HG is a limited liability company formed under the laws of the State of Delaware and is registered as an investment adviser with the SEC. HG offers personalized investment advisory services to clients in the form of comprehensive financial planning, financial analysis of specific planning topics, and on-going wealth management and financial administration services. HG also provides continuous and regular investment management supervisory and consulting services. When providing these investment management supervisory services, HG refers clients to other advisers and portfolio managers, including its affiliate, WBI Investments, LLC (referred to throughout this brochure as “WBI”). WBI is also an investment adviser registered with the SEC. HG and WBI are under common ownership. This Brochure provides clients and prospective clients with information regarding HG and the qualifications, business practices, and nature of advisory services that should be considered before becoming an advisory client of HG. Principal Executive Owner Don Schreiber, Jr., is the Chief Executive Officer of HG and a Senior Financial Planner. Don is the principal owner of the Firm. Firm History WBI was originally founded as Wealth Builders, Inc. in 1984 to provide financial advisory and business planning services to individuals and institutions. In 1997, Wealth Builders, Inc. began offering its investment management services to unaffiliated advisors and initiated the development of its wholesale institutional distribution program. In 2002 Wealth Builders began to offer wealth management services. In February 2006, the company began offering the investment management services of its wholesale institutional distribution operations under the “Doing Business As” (DBA) name WBI InvestmentsTM. The company continued to offer retail financial planning and wealth management services as Wealth Builders, Inc. In June 2009 Wealth Builders, Inc. formally changed its name to WBI Investments, Inc., and in January 2010 WBI Investments, Inc. spun off its retail financial planning and wealth management services into a separate affiliated entity: Hartshorne Group, Inc. HG was created to continue the comprehensive financial planning, financial analysis of specific planning topics, and ongoing wealth management and financial administration services of WBI. In February of 2023 HG changed its form of organization from an S Corp formed under the laws of New Jersey to a limited liability company formed under the laws of Delaware thereby changing the official name from Hartshorne Group, Inc. to Hartshorne Group, LLC. This change in structure did not affect the ownership or operation of HG. Today HG continues to operate as a privately-owned financial planning firm that offers investment management supervisory and consulting services directly to individuals, pension and profit-sharing plans, corporations, and other entities. Client Assets Under Management As of 12/31/2023, HG had approximately $144,942,367 in regulatory assets under management on a non-discretionary basis. HG does not manage any client assets on a discretionary basis. Tailoring Advisory Services to the Individual Needs of Clients HG’s services are always provided based on the client’s individual needs and circumstances. HG’s analysis will detail the client’s current financial status and make recommendations where possible intended to improve the client’s financial situation in relation to the client’s stated financial objectives. Clients have complete discretion when determining which, if any, of the recommendations made by HG to implement. If the client elects to engage an investment manager recommended by HG, the client may choose to engage only those managers that invest in certain types of securities. The client may also be able to impose restrictions on their accounts with a manager, including restrictions on specific investment selections and sectors. Types of Investments With some exceptions, HG is willing to offer advice on most types of investments owned by a client and, at the specific request of a client, will explore investment options not currently owned by a client. However, HG does not provide advice on futures contracts, warrants, or commercial paper. The following are some of the general categories of securities and investments about which HG will offer advice: Separately Managed Account Products Exchange-listed securities Securities traded over-the-counter Exchange Traded Funds (ETFs) and Exchange Traded Notes (ETNs) Foreign issues Corporate debt securities (other than commercial paper) Certificates of deposit Municipal securities Mutual fund shares Variable Life and Variable Annuity Products United States government securities Options contracts on securities HG may provide advice to a client regarding alternative investments including private placement investments. These types of investments are often illiquid, which means that the investments can be difficult to trade and consequently can limit a client’s ability to sell the investments in a timely manner and at an advantageous price. Additionally, some investments may not have registered pursuant to the Securities Act of 1933, and therefore to participate in such investments the client will need to meet certain eligibility requirements and acknowledge that he or she has read and understands the private placement memorandum and is aware of the various risk factors associated with such an investment. Types of Services Offered HG offers comprehensive financial planning, financial analysis of specific planning topics, ongoing financial management services, investment management supervisory and consulting services, and income tax advice. HG may also be retained for financial analysis and/or consulting services that fall outside the scope of these services. Comprehensive Financial Planning Upon execution of a Financial Analysis Agreement, HG provides a broad range of financial planning and consulting services (including non-investment related matters). Depending on the client’s individual needs and circumstances, HG may provide advice on, but not necessarily limited to, the following areas of concern:
• Retirement Analysis
• Risk Assessment, Management, and Mitigation
• Analysis of Current Financial Status
• Education Funding Analysis
• Development of Financial Objectives
• Income Tax Analysis and Mitigation
• Estate Planning
• Cash Flow and Budget Analysis
• Investment Analysis
• Investment Policy Development, Allocation, and Planning
• Fringe Benefit Analysis
• Asset Protection Strategies
• Insurance Planning
• Concentrated Equity Review and Planning
• Analysis of Business Interests
• Real Estate Holding Analysis The nature and scope of the financial planning analysis and services to be provided will be described in an appendix to the Financial Analysis Agreement. A copy of this Brochure will be provided to each client prior to, or contemporaneously with, the execution of the Financial Analysis Agreement. Either party may terminate the HG Financial Analysis Agreement by providing written notice to the other party. Termination will be effective upon receipt of the notification. Financial Analysis of Specific Planning Topics The client may retain HG to provide analysis and recommendations on one or more specific areas of financial concern or interest, including but not necessarily limited to the planning topics listed under Comprehensive Financial Planning above. Financial Analysis services are performed under the terms of a written Financial Analysis Agreement between the client and HG. The nature and scope of the financial analysis and services to be provided will be described in an appendix to the Financial Analysis Agreement. Financial planning analysis and services are generally for one-time financial plans, not ongoing advice. Clients may request that a previously complete financial plan be updated subject to an additional fee. Unless otherwise specifically agreed to by HG, HG shall have no duties or obligations with respect to the implementation of a client’s financial plan and, without limiting the generality of the foregoing, HG shall have no duty or obligations to provide investment advisory or investment management services that are outside the scope of the services discussed above. Clients may engage HG to provide ongoing wealth management and financial administration service as described in greater detail on the Ongoing Wealth Management and Financial Administration section. It is recommended that clients work closely not only with HG in the course of formulating a financial plan, but also with client’s legal, estate planning, tax accounting and other special advisors. For your convenience, HG may maintain ongoing relationships with certain legal, accounting and consulting firms with whom we may consult and to whom HG may refer clients for advice on those matters. However, no client is obligated to use the services of any such firm, and HG assumes no responsibility for recommendations made, advice given, or documentation provided to you by any such firm. Ongoing Wealth Management and Financial Administration HG provides robust wealth management and financial administration services to high-net-worth and family office clients. Clients contracting for this service must typically have at least $10 million in investment assets; however, exceptions to this minimum may be granted. Therefore, a high-net- worth client will typically have no less than a $10 million net worth. A family office is typically a private company that manages investments and trusts for a single wealthy family; however, it can include several wealthy families meeting the minimum investment requirements set forth by HG. Ongoing wealth management and financial administration services are performed under the terms of a written Ongoing Financial Management Agreement between the client and HG. The nature and scope of the financial analysis and services to be provided will be described in an appendix to the agreement. HG’s services are strictly financially related only. HG does not provide any non- financial related services, commonly known as concierge services. The wealth management and financial administration services provided by HG begin with ongoing financial planning services. Topics and issues covered in financial planning include those described in the Comprehensive Financial Planning section. However, wealth management and financial administration services are designed to be more comprehensive than traditional financial planning- only services and are designed to include monitoring of all client assets. HG will recommend the use of WBI and/or other unaffiliated third-party investment advisers to provide ongoing management of the client’s investable assets described further in the HG Manager Referral section and the Referral Arrangement with WBI Investments, LLC section. While offering its continuous and regular investment management supervisory and consulting services, HG retains the ongoing responsibility to provide advice, select and make recommendations, based upon the needs of the client, as to specific securities or other investments the client account may purchase or sell. If such recommendations are accepted by the client, HG is responsible for arranging or effecting any allocations, purchases or sales in each client account. Fees charged by third party investment advisers, including WBI, are in addition to fees charged for wealth management and financial administration services. Depending on the individual needs of the client, HG services may include, but are not necessarily limited to, the following value-added services:
• Coordinate investment activities
• Consolidate reporting of all assets and liabilities
• Facilitate multigenerational wealth management including wealth transfer planning
• Review and analysis of alternative investment opportunities
• Charitable planning including private foundations
• Budgeting and forecasting
• Cash flow management and bill payment services
• Insurance analysis
• Interface with client’s other professionals including attorneys and accountants Additional Financial Analysis, Tax Preparation and Consulting Services HG may be engaged to provide analysis and/or consulting services that fall outside the scope of the comprehensive financial planning, financial analysis, or ongoing wealth management and financial administration services described above. Additionally, HG may prepare federal and state tax returns using the information the client provides, as well as provide “on call services” for routine questions that arise during the information collection and preparation of the returns. HG may accept or decline such an engagement depending on the scope and nature of the services to be provided. The terms and conditions of any such engagement will be determined by a separate written agreement negotiated between HG and the client. HG Unaffiliated Manager Referral Service HG provides investment management supervisory and consulting services with respect to specific client assets. HG will review the investment objectives or investment mandate presented by the client. These objectives may be the result of a financial planning or financial analysis engagement with HG or may be determined independently by the client. HG is authorized to rely on the financial and other information the client provides. Existing client securities and/or the client’s portfolio will be evaluated relative to the client’s circumstances and investment objectives or mandate, and HG will provide the results of its analysis as well as any recommended action with respect to the assets examined. As a result of its analysis, HG may provide the client with information to assist in selecting one or more unaffiliated investment management firm(s) (collectively, “Unaffiliated Managers”) to manage the client’s assets. The client will make

the final decision as to the selection of the Unaffiliated Managers. On an ongoing and regular basis, HG will supervise client accounts and confer with clients to review any changes in a client’s circumstances. HG will also provide updated advice or recommendations regarding any Unaffiliated Managers selected by the client as needed. In addition to entering into a client agreement with HG, the client enters into a separate agreement with each Unaffiliated Manager selected. The Unaffiliated Managers hired by the client are responsible for the day-to-day management of the investments in the account. Each Unaffiliated Manager may buy, sell, exchange, convert and trade securities and other investments in the client’s managed accounts. HG has no investment discretion or other discretionary authority with respect to the client’s accounts. Generally, HG acts as an introducing advisor in referring clients to Unaffiliated Managers. As a result, HG will be paid a portion of the fee charged and collected by the Unaffiliated Manager in the form of an introducing advisor fee or supervisory consulting fee. Each introducing advisor arrangement is performed pursuant to a written referral agreement and in compliance with Rule 206(4)-3 under the Investment Advisers Act of 1940 (the “Advisers Act”). HG will assist the client with identifying the client’s risk tolerance and investment objectives. HG and/or its associated persons will consider a client’s stated investment objectives and risk tolerance when referring the client to an Unaffiliated Manager. HG will provide continuous and regular supervisory or management services, including answering questions the client may have regarding their account, providing certain limited financial analysis and/or consulting services, and acting as the communication conduit between the client and the Unaffiliated Manager. Unaffiliated Managers may take discretionary authority to determine the securities to be purchased and sold for the client. Neither HG nor its associated persons will have any trading authority with respect to client’s managed account with the Unaffiliated Manager(s). Unaffiliated Manager programs generally have account minimum requirements that will vary from Unaffiliated Manager to Unaffiliated Manager. Account minimums are generally higher on fixed income accounts than equity-based accounts. A complete description of the Unaffiliated Manager’s services, fee schedules and account minimums will be disclosed in the Unaffiliated Manager’s Form ADV Part 2A, which will be provided to clients at the time an agreement for services is executed and an account is established. Client reports will depend upon the Unaffiliated Manager. HG has a conflict of interest by generally referring clients only to those Unaffiliated Managers that have agreed to pay an introducing advisor fee or supervisory consulting fee to HG. Clients are advised that there may be other Unaffiliated Manager programs that may be suitable to the client that may be more or less costly. No guarantees can be made that client’s financial goals or objectives will be achieved. Further, no guarantees of performance can be offered. Investments involve risk, including the possible loss of principal. WBI Management Referral Service HG acts as an affiliated introducing advisor when it refers clients to WBI for investment management services. WBI also acts as a third-party money manager for other unaffiliated introducing advisors. Because HG and WBI are under common ownership, HG is an affiliated introducing advisor of WBI. As a result of this referral arrangement, HG is paid a portion of the fee charged and collected by WBI in the form of an introducing advisor fee. HG has a conflict of interest when referring clients to WBI similar to the conflict described above relating to Unaffiliated Managers. HG and WBI are also under common ownership, meaning certain of the owners of HG also have an ownership interest in WBI. This creates an additional conflict of interest because the common owners of HG and WBI will also benefit from fees paid to WBI and, as a result, are incentivized to refer HG clients to WBI. HG seeks to mitigate this conflict by referring clients to WBI only when such referral is consistent with the clients’ investment objectives. HG assists clients with identifying the client’s risk tolerance and investment objectives. HG will recommend a WBI portfolio in relation to the client’s stated investment objectives and risk tolerance. With the assistance of HG, clients will select a recommended WBI portfolio strategy or portfolio strategies based upon the client’s needs. Clients must enter into an agreement directly with WBI. An HG advisor representative will be available to answer questions the client may have regarding their account managed by WBI, may provide certain ongoing and regular financial analysis and/or consulting services, and act as the communication conduit between the client and WBI. WBI requires discretionary authority to determine the securities to be purchased and sold for the client. HG will not have any trading authority with respect to client’s managed account by WBI. While the actual fee charged to a client will vary depending on the total amount of assets under management and the type of investment strategy utilized, the portion retained by HG in the form of introducing advisor fees or consulting fees will not exceed 1.125% and the portion retained by WBI in the form of investment management fees will not exceed 1.125%. WBI is responsible for deducting all advisory fees from client accounts and distributing to HG its portion of the overall fee. Clients may incur additional charges including but not limited to, fees charged by the custodian of the client’s assets, mutual fund sales loads, 12b-1 fees and redemption or surrender charges and IRA and qualified retirement plan fees. HG and WBI do not receive any portion of such commissions or fees. HG is only compensated by the introducing advisor fee described above. WBI is compensated by its management fee. Affiliation with Millington Securities, LLC. HG is affiliated with Millington Securities, LLC, (“Millington”), a registered investment adviser. Some of the officers and personnel of HG also serve as officers and perform functions for Millington. Millington also serves as the investment adviser for the Affiliated ETFs, as defined below. Millington is under common ownership with HG and WBI. WBI ETFs Millington serves as investment adviser to a series of ETFs registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), domiciled in the United States (the “Affiliated ETFs”). The Affiliated ETFs are each investment portfolios structured under Absolute Shares Trust (the “Trust”). The Trust administrator, transfer agent and fund accountant is U.S. Bancorp Fund Services, LLC. The distributor of the Affiliated ETFs is Foreside Fund Distributors, LLC, a SEC registered broker-dealer and member of FINRA (“Foreside”). Millington has selected WBI to act as sub-adviser to each Affiliated ETF and to be responsible for the day-to-day investment management of each Affiliated ETF. WBI therefore furnishes the Affiliated ETFs with certain administrative services and provides most of the personnel needed to fulfill WBI’s obligations as the investment sub-adviser. WBI will manage the Affiliated ETFs in accordance with their stated investment objectives and investment policies which are outlined and detailed in the prospectus and Statement of Additional Information (SAI) for the Affiliated ETFs. The Affiliated ETFs are not tailored to the individualized needs of any particular shareholder or investor and an investment in such a vehicle does not, in and of itself, create an advisory relationship between the shareholder or investor and WBI. Clients are advised to review the Affiliated ETF prospectus and SAI for a complete description of the Affiliated ETFs’ investment objectives, policies and operational structures. All investors in the ETFs will receive or have available a copy of the prospectus and SAI. HG has an inherent conflict of interest in recommending the Affiliated ETFs to clients because:
• HG’s affiliated investment advisor, WBI is acting as Sub-Advisor for the Affiliated ETFs. Robert Confessore, Matthew Schreiber and Don Schreiber, Jr. are on the WBI Investment Committee. Don Schreiber, Jr. is a portfolio manager of the Affiliated ETFs. HG may be less likely to recommend moving client money out of the Affiliated ETFs than it would be for investments in other securities not managed by WBI if the Affiliated ETFs have poor performance, because of HG’s involvement with the Affiliated ETFs and affiliation with WBI.
• As the Sub-Advisor to the Affiliated ETFs, WBI receives a management fee for its services. Increases in Affiliated ETF assets will result in increases in the management fee paid to WBI. Therefore, if the client invests in the Affiliated ETFs, the fees paid to WBI from the client’s invested shares are in addition to the fees the client pays HG for its advisory services. However, HG does not directly receive any portion of this fee, and the Affiliated ETF’s payments for WBI’s management services have no effect on the fees paid by an HG client for any services provided to the client by HG. Courtesy Account Service At the discretion of HG, some clients may be allowed to establish a courtesy account through the Schwab Institutional platform of Charles Schwab & Co., Inc., or at Pershing Advisor Solutions, LLC. Typically, HG will offer continuous and regular investment management supervisory and consulting services for any client courtesy accounts on an unsolicited basis. HG may provide advice, select and make recommendations, based upon the needs of the client, as to specific securities, asset allocations, or other investments the client account may purchase or sell. If such recommendations are requested and eventually accepted by the client, HG is responsible for arranging or effecting any allocations, purchases or sales in each client courtesy account. Examples of instances in which a courtesy account may be established at a custodian include instances when a client wishes to hold a security position or asset allocation which is not part of a portfolio offered by a selected third-party manager. While HG will be provided trading authorization on the account, HG has no discretionary authority and will not place trades except pursuant to unsolicited instructions from clients. Clients will be solely responsible for initiating all purchase and sale decisions and instructing HG to effect such transactions within the account. Clients with courtesy accounts, and not HG, nor any person associated with HG, will have the exclusive responsibility for the performance of all securities that are purchased for or held in any courtesy account. HG does not currently charge a fee for its Courtesy Account Service; however, clients will be required to enter into a written agreement and will be provided a copy of this Brochure prior to establishing a courtesy account. ERISA and Other Plan Clients In its services to ERISA pension plan clients under the HG Unaffiliated Manager Referral Service Program, WBI Management Referral Service Program, and in its financial planning services provided pursuant to a Financial Analysis Agreement, HG is a “covered service provider” under regulations issued by the U.S. Department of Labor (“DOL”) under Section 408(b)(2) of ERISA. Accordingly, HG will disclose, to the extent required by ERISA Regulation Section 2550.408b-2(c), to its ERISA pension plan clients the services it will provide to the plan client, its status as a fiduciary under Section 3(21) of ERISA, and the compensation, direct and indirect, that it and its subcontractors and affiliates reasonably expect to receive under the arrangement reasonably in advance of the date on which HG enters into the arrangement with the plan client. In accordance with ERISA Regulation Section 2550.408b-2(c)(vi)(A), HG will disclose within thirty (30) days following receipt of a written request from the responsible plan fiduciary all information relating to compensation or fees received in connection with the arrangement with the pension plan client that is required for the plan to comply with the reporting and disclosure requirements of Title I of ERISA. IRA Rollover Recommendations Effective December 20, 2021 (or such later date as the US Department of Labor (“DOL”) Field Assistance Bulletin 2018-02 ceases to be in effect), 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.