Description of Services and Fees Capital Cities Investments is a registered investment adviser with the U.S. Securities and Exchange Commission and is headquartered in Indianapolis, Indiana. We are organized as a corporation under the laws of the State of Indiana. We have been providing investment advisory services since 1995. William Mauger, Chairman of the Board and Chief Compliance Officer, and Joe Bill Wiley, President, are the principal owners of Capital Cities Investments.
The following paragraphs describe our services and fees. Please refer to the description of each investment advisory service listed below for information on how we tailor our advisory services to your individual needs. As used in this brochure, the words "we," "our" and "us" refer to Capital Cities Investments, and the words "you," "your" and "client" refer to you as either a client or prospective client of our firm. Additionally, you may see the term Associated Person throughout this brochure. As used in this brochure, our Associated Persons are our firm's officers, employees, and all individuals providing investment advice on behalf of our firm.
Currently, we offer the following investment advisory services, which are personalized to each individual client:
•Portfolio Management Services
•Financial Planning Services
•Pension Consulting Services
•Schwab Institutional Intelligent Portfolios ® Portfolio Management Services We offer discretionary portfolio management services whereby our investment advice is tailored to meet your needs and investment objectives. If you retain our firm for portfolio management services, we work with you to determine your investment objectives, risk tolerance, and other relevant information (the "suitability information") at the beginning of our advisory relationship. We will use the suitability information we gather to develop a strategy that enables us to give you focused investment advice and/or to make investments on your behalf. Once we construct an investment portfolio for you, we will monitor your portfolio's performance on an ongoing basis and will review accounts quarterly to determine if re-balancing is required based on changes in market conditions and in your financial circumstances.
When you grant our firm discretionary authority to manage your account, we will determine the specific securities, and the amount of securities, to be purchased or sold for your account without your approval prior to each transaction. Discretionary authority is typically granted by the investment advisory agreement you sign with our firm and the appropriate trading authorization forms. You may limit our discretionary authority (for example, limiting the types of securities that can be purchased or sold for your account) by providing our firm with your restrictions and guidelines in writing. When appropriate we may use Callan's Unified Managed Account (UMA) program which offers us access to independent account managers (sub-advisers) who Callan has screened and recommended, and whose investment strategy models are coordinated and traded by an independent overlay manager selected by Callan.
Financial Planning and Consulting Services We offer broad-based, modular, and consultative financial planning services. Financial planning will typically involve providing a variety of advisory services to clients regarding the management of their financial resources based upon an analysis of their individual needs. If you retain our firm for financial 4 planning services, we will meet with you to gather information about your financial circumstances and objectives. Once we specify those long-term objectives (both financial and non-financial), we will develop shorter-term, targeted objectives. Once we review and analyze the information you provide to our firm we will deliver a written plan to you, designed to help you achieve your stated financial goals and objectives. Financial plans are based on your financial situation at the time we present the plan to you, and on the financial information you provide to our firm. You must promptly notify our firm if your financial situation, goals, objectives, or needs change.
You are under no obligation to act on our financial planning recommendations. Should you choose to act on any of our recommendations, you are not obligated to implement the financial plan through any of our other investment advisory services. Moreover, you may act on our recommendations by placing securities transactions with any brokerage firm.
We also offer financial consulting services that primarily involve advising clients on specific financial- related topics. The topics we address may include, but are not limited to, risk assessment/management, investment planning, financial organization, or financial decision making/negotiation.
We may also assist you in determining your investment goals and objectives; risk tolerance, and retirement plan time horizons for external pension, profit sharing, 401(k), and 403(b) plan assets. We may recommend an initial asset allocation for the plan, however because these assets are typically held in custody outside the control of our firm, you will be responsible for accepting and implementing these recommendations. Further, we will not provide continuous management and supervision or portfolio monitoring services for such accounts. We will not receive ongoing, asset-based compensation; however, you may engage us to conduct a review of such account on a periodic or annual basis for an hourly or fixed-fee.
Pension Consulting Services We offer pension consulting services to employee benefit plans, the plan sponsors and fiduciaries based upon the needs

of the plan and the services requested by the plan sponsor or named fiduciary. In general, these services may include an existing plan review, formation of the investment policy statement, asset allocation advice, money management services, investment performance monitoring, ongoing consulting, and/or communication and education services where we will assist you in providing meaningful information regarding the retirement plan to its participants. Additionally, we will offer assistance in setting up a relationship with a third party administrator and processing enrollment forms. We will not have discretion over the administration of the plan or the plan assets. Advice to plan participants will be limited to general, impersonal advice. We will provide consulting services to you as described above. You must make the ultimate decision as to retaining the services of such investment advisers as we recommend. You are free to seek independent advice about the appropriateness of any recommended services for the plan.
Schwab Institutional Intelligent Portfolios® We offer an automated investment program (the "Program") through which you are invested in a range of investment strategies we have constructed and manage, each consisting of a portfolio of exchange- traded funds ("ETFs") and a cash allocation. Your portfolio is held in a brokerage account opened by you at Charles Schwab & Co., Inc. ("Schwab"). We use the Institutional Intelligent Portfolios® platform ("Platform"), offered by Schwab Performance Technologies ("SPT"), a software provider to independent investment advisers and an affiliate of Schwab, to operate the Program. We are independent of and not owned by, affiliated with, or sponsored or supervised by SPT, Schwab, or their affiliates (together, "Schwab"). We, and not Schwab, are your investment adviser and primary point of contact with respect to the Program. We are solely responsible, and Schwab is not responsible, for 5 determining the appropriateness of the Program for you, choosing a suitable investment strategy and portfolio for your investment needs and goals, and managing that portfolio on an ongoing basis. We have contracted with SPT to provide us with the Platform, which consists of technology and related trading and account management services for the Program. The Platform enables us to make the Program available to you online and includes a system that automates certain key parts of our investment process (the "System"). The System includes an online questionnaire that helps us determine your investment objectives and risk tolerance and select an appropriate investment strategy and portfolio. You should note that we will recommend a portfolio via the System in response to your answers to the online questionnaire. You may then indicate an interest in a portfolio that is one level less or more conservative or aggressive than the recommended portfolio, but we then make the final decision and select a portfolio based on all the information we have about you. The System also includes an automated investment engine through which we manage the client's portfolio on an ongoing basis through automatic rebalancing and tax-loss harvesting (if you are eligible and elect). Types of Investments We primarily offer advice on Mutual Funds and Exchange Traded Funds ("ETFs"). Refer to the Methods of Analysis, Investment Strategies and Risk of Loss below for additional disclosures on this topic. We typically do not provide advice on individual securities such as individual stocks and individual bonds. We may also utilize separately manages accounts, limited partnerships, and other commingled vehicles that may invest in some or all of these types of securities.
Since our investment strategies and advice are based on each client's specific financial situation, the investment advice we provide to you may be different or conflicting with the advice we give to other clients regarding the same security or investment.
IRA Rollover Recommendations For purposes of complying with the DOL's Prohibited Transaction Exemption 2020-02 ("PTE 2020-02") where applicable, we are providing the following acknowledgment to you. 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 interest ahead of yours. Under this special rule's provisions, we must:
•Meet a professional standard of care when making investment recommendations (give prudent advice);
•Never put our financial interests ahead of yours when making recommendations (give loyal advice);
•Avoid misleading statements about conflicts of interest, fees, and investments;
•Follow policies and procedures designed to ensure that we give advice that is in your best interest;
•Charge no more than is reasonable for our services; and
•Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest. 6 Assets Under Management As of December 31, 2023, we provide continuous management services for $270,546,761 in client assets on a discretionary basis.