Private Client Services (PCS) is an independent Registered Investment Advisor that is registered with the U.S. Securities and Exchange Commission (SEC) under the Investment Advisers Act of 1940. PCS began conducting business in 2001. The principal place of business for PCS is located in Louisville, Kentucky. PCS provides financial planning, general financial consulting and investment advisory services. As of December 31, 2023:
• PCS provided investment advisory services on $845,809,245 in client assets.
• The total number of client accounts was 2,891.
• 34.68% of client assets were advised on a discretionary basis during 2023.
• 63.32% of client assets were advised on a non-discretionary basis during 2023. Listed below are the firm's principal shareholders (i.e., those individuals and/or entities controlling 25% or more of this company):
• KFG Enterprises, Inc.
• Private Client Services Employee Stock Ownership Trust
• Ernest A. Sampson Private Client Services (“PCS”) offers services through our network of investment advisor representatives (“Advisor Representatives” or “IARs”). IARs may have their own legal business entities whose trade names and logos are used for marketing purposes and may appear on marketing materials or client statements. The Client should understand that the businesses are legal entities of the IAR and not of PCS. The IARs are under the supervision of PCS, and the advisory services of the IAR are provided through PCS. PCS has the arrangement described above with several Advisor Representatives. Please refer to your IAR’s Brochure Supplement (“ADV 2b”) for additional information. PCS offers the following advisory services to our clients: 1. FINANCIAL PLANNING We provide financial planning services. Financial planning is a comprehensive evaluation of a client’s current and future financial state by using currently known variables to predict future cash flows, asset values and withdrawal plans. Through the financial planning process, all questions, information and analysis are considered as they impact, and are impacted by, the entire financial and life situation of the client. Clients utilizing this service may receive a written report (depending on the type of service) which may provide the client with a detailed financial plan designed to assist the client achieve his or her financial goals and objectives. In general, the financial plan can address any or all of the following areas: Page 5 of 26 ADV Part 2A – 03/28/2024
• PERSONAL: We review family records, budgeting, personal liability, estate information and financial goals.
• TAX & CASH FLOW: We analyze the client’s income tax and spending and planning for past, current and future years; then illustrate the impact of various investments on the client's current income tax and future tax liability.
• INVESTMENTS: We analyze investment alternatives and their effect on the client's portfolio.
• INSURANCE: We review existing policies to evaluate proper coverage for life, health, disability, long-term care, liability, home and automobile.
• RETIREMENT: We analyze current strategies and investment plans to help the client achieve his or her retirement goals.
• DEATH & DISABILITY: We review the client’s cash needs at death, income needs of surviving dependents, estate planning and disability income.
• ESTATE: We assist the client in assessing and developing long-term strategies, including as appropriate, living trusts, wills, review estate tax, powers of attorney, asset protection plans, nursing homes, Medicaid and elder law. We gather required information through in-depth personal interviews. Information gathered may include the client's current financial status, tax status, future goals, returns objectives and attitudes towards risk. We carefully review documents supplied by the client, which may include a questionnaire completed by the client, and prepare the necessary reports and or other deliverables to satisfy the work as outlined in the engagement agreement. Should the client choose to implement the recommendations contained in the plan, we suggest the client work closely with his/her attorney, accountant, insurance agent, and/or stockbroker. Implementation of financial plan recommendations is without obligation and is entirely at the client's discretion. We also provide general non-securities advice on topics that may include tax and budgetary planning, estate planning and business planning. Examples of such topics are:
• Asset Allocation
• Income Tax
• Insurance Risk Management
• Investment Planning
• Education Planning
• Estate Planning
• Retirement Planning
• Benefits Planning Typically, the financial plan is presented to the client within 90 days of the contract date, provided that all information needed to prepare the financial plan has been promptly provided but may be longer depending on the specifics outlined in the engagement agreement. Financial Planning recommendations are not limited to any specific product or service offered by a broker-dealer or insurance company. All recommendations are of a generic nature. Page 6 of 26 ADV Part 2A – 03/28/2024 2. CONSULTING SERVICES PCS provides financial consulting services to assist clients in the assessment and analysis of a wide variety of common financial decisions and transactions. Among the types of decisions for which PCS provides evaluation, analysis and assistance includes, but is not limited to:
• Mortgage refinancing
• Automobile lease versus buy
• Tax planning
• Insurance
• Budgeting A consulting engagement is typically focused on a specific financial issue for which a client requires assistance, and PCS provides evaluation and recommendation on a case-by-case contractual basis. Recommendations are made without client obligation to engage with PCS for any other services that PCS offers. 3. INVESTMENT ADVISORY SERVICES PCS provides a framework for client financial discovery, risk profiling, asset allocation modeling, and suitability and compliance review. Based on the needs of the individual client, PCS Investment Advisor Representatives (“IARs”) provide ongoing advice regarding the investment of client assets. Through a process of discussion and discovery, PCS IARs evaluate and analyze a given client’s particular financial goals, resources and constraints. Key determinants include the client’s investment objectives, their investment and income time horizons, their risk tolerance, and their anticipated liquidity needs. Our IARs then develop and recommend one or more suitable personal investment strategies to create and manage an investment portfolio that will assist the client in reaching their financial goals. As appropriate, we also discuss and consider a client's prior investment history and experience with various investable asset classes, as well as family composition and background. Upon completion of the discovery and risk profiling process, the IAR will make a recommendation to manage the client portfolio on one of five different investment platforms that PCS offers to our clients. PCS offers a discretionary and non-discretionary Private Wealth Management platform, PCS Advisor Model Portfolios platform, directly held American Funds F2 share portfolios, Investment Model marketplace, and a Third-Party Asset Manager (TPAM) platform. Descriptions of all options are detailed below. Given an individual client’s circumstances, there may be instances where a combination of platforms might be utilized. The IAR will also present an appropriate benchmark, either a widely recognized market index or blend of market indices that is representative of the asset classes to be used in the construction of the client portfolio. PCS IARs may manage accounts on either a discretionary or non-discretionary basis. Client consent for any and all trade recommendations or changes in asset allocation must be obtained prior to the Page 7 of 26 ADV Part 2A – 03/28/2024 execution of such trades or allocation changes within all non-discretionary accounts. Clients who elect to assign discretionary authority to their IAR are not required to approve individual transactional activity. Discretionary authority will be limited to portfolio management activities and does not include any authority related to disbursement of funds from a client account without express instruction from the client for each money movement (Systematic disbursement with approved request excluded). PCS Advisor Portfolios are managed on a discretionary basis and the timing of changes to a portfolio makeup are made by the PCS Investment Committee. Clients may impose reasonable restrictions on investing in certain asset classes, certain types of securities, specific industries or economic sectors, or securities issued by specific companies or entities. Upon client request only, PCS assists in the development and utilization of a formalized Investment Policy Statement (IPS), which summarizes the general investment goals and objectives of a client and describes the strategies that the Advisor should employ to meet these objectives. Specific information on matters such as asset allocation, risk tolerance, and liquidity requirements would also be included in an IPS. The supervision, monitoring and review processes for client accounts are described below in Item 13. Our investment recommendations are not limited to any specific product or service offered by a broker-dealer or insurance company and will generally include advice regarding the following securities:
• Exchange-listed securities
• General equity securities (Stock)
• Corporate debt securities (other than commercial paper)
• Certificates of deposit
• Municipal securities
• Variable life insurance
• Variable annuities
• Mutual fund shares
• Alternative Investments
• Structured Notes
• United States governmental securities
• Options contracts on securities Because some types of investments involve

certain additional degrees of risk, they will only be implemented when a recommendation is consistent with the client's stated investment objectives, tolerance for risk, liquidity and suitability. PCS WEALTH MANAGEMENT The PCS Private Wealth Management (PWM) platform is a proprietary wrap fee program offered on a discretionary or non-discretionary basis that allows clients to permission their IAR to make investment decisions on their behalf or work directly with the IAR in order to design investment strategies that align with the client risk tolerance and investment goals and objectives. Discretion is Page 8 of 26 ADV Part 2A – 03/28/2024 limited to the investment selection within the account and does not include discretion related to money movement into or from the client account. Because each account is customized for each client, individual security selection recommendations will result in different individual investments within each account. This may or may not result in different investment performance between accounts with similar asset allocations. The PCS Private Wealth Management platform also has the flexibility to be managed on a non- discretionary basis. Within the allocation to each asset class, the IAR will work with the client to make individual security, mutual fund, exchange traded fund, or other investment vehicle recommendations to complete the construction of a given account. Non-discretionary accounts require client consent for the implementation of a given allocation and subsequent trading and rebalancing, which does not occur without client acknowledgment and acceptance of any recommendations. Clients are under no obligation to take action on any recommendations. PCS ADVISOR MODEL PORTFOLIOS The PCS Advisor Model Portfolio platform is a wrap fee program consisting of multiple qualified and non-qualified models. The portfolios are strategic, providing solutions across five distinct risk bands with fixed target allocations that are optimized across the entire risk and return spectrum. The asset allocation for each of the portfolios provides a fixed target from which portfolio drift and rebalancing is calculated. Within each portfolio, the PCS Investment Committee will implement portfolio changes disseminated by the firm’s Outsourced Chief Investment Officer (Fiducient Advisors) to complete the construction and ongoing management of a given portfolio. The PCS Investment Committee will evaluate recommended changes to portfolios provided by Fiducient but may or may not accept all changes. The PCS Investment Committee is made up of members representing: Fiducient Advisors (OCIO), Supervision, Compliance, Operations, and Executive Management. INVESTMENT MODEL MARKETPLACE PCS has access to leading strategists’ models for fixed income, equities, and alternatives through our strategic partnership with Orion Advisor Tech. These investment models are part of the discretionary wrap fee program offered at PCS. Models are built by third party money managers with allocations, buy and sell signals and marketing collateral provided through automation on the Orion platform. PCS must agree to strategist terms and subscribe to the desired models. Strategists and/or models may be added with Investment Committee approval and are traded by the PCS home office team through automated strategist allocation updates. Models may differ in suitability requirements and clients must meet applicable suitability standards prior to investing in these models. Page 9 of 26 ADV Part 2A – 03/28/2024 AMERICAN FUNDS DISTRIBUTORS, INC. F2 SHARE DIRECTLY HELD FUNDS Private Client Services has the ability to actively manage advisory accounts directly held through American Funds Distributors, Inc. (American Funds) in share classes that do not have an up-front or contingent deferred sales charge. Class F-2 shares are designed for investors who choose to compensate their financial professional based on the total assets in their portfolio, rather than commissions or sales charges. This arrangement is often called an “asset-based” or “fee-based” program. Class F-2 shares do not carry a 12b-1 “trailing commission”. Fund expenses will vary with each investment selection depending on multiple factors as outlined in the fund prospectus. Please note that Class F-2 shares are not available for purchase in certain employer-sponsored retirement plans, unless they are part of a qualifying fee-based program. American Funds F-2 funds are managed by advisors on a non-discretionary basis according to the client’s individual needs, goals and objectives. The advisory fee charged for these accounts may range between 0.50% and 1.0% flat rate annually. These fees are calculated and debited by American Funds quarterly in arrears based on an average daily balance of the account(s). The fees for these accounts are non-negotiable. The accounts are subject to a $10 setup fee and $10 annual fee, but not subject to any additional trading related fees through the American Funds platform. The client must acknowledge and agree to allow American Funds to liquidate shares of the funds held in order to cover any applicable advisory or account service fees. THIRD PARTY ASSET MANAGERS (TPAM) PCS has engaged in agreements with several unaffiliated asset managers, known as TPAMs (Third Party Asset Manager). TPAMs offer clients of PCS additional services, investment flexibility, and access to institutional and alternative asset managers. Such access has historically been available only to large institutions, high net worth individuals and accredited investors. PCS has established a due diligence process to investigate various aspects of each TPAM, including evaluation and analysis of historical investment performance, portfolio manager biographies and backgrounds, trading and operations policies, compliance, code of ethics and overall business enterprise risk, and may also be reviewed by the firm’s OCIO, Fiducient Advisors. The client financial discovery and risk profiling process is customized by the TPAM to suit the array of available investment alternatives that a given TPAM may offer. Upon completion of the discovery and TPAM risk profiling processes, PCS IARs will make a recommendation to the client as to which TPAM offers a suitable platform and selection of potential portfolios to meet client objectives. Factors considered in making this determination include account size, risk tolerance, the investment philosophy of the selected TPAM, the suitability of the products offered by the TPAM, and the opinion of the client. Clients should refer to the selected TPAM’s Firm Brochure or other disclosure documents for a full description of the services offered by each firm. PCS provides supervisory support and periodic compliance testing to ascertain that client accounts remain appropriate for the TPAM asset allocation model. PCS IARs also conduct periodic account reviews designed to capture any changes in client circumstances and IARs will then work with the client to adjust investment strategies as necessary to reflect identified changes. Page 10 of 26 ADV Part 2A – 03/28/2024 ADDITIONAL SERVICES We provide an additional service through Pontera for accounts not directly held in our custody, but where we do have discretion, and may leverage an Order Management System to implement tax- efficient asset location and opportunistic rebalancing strategies on behalf of the client. These are primarily 401(k) accounts, HSA’s, and other assets we do not custody. Fees will be assessed and billed quarterly in arrears. When you participate in this program the fees are calculated based on assets held within directly-managed held-away accounts, which are determined by the account value at the end of the quarter. The advisory fee is a blended fee and is calculated by assessing the percentage rates using the predefined levels of assets as shown in the chart listed in Section 5 below and applying the fee to the daily average of the account value or the account value as of the last day of the previous quarter (per the paragraph above), resulting in a combined weighted fee. For example, an account valued at $2,000,000 would pay an effective fee of 1% with the annual fee being $20,000 (a quarterly fee of $5,000). Investment management fees are generally directly debited on a pro rata basis from client accounts. The exception for this is directly-managed held-away accounts, such as 401(k)’s. As it is impossible to directly debit the fees from these accounts, those fees will be assigned to the client’s taxable accounts on a pro-rata basis. If the client does not have a taxable account, those fees may be billed directly to the client. Accounts initiated or terminated during a calendar quarter will be charged a pro- rated fee based on the amount of time remaining in the billing period. An account may be terminated with written notice at least 15 calendar days in advance. Since fees are paid in arrears, no rebate will be needed upon termination of the account. Monitoring of Investment Performance: Investment performance is reported to the client at least quarterly, and a suitability review of investment objectives, risk tolerances and the selected benchmark occurs, (unless specifically denied by the client) at least once annually. IAR’s may make recommended changes to a client’s investment allocation/portfolio as changes in situation and/or client objective or risk tolerance are identified. Employee Communications: For pension, profit sharing and 401(k) plan clients with individual plan participants exercising control over assets in their own account (''self-directed plans''), we may also provide educational support and investment workshops designed for the plan participants. The nature of the topics to be covered will be determined by us and the client under the guidelines established in ERISA Section 404(c). The educational support and investment workshops will NOT provide plan participants with individualized, tailored investment advice or individualized, tailored asset allocation recommendations.