unaffiliated mutual fund, exchange traded fund or separate account portfolio manager to determine that the fund’s or portfolio’s underlying company securities meet a socially responsible mandate. Cash Positions. Registrant continues to treat cash as an asset class. As such, unless determined to the contrary by Registrant, all cash positions (money markets, etc.) shall continue to be included as part of assets under management for purposes of calculating Registrant’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), Registrant 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, Registrant’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 Registrant 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 Registrant 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 Registrant 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 Registrant unmanaged accounts. 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 Registrant recommends that a client roll over their retirement plan assets into an account to be managed by Registrant, such a recommendation creates a conflict of interest if Registrant will earn new (or increase its current) compensation as a result of the rollover. If Registrant 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), Registrant 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 Registrant, whether it is from an employer’s plan or an existing IRA. Cybersecurity Risk. The information technology systems and networks that Registrant and its third-party service providers use to provide services to Registrant’s clients employ various controls, which are designed to prevent cybersecurity incidents stemming from intentional or unintentional actions that could cause significant interruptions in Registrant’s operations and result in the unauthorized acquisition or use of clients’ confidential or non- public personal information. Clients and Registrant 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 Registrant has established procedures to reduce the risk of cybersecurity incidents, there is no guarantee that these efforts will always be successful, especially considering that Registrant 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. Use of Mutual Funds and ETFs. The Registrant recommends that clients allocate investment assets to publicly available mutual funds and ETFs that the client could purchase without engaging Registrant as an investment adviser. However, the client or prospective client would not receive the Registrant’s initial and ongoing investment management services if it were to purchase those investments on their own. eMoney Advisor Platform. Registrant may provide its clients with access to an online platform hosted by “eMoney Advisor” (“eMoney”). The eMoney platform allows a client to view their complete asset allocation, including those assets that Registrant does not manage (the “Excluded Assets”). Registrant does not provide investment management, monitoring, or implementation services for the Excluded Assets. Unless otherwise specifically agreed to, in writing, Registrant’s service relative to the Excluded Assets is limited to reporting only. Therefore, Registrant shall not be responsible for the investment performance of the Excluded Assets. The client may choose to engage Registrant to manage some or all of the Excluded Assets pursuant to the terms and conditions of an Investment Advisory Agreement between Registrant and the client. The eMoney platform also provides access to other types of information and applications including financial planning concepts and functionality, which should not, in any manner whatsoever, be construed as services, advice, or recommendations provided by Registrant. Finally, Registrant shall not be held responsible for any adverse results a client may experience if the client engages in financial planning or other functions available on the eMoney platform without Registrant’s assistance or oversight. Subadvisory Relationship. The Registrant may serve as a subadviser to unaffiliated investment advisers according to the terms and conditions of agreements executed through a separately managed account platform. With respect to its subadvisory services, the unaffiliated investment advisers that engage the Registrant maintain both the initial and ongoing relationship with the client, which includes the initial and ongoing determination of client suitability for the Registrant’s investment strategies. If the other adviser or the platform directs the Registrant to use a specific broker-dealer, the Registrant will be unable to negotiate commissions or transaction costs, and as a result will not be responsible for seeking best execution. As a result, investors accessing Registrant’s services through the separately managed account platform may pay higher commissions or transaction costs on transactions for their account than would otherwise be the case through alternative clearing arrangements recommended by Registrant. Higher transaction costs adversely impact account performance. C. The Registrant provides investment management services specific to the needs of each client. Before providing investment management services, an investment adviser representative will ascertain each client’s investment objectives. The Registrant will use its discretion to allocate a client or investor’s assets consistent with their investment objectives. A client, investor or investor’s other investment adviser may, at any time, impose reasonable restrictions, in writing, on the Registrant’s services. The Registrant will determine, in its sole discretion, whether any requested restriction is reasonable. D. The Registrant does not participate in a wrap fee program. E. As of February 16, 2024, the Registrant had $197,592,676 in assets under management on a discretionary basis and $0 in assets under management on a non-discretionary basis.