Description of Services and Fees Pinafore Wealth Counsel Inc. is a registered investment adviser based in Durham, North Carolina. We are organized as a corporation under the laws of the State of North Carolina. We have been providing investment advisory services since 2014. Lisa M. Gabriel is the majority owner of our firm, and B. Paul Gabriel is a minority owner of our firm. 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 and the words "you", "your" and "client" refer to you as either a client or prospective client of our firm. Investment Management Services We offer discretionary and non-discretionary investment management services. Our investment advice is tailored to meet our clients' needs and investment objectives. If you retain our firm for investment management services, we will meet with you to determine your investment objectives, risk tolerance, and other relevant information at the beginning of our advisory relationship. We will use the information we gather to develop a strategy that enables our firm to give you continuous and 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 rebalance the portfolio as required by changes in market conditions and in your financial circumstances. If you participate in our discretionary investment management services, we require you to grant our firm discretionary authority to manage your account. Discretionary authorization will allow us to determine the specific securities, and the number 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 management 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 for your account) by providing our firm with your restrictions and guidelines in writing. If you enter into non-discretionary

arrangements with our firm, we must obtain your approval prior to executing any transactions on behalf of your account. Financial Planning & Consulting Services We offer financial planning and consulting services that 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. These services can range from broad, comprehensive, financial planning to consultative or single subject planning. As part of our financial planning and consulting services, we also offer Financial Transition Planning and Retirement Consulting Services. For Financial Transition Planning services, we advise and coach clients through significant financial life transitions where we assess and guide clients and their specific transitions with the resources, tools, and methodology of The Sudden Money Institute (SMI™). For our Retirement Consulting Services, we provide retirement account investment review and asset allocation services for plan participants. Financial planning and/or our consulting services are based on your financial situation at the time we present the plan or services to you, and on the financial information you provide to us. You must promptly notify our firm if your financial situation, goals, objectives, or needs change. You are under no obligation to act on our 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. Types of Investments We primarily offer advice on mutual funds, exchange traded funds (ETFs), equity securities, debt securities, and options contracts. Additionally, we may advise you on any type of investment that we deem appropriate based on your stated goals and objectives. We may also provide advice on any type of investment held in your portfolio at the inception of our advisory relationship. Assets Under Management As of December 31, 2023, we provide continuous management services for approximately $107,610,660 in client assets on a discretionary basis, and approximately $21,042,416 in client assets on a non-discretionary basis.