FORM ADV (Paper Version) 

• UNIFORM APPLICATION FOR INVESTMENT ADVISER 

REGISTRATION 

AND 

• REPORT BY EXEMPT REPORTING ADVISERS 

PART 1A 

WARNING: Complete this form truthfully. False statements or omissions may result in 

denial of your application, revocation of your registration, or criminal 

prosecution. You must keep this form updated by filing periodic 

amendments. See Form ADV General Instruction 4. 

Check the box that indicates what you would like to do (check all that apply): 

SEC or State Registration: 

Submit an initial application to register as an investment adviser with the SEC. 

Submit an initial application to register as an investment adviser with one or more states. 

Submit an annual updating amendment to your registration for your fiscal year ended . 

Submit an other-than-annual amendment to your registration. 

SEC or State Report by Exempt Reporting Advisers: 

Submit an initial report to the SEC. 

Submit a report to one or more state securities authorities. 

Submit an annual updating amendment to your report for your fiscal year ended . 

Submit an other-than-annual amendment to your report. 

Submit a final report. 

Item 1 Identifying Information 

Responses to this Item tell us who you are, where you are doing business, and how we can 

contact you. If you are filing an umbrella registration, the information in Item 1 should be 

provided for the filing adviser only. General Instruction 5 provides information to assist you 

with filing an umbrella registration. 

A. Your full legal name (if you are a sole proprietor, your last, first, and middle names): 

B. (1) Name under which you primarily conduct your advisory business, if different from 

Item 1.A. 

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List on Section 1.B. of Schedule D any additional names under which you conduct your 

advisory business. 

(2) If you are using this Form ADV to register more than one investment adviser under 

an umbrella registration, check this box 

If you check this box, complete a Schedule R for each relying adviser. 

C. If this filing is reporting a change in your legal name (Item 1.A.) or primary business 

name (Item 1.B.(1)), enter the new name and specify whether the name change is of 

your legal name or your primary business name: 

. 

D. (1) If you are registered with the SEC as an investment adviser, your SEC file number: 

801- . 

(2) If you report to the SEC as an exempt reporting adviser, your SEC file number: 

802- . 

(3) If you have one or more Central Index Key numbers assigned by the SEC (“CIK 

Numbers”), all of your CIK numbers: . 

E. (1) If you have a number (“CRD Number”) assigned by the FINRA’s CRD system or by 

the IARD system, your CRD number: . 

(2) If you have additional CRD Numbers, your additional CRD numbers: . 

If your firm does not have a CRD number, skip this Item 1.E. Do not provide the CRD 

number of one of your officers, employees, or affiliates. 

F. Principal Office and Place of Business 

(1) Address (do not use a P.O. Box): 

(number and street) 

(city) (state/country) (zip +4/postal code) 

If this address is a private residence, check this box: 

List on Section 1.F. of Schedule D any office, other than your principal office and place 

of business, at which you conduct investment advisory business. If you are applying for 

registration, or are registered, with one or more state securities authorities, you must list 

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all of your offices in the state or states to which you are applying for registration or with 

whom you are registered. If you are applying for SEC registration, if you are registered 

only with the SEC, or if you are reporting to the SEC as an exempt reporting adviser, list 

the largest twenty-five offices in terms of numbers of employees as of the end of your 

most recently completed fiscal year. 

(2) Days of week that you normally conduct business at your principal office and place 

of business: 

Monday - Friday Other: 

Normal business hours at this location: 

(3) Telephone number at this location: 

(area code) (telephone number) 

(4) Facsimile number at this location, if any: 

(area code) (facsimile number) 

(5) What is the total number of offices, other than your principal office and place of 

business, at which you conduct investment advisory business as of the end of your 

most recently completed fiscal year? 

G. Mailing address, if different from your principal office and place of business address: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

H. If you are a sole proprietor, state your full residence address, if different from your 

principal office and place of business address in Item 1.F.: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

I. Do you have one or more websites or accounts on publicly available social media 

platforms (including, but not limited to, Twitter, Facebook and LinkedIn)? 

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Yes No 

If “yes,” list all firm website addresses and the address for each of the firm’s accounts on 

publicly available social media platforms on Section 1.I. of Schedule D. If a website 

address serves as a portal through which to access other information you have published 

on the web, you may list the portal without listing addresses for all of the other 

information. You may need to list more than one portal address. Do not provide the 

addresses of websites or accounts on publicly available social media platforms where 

you do not control the content. Do not provide the individual electronic mail (e-mail) 

addresses of employees or the addresses of employee accounts on publicly available 

social media platforms. 

J. Chief Compliance Officer 

(1) Provide the name and contact information of your Chief Compliance Officer. If you 

are an exempt reporting adviser, you must provide the contact information for your 

Chief Compliance Officer, if you have one. If not, you must complete Item 1.K. 

below. 

(name) 

(other titles, if any) 

(area code) (telephone number) (area code) (facsimile number, if any) 

(number and street) 

(city) (state/country) (zip+4/postal code) 

(electronic mail (e-mail) address, if Chief Compliance Officer has one) 

(2) If your Chief Compliance Officer is compensated or employed by any person other 

than you, a related person or an investment company registered under the Investment 

Company Act of 1940 that you advise for providing chief compliance officer 

services to you, provide the person’s name and IRS Employer Identification Number 

(if any): . 

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K. Additional Regulatory Contact Person: If a person other than the Chief Compliance 

Officer is authorized to receive information and respond to questions about this Form 

ADV, you may provide that information here. 

(name) 

(titles) 

(area code) (telephone number) (area code) (facsimile number, if any) 

(number and street) 

(city) (state/country) (zip+4/postal code) 

(electronic mail (e-mail) address, if contact person has one) 

L. Do you maintain some or all of the books and records you are required to keep under 

Section 204 of the Advisers Act, or similar state law, somewhere other than your 

principal office and place of business? 

Yes No 

If “yes,” complete Section 1.L. of Schedule D. 

M. Are you registered with a foreign financial regulatory authority? Yes No 

Answer “no” if you are not registered with a foreign financial regulatory authority, even 

if you have an affiliate that is registered with a foreign financial regulatory authority. If 

“yes,” complete Section 1.M. of Schedule D. 

N. Are you a public reporting company under Sections 12 or 15(d) of the Securities 

Exchange Act of 1934? 

Yes No 

O. Did you have $1 billion or more in assets on the last day of your most recent fiscal year? 

Yes No 

If yes, what is the approximate amount of your assets: 

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$1 billion to less than $10 billion 

$10 billion to less than $50 billion 

$50 billion or more 

For purposes of Item 1.O. only, “assets” refers to your total assets, rather than the 

assets you manage on behalf of clients. Determine your total assets using the total assets 

shown on the balance sheet for your most recent fiscal year end. 

P. Provide your Legal Entity Identifier if you have one: . 

A legal entity identifier is a unique number that companies use to identify each other in 

the financial marketplace. You may not have a legal entity identifier. 

Item 2 

SEC Registration 

Responses to this Item help us (and you) determine whether you are eligible to register with the 

SEC. Complete this Item 2.A. only if you are applying for SEC registration or submitting an 

annual updating amendment to your SEC registration. If you are filing an umbrella registration, 

the information in Item 2 should be provided for the filing adviser only. 

A. To register (or remain registered) with the SEC, you must check at least one of the Items 

2.A.(1) through 2.A.(12), below. If you are submitting an annual updating amendment to 

your SEC registration and you are no longer eligible to register with the SEC, check Item 

2.A.(13). Part 1A Instruction 2 provides information to help you determine whether you 

may affirmatively respond to each of these items. 

You (the adviser): 

(1) are a large advisory firm that either: 

(a) has regulatory assets under management of $100 million (in U.S. dollars) 

or more; or 

(b) has regulatory assets under management of $90 million (in U.S. dollars) or 

more at the time of filing its most recent annual updating amendment and is 

registered with the SEC; 

(2) are a mid-sized advisory firm that has regulatory assets under management of 

$25 million (in U.S. dollars) or more but less than $100 million (in U.S. dollars) 

and you are either: 

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(a) not required to be registered as an adviser with the state securities authority 

of the state where you maintain your principal office and place of business; 

or 

(b) not subject to examination by the state securities authority of the state 

where you maintain your principal office and place of business; 

Click HERE for a list of states in which an investment adviser, if registered, 

would not be subject to examination by the state securities authority. 

(3) Reserved; 

(4) have your principal office and place of business outside the United States; 

(5) are an investment adviser (or subadviser) to an investment company 

registered under the Investment Company Act of 1940; 

(6) are an investment adviser to a company which has elected to be a business 

development company pursuant to section 54 of the Investment Company Act 

of 1940 and has not withdrawn the election, and you have at least $25 million of 

regulatory assets under management; 

(7) are a pension consultant with respect to assets of plans having an aggregate 

value of at least $200,000,000 that qualifies for the exemption in rule 

203A-2(a); 

(8) are a related adviser under rule 203A-2(b) that controls, is controlled by, or is 

under common control with, an investment adviser that is registered with the 

SEC, and your principal office and place of business is the same as the 

registered adviser; 

If you check this box, complete Section 2.A.(8) of Schedule D. 

(9) are an adviser relying on rule 203A-2(c) because you expect to be eligible for 

SEC registration within 120 days; 

If you check this box, complete Section 2.A.(9) of Schedule D. 

(10) are a multi-state adviser that is required to register in 15 or more states and is 

relying on rule 203A-2(d); 

If you check this box, complete Section 2.A.(10) of Schedule D. 

(11) are an Internet adviser relying on rule 203A-2(e); 

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(12) have received an SEC order exempting you from the prohibition against 

registration with the SEC; 

If you check this box, complete Section 2.A.(12) of Schedule D. 

(13) are no longer eligible to remain registered with the SEC. 

SEC Reporting by Exempt Reporting Advisers 

B. Complete this Item 2.B. only if you are reporting to the SEC as an exempt reporting 

adviser. Check all that apply. You: 

(1) qualify for the exemption from registration as an adviser solely to one or more 

venture capital funds, as defined in rule 203(l)-1; 

(2) qualify for the exemption from registration because you act solely as an adviser 

to private funds and have assets under management, as defined in rule 

203(m)-1, in the United States of less than $150 million; 

(3) act solely as an adviser to private funds but you are no longer eligible to check 

box 2.B.(2) because you have assets under management, as defined in rule 

203(m)-1, in the United States of $150 million or more. 

If you check box (2) or (3), complete Section 2.B. of Schedule D. 

State Securities Authority Notice Filings and State Reporting by Exempt Reporting 

Advisers 

C. Under state laws, SEC-registered advisers may be required to provide to state securities 

authorities a copy of the Form ADV and any amendments they file with the SEC. These 

are called notice filings. In addition, exempt reporting advisers may be required to 

provide state securities authorities with a copy of reports and any amendments they file 

with the SEC. If this is an initial application or report, check the box(es) next to the 

state(s) that you would like to receive notice of this and all subsequent filings or reports 

you submit to the SEC. If this is an amendment to direct your notice filings or reports to 

additional state(s), check the box(es) next to the state(s) that you would like to receive 

notice of this and all subsequent filings or reports you submit to the SEC. If this is an 

amendment to your registration to stop your notice filings or reports from going to 

state(s) that currently receive them, uncheck the box(es) next to those state(s). 

AL CT KY MN NH OH SC VI 

AK DE LA MS NJ OK SD VA 

AZ DC IL ME MO NM OR TN WA 

AR FL IN MD MT NY PA TX WV 

CA GA MA NE NC PR UT WI 

WY CO GU KS MI NV ND VT 

HI 

ID 

IA 

RI 

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If you are amending your registration to stop your notice filings or reports from going to 

a state that currently receives them and you do not want to pay that state’s notice filing 

or report filing fee for the coming year, your amendment must be filed before the end of 

the year (December 31). 

Item 3 Form of Organization 

If you are filing an umbrella registration, the information in Item 3 should be provided for the 

filing adviser only. 

A. How are you organized? 

Corporation Sole Proprietorship Limited Liability Partnership (LLP) 

Partnership Limited Liability Company (LLC) Limited Partnership (LP) 

Other (specify): 

If you are changing your response to this Item, see Part 1A Instruction 4. 

B. In what month does your fiscal year end each year? 

C. Under the laws of what state or country are you organized? 

If you are a partnership, provide the name of the state or country under whose laws 

your partnership was formed. If you are a sole proprietor, provide the name of the state 

or country where you reside. 

If you are changing your response to this Item, see Part 1A Instruction 4. 

Item 4 Successions 

A. Are you, at the time of this filing, succeeding to the business of a registered investment 

adviser, including, for example, a change of your structure or legal status (e.g., form of 

organization or state of incorporation)? 

Yes No 

If “yes,” complete Item 4.B. and Section 4 of Schedule D. 

B. Date of Succession: 

(mm/dd/yyyy) 

If you have already reported this succession on a previous Form ADV filing, do not 

report the succession again. Instead, check “No.” See Part 1A Instruction 4. 

Item 5 Information About Your Advisory Business 

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Responses to this Item help us understand your business, assist us in preparing for on-site 

examinations, and provide us with data we use when making regulatory policy. Part 1A 

Instruction 5.a. provides additional guidance to newly formed advisers for completing this Item 

5. 

Employees 

If you are organized as a sole proprietorship, include yourself as an employee in your 

responses to Item 5.A. and Items 5.B.(1), (2), (3), (4), and (5). If an employee performs more 

than one function, you should count that employee in each of your responses to Items 5.B.(1), 

(2), (3), (4) and (5). 

A. Approximately how many employees do you have? Include full- and part-time employees 

but do not include any clerical workers. 

B. (1) Approximately how many of the employees reported in 5.A. perform investment 

advisory functions (including research)? 

(2) Approximately how many of the employees reported in 5.A. are registered 

representatives of a broker-dealer? 

(3) Approximately how many of the employees reported in 5.A. are registered with one 

or more state securities authorities as investment adviser representatives? 

(4) Approximately how many of the employees reported in 5.A. are registered with one 

or more state securities authorities as investment adviser representatives for an 

investment adviser other than you? 

(5) Approximately how many of the employees reported in 5.A. are licensed agents of an 

insurance company or agency? 

(6) Approximately how many firms or other persons solicit advisory clients on your 

behalf? 

In your response to Item 5.B.(6), do not count any of your employees and count a firm 

only once - do not count each of the firm’s employees that solicit on your behalf. 

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Clients 

In your responses to Items 5.C. and 5.D. do not include as “clients” the investors in a private 

fund you advise, unless you have a separate advisory relationship with those investors. 

C. (1) To approximately how many clients for whom you do not have regulatory assets 

under management did you provide investment advisory services during your most 

recently completed fiscal year? 

(2) Approximately what percentage of your clients are non-United States persons? 

% 

D. For purposes of this Item 5.D., the category “individuals” includes trusts, estates, and 

401(k) plans and IRAs of individuals and their family members, but does not include 

businesses organized as sole proprietorships. 

The category “business development companies” consists of companies that have made 

an election pursuant to section 54 of the Investment Company Act of 1940. Unless you 

provide advisory services pursuant to an investment advisory contract to an investment 

company registered under the Investment Company Act of 1940, do not answer (d)(1) or 

(d)(3) below. 

Indicate the approximate number of your clients and amount of your total regulatory 

assets under management (reported in Item 5.F. below) attributable to each of the 

following type of client. If you have fewer than 5 clients in a particular category (other 

than (d), (e), and (f)) you may check Item 5.D.(2) rather than respond to Item 5.D.(1). 

The aggregate amount of regulatory assets under management reported in Item 5.D.(3) 

should equal the total amount of regulatory assets under management reported in Item 

5.F.(2)(c) below. 

If a client fits into more than one category, select one category that most accurately 

represents the client to avoid double counting clients and assets. If you advise a 

registered investment company, business development company, or pooled investment 

vehicle, report those assets in categories (d), (e), and (f) as applicable. 

Type of Client (1) Number of 

Client(s) 

(2) Fewer than 5 

Clients 

(3) Amount of 

Regulatory Assets 

under Management 

(a) Individuals (other 

than high net worth 

individuals) 

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Type of Client (1) Number of 

Client(s) 

(2) Fewer than 5 

Clients 

(3) Amount of 

Regulatory Assets 

under Management 

(b) High net worth 

individuals 

(c) Banking or thrift 

institutions 

(d) Investment 

companies 

(e) Business 

development 

companies 

(f) Pooled 

investment vehicles 

(other than 

investment 

companies and 

business 

development 

companies) 

(g) Pension and 

profit sharing plans 

(but not the plan 

participants or 

government pension 

plans) 

(h) Charitable 

organizations 

(i) State or municipal 

government entities 

(including 

government pension 

plans) 

(j) Other investment 

advisers 

(k) Insurance 

companies 

(l) Sovereign wealth 

funds and foreign 

official institutions 

(m) Corporations or 

other businesses not 

listed above 

(n) Other: 

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Compensation Arrangements 

E. You are compensated for your investment advisory services by (check all that apply): 

(1) A percentage of assets under your management 

(2) Hourly charges 

(3) Subscription fees (for a newsletter or periodical) 

(4) Fixed fees (other than subscription fees) 

(5) Commissions 

(6) Performance-based fees 

(7) Other (specify): 

Regulatory Assets Under Management 

F. (1) Do you provide continuous and regular supervisory or management services to 

securities portfolios? Yes No 

(2) If yes, what is the amount of your regulatory assets under management and total 

number of accounts? 

U.S. Dollar Amount Total Number of Accounts 

Discretionary: (a) $ .00 (d) 

Non-Discretionary: (b) $ .00 (e) 

Total: (c) $ .00 (f) 

Part 1A Instruction 5.b. explains how to calculate your regulatory assets under 

management. You must follow these instructions carefully when completing this Item. 

(3) What is the approximate amount of your total regulatory assets under management 

(reported in Item 5.F.(2)(c) above) attributable to clients who are non-United States 

persons? 

Advisory Activities 

G. What type(s) of advisory services do you provide? Check all that apply. 

(1) Financial planning services 

(2) Portfolio management for individuals and/or small businesses 

(3) Portfolio management for investment companies (as well as “business 

development companies” that have made an election pursuant to section 54 of 

the Investment Company Act of 1940) 

(4) Portfolio management for pooled investment vehicles (other than investment 

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companies) 

(5) Portfolio management for businesses (other than small businesses) or 

institutional clients (other than registered investment companies and other 

pooled investment vehicles) 

(6) Pension consulting services 

(7) Selection of other advisers (including private fund managers) 

(8) Publication of periodicals or newsletters 

(9) Security ratings or pricing services 

(10) Market timing services 

(11) Educational seminars/workshops 

(12) Other (specify): 

Do not check Item 5.G.(3) unless you provide advisory services pursuant to an investment 

advisory contract to an investment company registered under the Investment Company Act of 

1940, including as a subadviser. If you check Item 5.G.(3), report the 811 or 814 number of 

the investment company or investment companies to which you provide advice in Section 

5.G.(3) of Schedule D. 

H. If you provide financial planning services, to how many clients did you provide these 

services during your last fiscal year? 

0 1-10 11-25 26-50 51-100 101-250 251-500 

More than 500 If more than 500, how many? (round to the nearest 500) 

In your responses to this Item 5.H., do not include as “clients” the investors in a private fund 

you advise, unless you have a separate advisory relationship with those investors. 

I. (1) Do you participate in a wrap fee program? Yes No 

(2) If you participate in a wrap fee program, what is the amount of your regulatory assets 

under management attributable to acting as: 

(a) sponsor to a wrap fee program $ 

(b) portfolio manager for a wrap fee program? $ 

(c) sponsor to and portfolio manager for the same wrap fee program? $ 

If you report an amount in Item 5.I.(2)(c), do not report that amount in Item 5.I.(2)(a) or 

Item 5.I.(2)(b). 

If you are a portfolio manager for a wrap fee program, list the names of the programs, 

their sponsors and related information in Section 5.I.(2) of Schedule D. 

If your involvement in a wrap fee program is limited to recommending wrap fee 

programs to your clients, or you advise a mutual fund that is offered through a wrap fee 

program, do not check Item 5.I.(1) or enter any amounts in response to Item 5.I.(2). 

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J. (1) In response to Item 4.B. of Part 2A of Form ADV, do you indicate that you provide 

investment advice only with respect to limited types of investments? 

Yes No 

(2) Do you report client assets in Item 4.E. of Part 2A that are computed using a different 

method than the method used to compute your regulatory assets under management? 

Yes No 

K. Separately Managed Account Clients 

(1) Do you have regulatory assets under management attributable to clients other than 

those listed in Item 5.D.(3)(d)-(f) (separately managed account clients)? 

Yes No 

If yes, complete Section 5.K.(1) of Schedule D. 

(2) Do you engage in borrowing transactions on behalf of any of the separately managed 

account clients that you advise? Yes No 

If yes, complete Section 5.K.(2) of Schedule D. 

(3) Do you engage in derivative transactions on behalf of any of the separately managed 

account clients that you advise? Yes No 

If yes, complete Section 5.K.(2) of Schedule D. 

(4) After subtracting the amounts in Item 5.D.(3)(d)-(f) above from your total regulatory 

assets under management, does any custodian hold ten percent or more of this 

remaining amount of regulatory assets under management? Yes No 

If yes, complete Section 5.K.(3) of Schedule D for each custodian. 

[Effective May 4, 2021, Item 5.L. appears as follows, pursuant to Investment Adviser Marketing, 

Investment Advisers Act Release No. 5653 (Dec. 22, 2020) [86 FR 13024 (Mar. 5, 2021)].] 

L. Marketing Activities 

(1) Do any of your advertisements include: 

(a) Performance results? Yes No 

(b) A reference to specific investment advice provided by you (as that phrase is usedin rule 

206(4)-1(a)(5))? Yes No 

(c) Testimonials (other than those that satisfy rule 206(4)-1(b)(4)(ii))? 

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(1) 

(2) 

(3) 

(4) 

(5) 

(6) 

(7) 

(8) 

(9) 

Yes No 

(d) Endorsements (other than those that satisfy rule 206(4)-1(b)(4)(ii))? 

Yes No 

(e) Third-party ratings? Yes No 

(2) If you answer “yes” to L(1)(c), (d), or (e) above, do you pay or otherwise provide cash 

or non-cash compensation, directly or indirectly, in connection with the use of 

testimonials, endorsements, or third-party ratings? Yes No 

(3) Do any of your advertisements include hypothetical performance? 

Yes No 

(4) Do any of your advertisements include predecessor performance? 

Yes No 

Item 6 Other Business Activities 

In this Item, we request information about your firm’s other business activities. 

A. You are actively engaged in business as a (check all that apply): 

broker-dealer (registered or unregistered) 

registered representative of a broker-dealer 

commodity pool operator or commodity trading advisor (whether registered or 

exempt from registration) 

futures commission merchant 

real estate broker, dealer, or agent 

insurance broker or agent 

bank (including a separately identifiable department or division of a bank) 

trust company 

registered municipal advisor 

(10) registered security-based swap dealer 

(11) major security-based swap participant 

(12) accountant or accounting firm 

(13) lawyer or law firm 

(14) other financial product salesperson (specify): 

If you engage in other business using a name that is different from the names reported in 

Items 1.A. or 1.B.(1), complete Section 6.A. of Schedule D. 

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B. (1) Are you actively engaged in any other business not listed in Item 6.A. (other than 

giving investment advice)? Yes No 

(2) If yes, is this other business your primary business? Yes No 

If “yes,” describe this other business on Section 6.B.(2) of Schedule D, and if you 

engage in this business under a different name, provide that name. 

(3) Do you sell products or provide services other than investment advice to your 

advisory clients? Yes No 

If “yes,” describe this other business on Section 6.B.(3) of Schedule D, and if you 

engage in this business under a different name, provide that name. 

Item 7 Financial Industry Affiliations and Private Fund Reporting 

In this Item, we request information about your financial industry affiliations and activities. This 

information identifies areas in which conflicts of interest may occur between you and your 

clients. 

A. This part of Item 7 requires you to provide information about you and your related 

persons, including foreign affiliates. Your related persons are all of your advisory 

affiliates and any person that is under common control with you. 

You have a related person that is a (check all that apply): 

(1) broker-dealer, municipal securities dealer, or government securities broker or 

dealer (registered or unregistered) 

(2) other investment adviser (including financial planners) 

(3) registered municipal advisor 

(4) registered security-based swap dealer 

(5) major security-based swap participant 

(6) commodity pool operator or commodity trading advisor (whether registered or exempt 

from registration) 

(7) futures commission merchant 

(8) banking or thrift institution 

(9) trust company 

(10) accountant or accounting firm 

(11) lawyer or law firm 

(12) insurance company or agency 

(13) pension consultant 

(14) real estate broker or dealer 

(15) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled 

investment vehicles 

(16) sponsor, general partner, managing member (or equivalent) of pooled 

investment vehicles 

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Note that Item 7.A. should not be used to disclose that some of your employees perform 

investment advisory functions or are registered representatives of a broker-dealer. The 

number of your firm’s employees who perform investment advisory functions should be 

disclosed under Item 5.B.(1). The number of your firm’s employees who are registered 

representatives of a broker-dealer should be disclosed under Item 5.B.(2). 

Note that if you are filing an umbrella registration, you should not check Item 7.A.(2) 

with respect to your relying advisers, and you do not have to complete Section 7.A. in 

Schedule D for your relying advisers. You should complete a Schedule R for each 

relying adviser. 

For each related person, including foreign affiliates that may not be registered or 

required to be registered in the United States, complete Section 7.A. of Schedule D. 

You do not need to complete Section 7.A. of Schedule D for any related person if: (1) you 

have no business dealings with the related person in connection with advisory services 

you provide to your clients; (2) you do not conduct shared operations with the related 

person; (3) you do not refer clients or business to the related person, and the related 

person does not refer prospective clients or business to you; (4) you do not share 

supervised persons or premises with the related person; and (5) you have no reason to 

believe that your relationship with the related person otherwise creates a conflict of 

interest with your clients. 

You must complete Section 7.A. of Schedule D for each related person acting as qualified 

custodian in connection with advisory services you provide to your clients (other than 

any mutual fund transfer agent pursuant to rule 206(4)-2(b)(1)), regardless of whether 

you have determined the related person to be operationally independent under rule 

206(4)-2 of the Advisers Act. 

B. Are you an adviser to any private fund? Yes No 

18 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

If “yes,” then for each private fund that you advise, you must complete a Section 7.B.(1) 

of Schedule D, except in certain circumstances described in the next sentence and in 

Instruction 6 of the Instructions to Part 1A. If you are registered or applying for 

registration with the SEC or reporting as an SEC exempt reporting adviser, and another 

SEC-registered adviser or SEC exempt reporting adviser reports this information with 

respect to any such private fund in Section 7.B.(1) of Schedule D of its Form ADV (e.g., if 

you are a subadviser), do not complete Section 7.B.(1) of Schedule D with respect to that 

private fund. You must, instead, complete Section 7.B.(2) of Schedule D. 

In either case, if you seek to preserve the anonymity of a private fund client by 

maintaining its identity in your books and records in numerical or alphabetical code, or 

similar designation, pursuant to rule 204-2(d), you may identify the private fund in 

Section 7.B.(1) or 7.B.(2) of Schedule D using the same code or designation in place of 

the fund’s name. 

Item 8 Participation or Interest in Client Transactions 

In this Item, we request information about your participation and interest in your clients’ 

transactions. This information identifies additional areas in which conflicts of interest may occur 

between you and your clients. Newly-formed advisers should base responses to these questions 

on the types of participation and interest that you expect to engage in during the next year. 

Like Item 7, Item 8 requires you to provide information about you and your related persons, 

including foreign affiliates. 

Proprietary Interest in Client Transactions 

A. Do you or any related person: 

(1) buy securities for yourself from advisory clients, or sell securities 

you own to advisory clients (principal transactions)? 

Yes No 

(2) buy or sell for yourself securities (other than shares of mutual funds) 

that you also recommend to advisory clients? 

(3) recommend securities (or other investment products) to advisory 

clients in which you or any related person has some other 

proprietary (ownership) interest (other than those mentioned in 

Items 8.A.(1) or (2))? 

Sales Interest in Client Transactions 

B. Do you or any related person: 

(1) as a broker-dealer or registered representative of a broker-dealer, 

execute securities trades for brokerage customers in which advisory 

Yes No 

19 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

client securities are sold to or bought from the brokerage customer 

(agency cross transactions)? 

(2) recommend to advisory clients, or act as a purchaser representative 

for advisory clients with respect to, the purchase of securities for 

which you or any related person serves as underwriter or general 

or managing partner? 

(3) recommend purchase or sale of securities to advisory clients for 

which you or any related person has any other sales interest (other 

than the receipt of sales commissions as a broker or registered 

representative of a broker-dealer)? 

Investment or Brokerage Discretion 

C. Do you or any related person have discretionary authority to 

determine the: Yes No 

(1) securities to be bought or sold for a client’s account? 

(2) amount of securities to be bought or sold for a client’s account? 

(3) broker or dealer to be used for a purchase or sale of securities for 

a client’s account? 

(4) commission rates to be paid to a broker or dealer for a client’s 

securities transactions? 

D. If you answer “yes” to C.(3) above, are any of the brokers or dealers 

related persons? 

E. Do you or any related person recommend brokers or dealers to 

clients? 

F. If you answer “yes” to E. above, are any of the brokers or dealers 

related persons? 

G. (1) Do you or any related person receive research or other products 

or services other than execution from a broker-dealer or a third 

party (“soft dollar benefits”) in connection with client securities 

transactions? 

(2) If “yes” to G.(1) above, are all the “soft dollar benefits” you or 

any related persons receive eligible “research or brokerage services” 

under section 28(e) of the Securities Exchange Act of 1934? 

H. (1) Do you or any related person, directly or indirectly, compensate 

20 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

any person that is not an employee for client referrals? 

(2) Do you or any related person, directly or indirectly, provide any 

employee compensation that is specifically related to obtaining 

clients for the firm (cash or non-cash compensation in addition 

to the employee’s regular salary)? 

I. Do you or any related person, including any employee, directly or 

indirectly, receive compensation from any person (other than you or 

any related person) for client referrals? 

In your response to Item 8.I., do not include the regular salary you pay to an employee. 

In responding to Items 8.H. and 8.I., consider all cash and non-cash compensation that 

you or a related person gave to (in answering Item 8.H.) or received from (in answering 

Item 8.I.) any person in exchange for client referrals, including any bonus that is based, 

at least in part, on the number or amount of client referrals. 

Item 9 Custody 

In this Item, we ask you whether you or a related person has custody of client (other than clients 

that are investment companies registered under the Investment Company Act of 1940) assets and 

about your custodial practices. 

A. (1) Do you have custody of any advisory clients’: Yes No 

(a) cash or bank accounts ? 

(b) securities? 

If you are registering or registered with the SEC, answer “No” to Item 9.A.(1)(a) and (b) 

if you have custody solely because (i) you deduct your advisory fees directly from your 

clients’ accounts, or (ii) a related person has custody of client assets in connection with 

advisory services you provide to clients, but you have overcome the presumption that you 

are not operationally independent (pursuant to Advisers Act rule 206(4)-2(d)(5)) from the 

related person. 

(2) If you checked “yes” to Item 9.A.(1)(a) or (b), what is the approximate amount of 

client funds and securities and total number of clients for which you have custody: 

U.S. Dollar Amount Total Number of Clients 

(a) $ (b) 

If you are registering or registered with the SEC and you have custody solely because 

you deduct your advisory fees directly from your clients’ accounts, do not include the 

amount of those assets and the number of those clients in your response to Item 9.A.(2). 

21 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

If your related person has custody of client assets in connection with advisory services 

you provide to clients, do not include the amount of those assets and the number of those 

clients in your response to Item 9.A.(2). Instead, include that information in your 

response to Item 9.B.(2). 

B. (1) In connection with advisory services you provide to clients, do any of your related 

persons have custody of any of your advisory clients’: Yes No 

(a) cash or bank accounts? 

(b) securities? 

You are required to answer this item regardless of how you answered Item 9.A.(1)(a) or 

(b). 

(2) If you checked “yes” to Item 9.B.(1)(a) or (b), what is the approximate amount of 

client funds and securities and total number of clients for which your related 

persons have custody: 

U.S. Dollar Amount Total Number of Clients 

(a) $ (b) 

C. If you or your related persons have custody of client funds or securities in connection 

with advisory services you provide to clients, check all the following that apply: 

(1) A qualified custodian(s) sends account statements at least quarterly to the 

investors in the pooled investment vehicle(s) you manage. 

(2) An independent public accountant audits annually the pooled investment 

vehicle(s) that you manage and the audited financial statements are distributed 

to the investors in the pools. 

(3) An independent public accountant conducts an annual surprise examination of 

client funds and securities. 

(4) An independent public accountant prepares an internal control report with 

respect to custodial services when you or your related persons are qualified 

custodians for client funds and securities. 

If you checked Item 9.C.(2), C.(3) or C.(4), list in Section 9.C. of Schedule D the 

accountants that are engaged to perform the audit or examination or prepare an internal 

control report. (If you checked Item 9.C.(2), you do not have to list auditor information 

in Section 9.C. of Schedule D if you already provided this information with respect to the 

private funds you advise in Section 7.B.(1) of Schedule D). 

22 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

D. Do you or your related person(s) act as qualified custodians for your clients in 

connection with advisory services you provide to clients? 

Yes No 

(1) you act as a qualified custodian 

(2) your related person(s) act as qualified custodian(s) 

If you checked “yes” to Item 9.D.(2), all related persons that act as qualified custodians 

(other than any mutual fund transfer agent pursuant to rule 206(4)-2(b)(1)) must be 

identified in Section 7.A. of Schedule D, regardless of whether you have determined the 

related person to be operationally independent under rule 206(4)-2 of the Advisers Act. 

E. If you are filing your annual updating amendment and you were subject to a surprise 

examination by an independent public accountant during your last fiscal year, provide the 

date (MM/YYYY) the examination commenced: _ 

F. If you or your related persons have custody of client funds or securities, how many 

persons, including, but not limited to, you and your related persons, act as qualified 

custodians for your clients in connection with advisory services you provide to clients? 

Item 10 Control Persons 

In this Item, we ask you to identify every person that, directly or indirectly, controls you. If you 

are filing an umbrella registration, the information in Item 10 should be provided for the filing 

adviser only. 

If you are submitting an initial application or report, you must complete Schedule A and 

Schedule B. Schedule A asks for information about your direct owners and executive 

officers. Schedule B asks for information about your indirect owners. If this is an 

amendment and you are updating information you reported on either Schedule A or Schedule 

B (or both) that you filed with your initial application or report, you must complete Schedule 

C. 

A. Does any person not named in Item 1.A. or Schedules A, B, or C, directly or indirectly, 

control your management or policies? Yes No 

If yes, complete Section 10.A. of Schedule D. 

B. If any person named in Schedules A, B, or C or in Section 10.A. of Schedule D is a 

public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 

1934, please complete Section 10.B. of Schedule D. 

Item 11 Disclosure Information 

In this Item, we ask for information about your disciplinary history and the disciplinary history 

of all your advisory affiliates. We use this information to determine whether to grant your 

23 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

application for registration, to decide whether to revoke your registration or to place limitations 

on your activities as an investment adviser, and to identify potential problem areas to focus on 

during our on-site examinations. One event may result in “yes” answers to more than one of the 

questions below. In accordance with General Instruction 5 to Form ADV, “you” and “your” 

include the filing adviser and all relying advisers under an umbrella registration. 

Your advisory affiliates are: (1) all of your current employees (other than employees performing 

only clerical, administrative, support or similar functions); (2) all of your officers, partners, or 

directors (or any person performing similar functions); and (3) all persons directly or indirectly 

controlling you or controlled by you. If you are a “separately identifiable department or 

division” (SID) of a bank, see the Glossary of Terms to determine who your advisory affiliates 

are. 

If you are registered or registering with the SEC or if you are an exempt reporting adviser, you 

may limit your disclosure of any event listed in Item 11 to ten years following the date of the 

event. If you are registered or registering with a state, you must respond to the questions as 

posed; you may, therefore, limit your disclosure to ten years following the date of an event only 

in responding to Items 11.A.(1), 11.A.(2), 11.B.(1), 11.B.(2), 11.D.(4), and 11.H.(1)(a). For 

purposes of calculating this ten-year period, the date of an event is the date the final order, 

judgment, or decree was entered, or the date any rights of appeal from preliminary orders, 

judgments, or decrees lapsed. 

You must complete the appropriate Disclosure Reporting Page (“DRP”) for “yes” answers to the 

questions in this Item 11. 

Yes No 

Do any of the events below involve you or any of your supervised persons? 

For “yes” answers to the following questions, complete a Criminal Action DRP: 

Yes No 

A. In the past ten years, have you or any advisory affiliate: 

(1) been convicted of or pled guilty or nolo contendere (“no contest”) 

in a domestic, foreign, or military court to any felony? 

(2) been charged with any felony? 

If you are registered or registering with the SEC, or if you are reporting as an exempt 

reporting adviser, you may limit your response to Item 11.A.(2) to charges that are 

currently pending. 

B. In the past ten years, have you or any advisory affiliate: 

(1) been convicted of or pled guilty or nolo contendere (“no contest”) 

in a domestic, foreign, or military court to a misdemeanor involving: 

24 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

investments or an investment-related business, or any fraud, false 

statements, or omissions, wrongful taking of property, bribery, 

perjury, forgery, counterfeiting, extortion, or a conspiracy to commit 

any of these offenses? 

(2) been charged with a misdemeanor listed in Item 11.B.(1)? 

If you are registered or registering with the SEC, or if you are reporting as an exempt 

reporting adviser, you may limit your response to Item 11.B.(2) to charges that are 

currently pending. 

For “yes” answers to the following questions, complete a Regulatory Action DRP: 

Yes No 

C. Has the SEC or the Commodity Futures Trading Commission 

(CFTC) ever: 

(1) found you or any advisory affiliate to have made a false statement 

or omission? 

(2) found you or any advisory affiliate to have been involved in a 

violation of SEC or CFTC regulations or statutes? 

(3) found you or any advisory affiliate to have been a cause of an 

investment-related business having its authorization to do business 

denied, suspended, revoked, or restricted? 

(4) entered an order against you or any advisory affiliate in connection 

with investment-related activity? 

(5) imposed a civil money penalty on you or any advisory affiliate, or 

ordered you or any advisory affiliate to cease and desist from any 

activity? 

D. Has any other federal regulatory agency, any state regulatory agency, 

or any foreign financial regulatory authority: 

(1) ever found you or any advisory affiliate to have made a false 

statement or omission, or been dishonest, unfair, or unethical? 

(2) ever found you or any advisory affiliate to have been involved in 

a violation of investment-related regulations or statutes? 

(3) ever found you or any advisory affiliate to have been a cause of an 

investment-related business having its authorization to do business 

denied, suspended, revoked, or restricted? 

25 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4) in the past ten years, entered an order against you or any advisory 

affiliate in connection with an investment-related activity? 

(5) ever denied, suspended, or revoked your or any advisory affiliate’s 

registration or license, or otherwise prevented you or any advisory 

affiliate, by order, from associating with an investment-related 

business or restricted your or any advisory affiliate’s activity? 

E. Has any self-regulatory organization or commodities exchange ever: 

(1) found you or any advisory affiliate to have made a false statement 

or omission? 

(2) found you or any advisory affiliate to have been involved in a 

violation of its rules (other than a violation designated as a 

“minor rule violation” under a plan approved by the SEC)? 

(3) found you or any advisory affiliate to have been the cause of an 

investment-related business having its authorization to do business 

denied, suspended, revoked, or restricted? 

(4) disciplined you or any advisory affiliate by expelling or 

suspending you or the advisory affiliate from membership, 

barring or suspending you or the advisory affiliate from association 

with other members, or otherwise restricting your or the advisory 

affiliate’s activities? 

F. Has an authorization to act as an attorney, accountant, or federal 

contractor granted to you or any advisory affiliate ever been revoked 

or suspended? 

G. Are you or any advisory affiliate now the subject of any regulatory 

proceeding that could result in a “yes” answer to any part of Item 11.C., 

11.D., or 11.E.? 

For “yes” answers to the following questions, complete a Civil Judicial Action DRP: 

Yes No 

H. (1) Has any domestic or foreign court: 

(a) in the past ten years, enjoined you or any advisory affiliate in 

connection with any investment-related activity? 

(b) ever found that you or any advisory affiliate were involved in 

a violation of investment-related statutes or regulations? 

26 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(c) ever dismissed, pursuant to a settlement agreement, an 

investment-related civil action brought against you or any 

advisory affiliate by a state or foreign financial regulatory 

authority? 

(2) Are you or any advisory affiliate now the subject of any civil 

proceeding that could result in a “yes” answer to any part of 

Item 11.H.(1)? 

Item 12 Small Businesses 

The SEC is required by the Regulatory Flexibility Act to consider the effect of its regulations on 

small entities. In order to do this, we need to determine whether you meet the definition of 

“small business” or “small organization” under rule 0-7. 

Answer this Item 12 only if you are registered or registering with the SEC and you indicated in 

response to Item 5.F.(2)(c) that you have regulatory assets under management of less than $25 

million. You are not required to answer this Item 12 if you are filing for initial registration as a 

state adviser, amending a current state registration, or switching from SEC to state registration. 

For purposes of this Item 12 only: 

• Total Assets refers to the total assets of a firm, rather than the assets managed on behalf 

of clients. In determining your or another person’s total assets, you may use the total assets 

shown on a current balance sheet (but use total assets reported on a consolidated balance 

sheet with subsidiaries included, if that amount is larger). 

• Control means the power to direct or cause the direction of the management or policies of 

a person, whether through ownership of securities, by contract, or otherwise. Any person 

that directly or indirectly has the right to vote 25 percent or more of the voting securities, or 

is entitled to 25 percent or more of the profits, of another person is presumed to control the 

other person. 

Yes No 

A. Did you have total assets of $5 million or more on the last day of your 

most recent fiscal year? 

If “yes,” you do not need to answer Items 12.B. and 12.C. 

B. Do you: 

(1) control another investment adviser that had regulatory assets under 

management (calculated in response to Item 5.F.(2)(c) of Form 

ADV) of $25 million or more on the last day of its most recent 

fiscal year? 

27 
 

 

 

 

 

 

 

 

(2) control another person (other than a natural person) that had total 

assets of $5 million or more on the last day of its most recent 

fiscal year? 

C. Are you: 

(1) controlled by or under common control with another investment 

adviser that had regulatory assets under management (calculated 

in response to Item 5.F.(2)(c) of Form ADV) of $25 million or 

more on the last day of its most recent fiscal year? 

(2) controlled by or under common control with another person 

(other than a natural person) that had total assets of $5 million 

or more on the last day of its most recent fiscal year? 

28 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORM ADV 

Schedule A 

Direct Owners and Executive Officers 

1. Complete Schedule A only if you are submitting an initial application or report. Schedule A 

asks for information about your direct owners and executive officers. Use Schedule C to 

amend this information. 

2. Direct Owners and Executive Officers. List below the names of: 

(a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief 

Legal Officer, Chief Compliance Officer (Chief Compliance Officer is required if you are 

registered or applying for registration and cannot be more than one individual), director 

and any other individuals with similar status or functions; 

(b) if you are organized as a corporation, each shareholder that is a direct owner of 5% or 

more of a class of your voting securities, unless you are a public reporting company (a 

company subject to Section 12 or 15(d) of the Exchange Act); 

Direct owners include any person that owns, beneficially owns, has the right to vote, or 

has the power to sell or direct the sale of, 5% or more of a class of your voting securities. 

For purposes of this Schedule, a person beneficially owns any securities: (i) owned by 

his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, 

mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-inlaw, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 

days, through the exercise of any option, warrant, or right to purchase the security. 

(c) if you are organized as a partnership, all general partners and those limited and special 

partners that have the right to receive upon dissolution, or have contributed, 5% or more 

of your capital; 

(d) in the case of a trust that directly owns 5% or more of a class of your voting securities, or 

that has the right to receive upon dissolution, or has contributed, 5% or more of your 

capital, the trust and each trustee; and 

(e) if you are organized as a limited liability company (“LLC”), (i) those members that have 

the right to receive upon dissolution, or have contributed, 5% or more of your capital, and 

(ii) if managed by elected managers, all elected managers. 

3. Do you have any indirect owners to be reported on Schedule B? Yes No 

4. In the DE/FE/I column below, enter “DE” if the owner is a domestic entity, “FE” if the 

owner is an entity incorporated or domiciled in a foreign country, or “I” if the owner or 

executive officer is an individual. 

29 
 

 

 

 

 

 

 

 

 

5. Complete the Title or Status column by entering board/management titles; status as partner, 

trustee, sole proprietor, elected manager, shareholder, or member; and for shareholders or 

members, the class of securities owned (if more than one is issued). 

6. Ownership codes are: NA - less than 5% C - 25% but less than 50% 

A - 5% but less than 10% D - 50% but less than 75% 

B - 10% but less than 25% E - 75% or more 

7. (a) In the Control Person column, enter “Yes” if the person has control as defined in the 

Glossary of Terms to Form ADV, and enter “No” if the person does not have control. 

Note that under this definition, most executive officers and all 25% owners, general 

partners, elected managers, and trustees are control persons. 

(b) In the PR column, enter “PR” if the owner is a public reporting company under Sections 

12 or 15(d) of the Exchange Act. 

(c) Complete each column. 

FULL 

LEGAL 

NAME 

(Individuals: 

Last Name, 

First Name, 

Middle 

Name) 

DE/FE/I Title or 

Status 

Date Title or 

Status 

Acquired 

MM/YYYY 

Ownership 

Code 

Control 

Person 

PR 

CRD No. 

If None: 

S.S. No. 

and Date 

of Birth, 

IRS Tax 

No. or 

Employer 

ID No. 

| | 

| | 

| | 

| | 

| | 

30 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORM ADV 

Schedule B 

Indirect Owners 

1. Complete Schedule B only if you are submitting an initial application or report. Schedule B 

asks for information about your indirect owners; you must first complete Schedule A, which 

asks for information about your direct owners. Use Schedule C to amend this information. 

2. Indirect Owners. With respect to each owner listed on Schedule A (except individual 

owners), list below: 

(a) in the case of an owner that is a corporation, each of its shareholders that beneficially 

owns, has the right to vote, or has the power to sell or direct the sale of, 25% or more of a 

class of a voting security of that corporation; 

For purposes of this Schedule, a person beneficially owns any securities: (i) owned by 

his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, 

mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-inlaw, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 

days, through the exercise of any option, warrant, or right to purchase the security. 

(b) in the case of an owner that is a partnership, all general partners and those limited and 

special partners that have the right to receive upon dissolution, or have contributed, 25% 

or more of the partnership’s capital; 

(c) in the case of an owner that is a trust, the trust and each trustee; and 

(d) in the case of an owner that is a limited liability company (“LLC”), (i) those members 

that have the right to receive upon dissolution, or have contributed, 25% or more of the 

LLC’s capital, and (ii) if managed by elected managers, all elected managers. 

3. Continue up the chain of ownership listing all 25% owners at each level. Once a public 

reporting company (a company subject to Sections 12 or 15(d) of the Exchange Act) is 

reached, no further ownership information need be given. 

4. In the DE/FE/I column below, enter “DE” if the owner is a domestic entity, “FE” if the 

owner is an entity incorporated or domiciled in a foreign country, or “I” if the owner is an 

individual. 

5. Complete the Status column by entering the owner’s status as partner, trustee, elected 

manager, shareholder, or member; and for shareholders or members, the class of securities 

owned (if more than one is issued). 

31 
 

 

 

 

 

 

 

6. Ownership codes are: C - 25% but less than 50% D - 50% but less than 75% 

E - 75% or more F - Other (general partner, trustee, or 

elected manager) 

7. (a) In the Control Person column, enter “Yes” if the person has control as defined in the 

Glossary of Terms to Form ADV, and enter “No” if the person does not have control. 

Note that under this definition, most executive officers and all 25% owners, general 

partners, elected managers, and trustees are control persons. 

(b) In the PR column, enter “PR” if the owner is a public reporting company under Sections 

12 or 15(d) of the Exchange Act. 

(c) Complete each column. 

FULL 

LEGAL 

NAME 

(Individuals 

: Last 

Name, First 

Name, 

Middle 

Name) 

DE/FE/ 

I 

Entity 

in 

Which 

Interes 

t is 

Owned 

Statu 

s 

Date Status 

Acquired 

MM/YYY 

Y 

Ownershi 

p Code 

Contro 

l 

Person 

PR 

CRD No. 

If None: 

S.S. No. 

and Date 

of Birth, 

IRS Tax 

No. or 

Employe 

r ID No. 

| | 

| | 

| | 

| | 

| | 

32 
 

 

 

 

 

 

 

 

 

 

 

 

 

FORM ADV 

Schedule C 

Amendments to Schedules A and B 

1. Use Schedule C only to amend information requested on either Schedule A or Schedule B. 

Refer to Schedule A and Schedule B for specific instructions for completing this Schedule C. 

Complete each column. 

2. In the Type of Amendment column, indicate “A” (addition), “D” (deletion), or “C” (change 

in information about the same person). 

3. Ownership codes are: NA - less than 5% D - 50% but less than 75% 

A - 5% but less than 10% E - 75% or more 

B - 10% but less than 25% G - Other (general partner, trustee, or 

C - 25% but less than 50% elected member) 

4. List below all changes to Schedule A (Direct Owners and Executive Officers): 

FULL 

LEGA 

L 

NAME 

(Individuals: 

Last 

Name, 

First 

Name, 

Middle 

Name) 

DE/FE/ 

I 

Type of 

Amendmen 

t 

Title 

or 

Statu 

s 

Date Title 

or Status 

Acquired 

MM/YYY 

Y 

Ownershi 

p Code 

Contro 

l 

Person 

PR 

CRD No. 

If None: 

S.S. No. 

and Date 

of Birth, 

IRS Tax 

No. or 

Employe 

r ID No. 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

33 
5. List below all changes to Schedule B (Indirect Owners): 

FULL 

LEGAL 

NAME 

(Individuals: 

Last 

Name, 

First 

Name, 

Middle 

Name) 

DE/FE 

/I 

Type of 

Amendment 

Title 

or 

Status 

Date Title 

or Status 

Acquired 

MM/YYYY 

Ownership 

Code 

Control 

Person 

PR 

CRD 

No. If 

None: 

S.S. No. 

and Date 

of Birth, 

IRS Tax 

No. or 

Employe 

r ID No. 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

| | 

34 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORM ADV 

Schedule D 

Certain items in Part 1A of Form ADV require additional information on Schedule D. Use this 

Schedule D to report details for items listed below. Report only new information or 

changes/updates to previously submitted information. Do not repeat previously submitted 

information. 

This is an INITIAL or AMENDED Schedule D 

SECTION 1.B. Other Business Names 

List your other business names and the jurisdictions in which you use them. You must complete 

a separate Schedule D Section 1.B. for each business name. 

Check only one box: Add Delete Amend 

Name Jurisdictions 

SECTION 1.F. Other Offices 

Complete the following information for each office, other than your principal office and place of 

business, at which you conduct investment advisory business. You must complete a separate 

Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are 

registered only with the SEC, or if you are an exempt reporting adviser, list only the largest 

twenty-five offices (in terms of numbers of employees). 

Check only one box: Add Delete 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(area code) (telephone number) (area code) (facsimile number, if any) 

If this office location is also required to be registered with FINRA or a state securities authority 

as a branch office location for a broker-dealer or investment adviser on the Uniform Branch 

Office Registration Form (Form BR), please provide the CRD Branch Number here: 

35 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

How many employees perform investment advisory functions from this office location? 

Are other business activities conducted at this office location? (check all that apply) 

(1) Broker-dealer (registered or unregistered) 

(2) Bank (including a separately identifiable department or division of a bank) 

(3) Insurance broker or agent 

(4) Commodity pool operator or commodity trading advisor (whether registered 

or exempt from registration) 

(5) Registered municipal advisor 

(6) Accountant or accounting firm 

(7) Lawyer or law firm 

Describe any other investment-related business activities conducted from this office location: 

SECTION 1.I. Website Addresses 

List your website addresses, including addresses for accounts on publicly available social media 

platforms where you control the content (including, but not limited to, Twitter, Facebook and/or 

LinkedIn). You must complete a separate Schedule D Section 1.I. for each website or account 

on a publicly available social media platform. 

Check only one box: Add Delete 

Address of Website/Account on Publicly Available Social Media Platform: 

SECTION 1.L. Location of Books and Records 

Complete the following information for each location at which you keep your books and records, 

other than your principal office and place of business. You must complete a separate Schedule 

D, Section 1.L. for each location. 

Check only one box: Add Delete Amend 

Name of entity where books and records are kept: 

36 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(area code) (telephone number) (area code) (facsimile number, if any) 

This is (check one): one of your branch offices or affiliates. 

a third-party unaffiliated recordkeeper. 

other. 

Briefly describe the books and records kept at this location. 

SECTION 1.M. Registration with Foreign Financial Regulatory Authorities 

List the name and country, in English, of each foreign financial regulatory authority with which 

you are registered. You must complete a separate Schedule D Section 1.M. for each foreign 

financial regulatory authority with whom you are registered. 

Check only one box: Add Delete 

Name of Foreign Financial Regulatory Authority 

Name of Country 

SECTION 2.A.(8) Related Adviser 

If you are relying on the exemption in rule 203A-2(b) from the prohibition on registration 

because you control, are controlled by, or are under common control with an investment adviser 

that is registered with the SEC and your principal office and place of business is the same as that 

of the registered adviser, provide the following information: 

Name of Registered Investment Adviser 

CRD Number of Registered Investment Adviser _ 

SEC Number of Registered Investment Adviser 801-

SECTION 2.A.(9) Investment Adviser Expecting to be Eligible for Commission Registration 

within 120 Days 

If you are relying on rule 203A-2(c), the exemption from the prohibition on registration available 

to an adviser that expects to be eligible for SEC registration within 120 days, you are required to 

make certain representations about your eligibility for SEC registration. By checking the 

37 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

appropriate boxes, you will be deemed to have made the required representations. You must 

make both of these representations: 

I am not registered or required to be registered with the SEC or a state securities 

authority and I have a reasonable expectation that I will be eligible to register with 

the SEC within 120 days after the date my registration with the SEC becomes 

effective. 

I undertake to withdraw from SEC registration if, on the 120th day after my 

registration with the SEC becomes effective, I would be prohibited by Section 

203A(a) of the Advisers Act from registering with the SEC. 

SECTION 2.A.(10) Multi-State Adviser 

If you are relying on rule 203A-2(d), the multi-state adviser exemption from the prohibition on 

registration, you are required to make certain representations about your eligibility for SEC 

registration. By checking the appropriate boxes, you will be deemed to have made the required 

representations. 

If you are applying for registration as an investment adviser with the SEC, you must make both 

of these representations: 

I have reviewed the applicable state and federal laws and have concluded that I am 

required by the laws of 15 or more states to register as an investment adviser with the 

state securities authorities in those states. 

I undertake to withdraw from SEC registration if I file an amendment to this 

registration indicating that I would be required by the laws of fewer than 15 states to 

register as an investment adviser with the state securities authorities of those states. 

If you are submitting your annual updating amendment, you must make this representation: 

Within 90 days prior to the date of filing this amendment, I have reviewed the 

applicable state and federal laws and have concluded that I am required by the laws of 

at least 15 states to register as an investment adviser with the state securities 

authorities in those states. 

SECTION 2.A.(12) SEC Exemptive Order 

If you are relying upon an SEC order exempting you from the prohibition on registration, 

provide the following information: 

Application Number: 803- Date of order: 

(mm/dd/yyyy) 

SECTION 2.B. Private Fund Assets 

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If you check Item 2.B.(2) or (3), what is the amount of the private fund assets that you manage? 

. 

NOTE: “Private fund assets” has the same meaning here as it has under rule 203(m)-1. If you 

are an investment adviser with its principal office and place of business outside the United States 

only include private fund assets that you manage at a place of business in the United States. 

SECTION 4 Successions 

Complete the following information if you are succeeding to the business of a currently 

registered investment adviser, including a change of your structure or legal status (e.g., form of 

organization or state of incorporation). If you acquired more than one firm in the succession you 

are reporting on this Form ADV, you must complete a separate Schedule D Section 4 for each 

acquired firm. See Part 1A Instruction 4. 

Name of Acquired Firm 

Acquired Firm’s SEC File No. (if any) 801- Acquired Firm’s CRD Number 

SECTION 5.G.(3) Advisers to Registered Investment Companies and Business Development 

Companies 

If you check Item 5.G.(3), what is the SEC file number (811 or 814 number) of each of the 

registered investment companies and business development companies to which you act as an 

adviser pursuant to an advisory contract? You must complete a separate Schedule D Section 

5.G.(3) for each registered investment company and business development company to which 

you act as an adviser. 

Check only one box: Add Delete 

SEC File Number 811- or 814-

Provide the regulatory assets under management of all parallel managed accounts related to a 

registered investment company (or series thereof) or business development company that you 

advise. $ 

SECTION 5.I.(2) Wrap Fee Programs 

If you are a portfolio manager for one or more wrap fee programs, list the name of each program 

and its sponsor. You must complete a separate Schedule D Section 5.I.(2) for each wrap fee 

program for which you are a portfolio manager. 

Check only one box: Add Delete Amend 

Name of Wrap Fee Program 

39 
 

 

 

 

 

 

 

 

 

 

 

 

 

Name of Sponsor 

Sponsor’s SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-) 

Sponsor’s CRD Number (if any): 

SECTION 5.K.(1) Separately Managed Accounts 

After subtracting the amounts reported in Item 5.D.(3)(d)-(f) from your total regulatory assets 

under management, indicate the approximate percentage of this remaining amount attributable to 

each of the following categories of assets. If the remaining amount is at least $10 billion in 

regulatory assets under management, complete Question (a). If the remaining amount is less 

than $10 billion in regulatory assets under management, complete Question (b). 

Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be 

reported below. 

If you are a subadviser to a separately managed account, you should only provide information 

with respect to the portion of the account that you subadvise. 

End of year refers to the date used to calculate your regulatory assets under management for 

purposes of your annual updating amendment. Mid-year is the date six months before the end of 

year date. Each column should add up to 100% and numbers should be rounded to the nearest 

percent. 

Investments in derivatives, registered investment companies, business development companies, 

and pooled investment vehicles should be reported in those categories. Do not report those 

investments based on related or underlying portfolio assets. Cash equivalents include bank 

deposits, certificates of deposit, bankers’ acceptances and similar bank instruments. 

Some assets could be classified into more than one category or require discretion about which 

category applies. You may use your own internal methodologies and the conventions of your 

service providers in determining how to categorize assets, so long as the methodologies or 

conventions are consistently applied and consistent with information you report internally and to 

current and prospective clients. However, you should not double count assets, and your 

responses must be consistent with any instructions or other guidance relating to this Section. 

(a) 

Asset Type Mid-year End of year 

(i) Exchange-Traded Equity 

Securities 

% 

(ii) Non Exchange-Traded 

Equity Securities 

40 
 

 

Asset Type Mid-year End of year 

(iii) U.S. Government/Agency 

Bonds 

(iv) U.S. State and Local 

Bonds 

(v) Sovereign Bonds 

(vi) Investment Grade 

Corporate Bonds 

(vii) Non-Investment Grade 

Corporate Bonds 

(viii) Derivatives 

(ix) Securities Issued by 

Registered Investment 

Companies or Business 

Development Companies 

(x) Securities Issued by 

Pooled Investment Vehicles 

(other than Registered 

Investment Companies or 

Business Development 

Companies) 

(xi) Cash and Cash 

Equivalents 

(xii) Other 

Generally describe any assets included in “Other” 

(b) 

Asset Type End of year 

(i) Exchange-Traded Equity 

Securities 

% 

(ii) Non Exchange-Traded 

Equity Securities 

(iii) U.S. Government/Agency 

Bonds 

(iv) U.S. State and Local 

Bonds 

(v) Sovereign Bonds 

(vi) Investment Grade 

Corporate Bonds 

(vii) Non-Investment Grade 

Corporate Bonds 

(viii) Derivatives 

41 
 

 

 

 

 

 

 

 

 

 

 

 

Asset Type End of year 

(ix) Securities Issued by 

Registered Investment 

Companies or Business 

Development Companies 

(x) Securities Issued by 

Pooled Investment Vehicles 

(other than Registered 

Investment Companies or 

Business Development 

Companies) 

(xi) Cash and Cash 

Equivalents 

(xii) Other 

Generally describe any assets included in “Other” 

SECTION 5.K.(2) Separately Managed Accounts - Use of Borrowings and Derivatives 

If your regulatory assets under management attributable to separately managed accounts are at 

least $10 billion, you should complete Question (a). If your regulatory assets under management 

attributable to separately managed accounts are at least $500 million but less than $10 billion, 

you should complete Question (b). 

(a) 

In the table below, provide the following information regarding the separately managed accounts 

you advise. If you are a subadviser to a separately managed account, you should only provide 

information with respect to the portion of the account that you subadvise. End of year refers to 

the date used to calculate your regulatory assets under management for purposes of your annual 

updating amendment. Mid-year is the date six months before the end of year date. 

In column 1, indicate the regulatory assets under management attributable to separately managed 

accounts associated with each level of gross notional exposure. For purposes of this table, the 

gross notional exposure of an account is the percentage obtained by dividing (i) the sum of (a) 

the dollar amount of any borrowings and (b) the gross notional value of all derivatives, by (ii) 

the regulatory assets under management of the account. 

In column 2, provide the dollar amount of borrowings for the accounts included in column 1. 

In column 3, provide aggregate gross notional value of derivatives divided by the aggregate 

regulatory assets under management of the accounts included in column 1 with respect to each 

category of derivatives specified in 3(a) through (f). 

42 
 

 

 

 

 

You may, but are not required to, complete the table with respect to any separately managed 

account with regulatory assets under management of less than $10,000,000. 

Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be 

reported below. 

(i) Mid-Year 

Gross 1 2 3 

Notional Regula- Borrow- Derivative Exposures 

Expo- tory ings 

sure Assets 

Under 

Management 

(a) Interest (b) (c) (d) Equity (e) (f) 

Rate Foreign Credit Derivative Commo- Other 

Derivative Exchange 

Derivative 

Derivative dity 

Derivative 

Deriv 

-ative 

Less 

than 

10% 

10-149% 

150% or 

more 

Optional: Use the space below to provide a narrative description of the strategies and/or manner 

in which borrowings and derivatives are used in the management of the separately managed 

accounts that you advise. 

(ii) End of Year 

43 
 

 

 

 

 

 

 

 

 

Gross 1 2 3 

Notional Regula- Borrow- Derivative Exposures 

Expo- tory ings 

sure Assets 

Under 

Management 

(a) Interest (b) (c) (d) Equity (e) (f) 

Rate Foreign Credit Derivative Commo- Other 

Derivative Exchange 

Derivative 

Derivative dity 

Derivative 

Deriv 

-ative 

Less 

than 

10% 

10-149% 

150% or 

more 

Optional: Use the space below to provide a narrative description of the strategies and/or manner 

in which borrowings and derivatives are used in the management of the separately managed 

accounts that you advise. 

(b) 

In the table below, provide the following information regarding the separately managed accounts 

you advise as of the date used to calculate your regulatory assets under management for purposes 

of your annual updating amendment. If you are a subadviser to a separately managed account, 

you should only provide information with respect to the portion of the account that you 

subadvise. 

In column 1, indicate the regulatory assets under management attributable to separately managed 

accounts associated with each level of gross notional exposure. For purposes of this table, the 

gross notional exposure of an account is the percentage obtained by dividing (i) the sum of (a) 

the dollar amount of any borrowings and (b) the gross notional value of all derivatives, by (ii) 

the regulatory assets under management of the account. 

In column 2, provide the dollar amount of borrowings for the accounts included in column 1. 

You may, but are not required to, complete the table with respect to any separately managed 

accounts with regulatory assets under management of less than $10,000,000. 

Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be 

reported below. 

44 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Notional Exposure 1 

Regulatory Assets Under 

Management 

2 

Borrowings 

Less than 10% 

10-149% 

150% or more 

Optional: Use the space below to provide a narrative description of the strategies and/or manner 

in which borrowings and derivatives are used in the management of the separately managed 

accounts that you advise. 

SECTION 5.K.(3) Custodians for Separately Managed Accounts 

Complete a separate Schedule D Section 5.K.(3) for each custodian that holds ten percent or 

more of your aggregate separately managed account regulatory assets under management. 

(a) Legal name of custodian: 

(b) Primary business name of custodian: 

(c) The location(s) of the custodian’s office(s) responsible for custody of the assets (city, 

state and country): 

(d) Is the custodian a related person of your firm? Yes No 

(e) If the custodian is a broker-dealer, provide its SEC registration number (if any) 8-

(f) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC 

registration number, provide its legal entity identifier (if any) 

(g) What amount of your regulatory assets under management attributable to separately 

managed accounts is held at the custodian? 

SECTION 6.A. Names of Your Other Businesses 

If you are actively engaged in other business using a different name, provide that name and the 

other line(s) of business. 

Add Delete Amend 

Other Business Name: _ 

45 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other line(s) of business in which you engage using this name: (check all that apply) 

(1) broker-dealer (registered or unregistered) 

(2) registered representative of a broker-dealer 

(3) commodity pool operator or commodity trading advisor (whether registered or 

exempt from registration) 

(4) futures commission merchant 

(5) real estate broker, dealer, or agent 

(6) insurance broker or agent 

(7) bank (including a separately identifiable department or division of a bank) 

(8) trust company 

(9) registered municipal advisor 

(10) registered security-based swap dealer 

(11) major security-based swap participant 

(12) accountant or accounting firm 

(13) lawyer or law firm 

(14) other financial product salesperson (specify): 

SECTION 6.B.(2) Description of Primary Business 

Describe your primary business (not your investment advisory business): 

If you engage in that business under a different name, provide that name: 

SECTION 6.B.(3) Description of Other Products and Services 

Describe other products or services you sell to your client. You may omit products and services 

that you listed in Section 6.B.(2) above. 

If you engage in that business under a different name, provide that name: 

SECTION 7.A. Financial Industry Affiliations 

Complete a separate Schedule D Section 7.A. for each related person listed in Item 7.A. 

46 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Check only one box: Add Delete Amend 

1. Legal Name of Related Person: 

2. Primary Business Name of Related Person: 

3. Related Person’s SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-) 

4. Related Person’s (a) CRD Number (if any): 

(b) CIK Number(s) (if any): 

5. Related Person is: (check all that apply) 

(a) broker-dealer, municipal securities dealer, or government securities broker or 

dealer 

(b) other investment adviser (including financial planners) 

(c) registered municipal advisor 

(d) registered security-based swap dealer 

(e) major security-based swap participant 

(f) commodity pool operator or commodity trading advisor (whether registered or 

exempt from registration) 

(g) futures commission merchant 

(h) banking or thrift institution 

(i) trust company 

(j) accountant or accounting firm 

(k) lawyer or law firm 

(l) insurance company or agency 

(m) pension consultant 

(n) real estate broker or dealer 

(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled 

investment vehicles 

(p) sponsor, general partner, managing member (or equivalent) of pooled 

investment vehicles 

6. Do you control or are you controlled by the related person? Yes No 

7. Are you and the related person under common control? Yes No 

8. (a) Does the related person act as a qualified custodian for your clients 

in connection with advisory services you provide to clients? Yes No 

(b) If you are registering or registered with the SEC and you have answered “yes” to 

question 8.(a) above, have you overcome the presumption that you are not operationally 

independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not 

required to obtain a surprise examination for your clients’ funds or securities 

47 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

that are maintained at the related person? Yes No 

(c) If you have answered “yes” to question 8.(a) above, provide the location of the related 

person’s office responsible for custody of your clients’ assets: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

9. (a) If the related person is an investment adviser, is it exempt from 

registration? Yes No 

(b) If the answer is yes, under what exemption? 

10. (a) Is the related person registered with a foreign financial regulatory 

authority? Yes No 

(b) If the answer is yes, list the name and country, in English of each foreign financial 

regulatory authority with which the related person is registered. 

11. Do you and the related person share any supervised persons? Yes No 

12. Do you and the related person share the same physical location? Yes No 

SECTION 7.B.(1) Private Fund Reporting 

Check only one box: Add Delete Amend 

A. PRIVATE FUND 

Information About the Private Fund 

1. (a) Name of the private fund: 

(b) Private fund identification number: 

2. Under the laws of what state or country is the private fund organized: 

3. Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a 

similar capacity): 

(a) Check only one box: Add Delete Amend 

48 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(b) If filing an umbrella registration, identify the filing adviser and/or relying 

adviser(s) that sponsor(s) or manage(s) this private fund. 

4. The private fund (check all that apply; you must check at least one): 

(1) qualifies for the exclusion from the definition of investment company under 

section 3(c)(1) of the Investment Company Act of 1940 

(2) qualifies for the exclusion from the definition of investment company under 

section 3(c)(7) of the Investment Company Act of 1940 

5. List the name and country, in English, of each foreign financial regulatory authority with 

which the private fund is registered. 

Check only one box: Add Delete Amend 

English Name of Foreign Financial Regulatory Authority 

Name of Country 

6. (a) Is this a “master fund” in a master-feeder arrangement? Yes No 

(b) If yes, what is the name and private fund identification number (if any) of the feeder 

funds investing in this private fund? 

Check only one box: Add Delete Amend 

Name of private fund: 

Private fund identification number: 

(c) Is this a “feeder fund” in a master-feeder arrangement? Yes No 

(d) If yes, what is the name and private fund identification number (if any) of the master 

fund in which this private fund invests? 

Check only one box: Add Delete Amend 

Name of private fund: 

Private fund identification number: 

49 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE: You must complete question 6 for each master-feeder arrangement regardless of 

whether you are filing a single Schedule D, Section 7.B.(1) for the master-feeder 

arrangement or reporting on the funds separately. 

7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement 

according to the instructions to this Section 7.B.(1), for each of the feeder funds answer 

the following questions: 

Check only one box: Add Delete Amend 

(a) Name of the private fund: 

(b) Private fund identification number: 

(c) Under the laws of what state or country is the private fund organized: 

(d) Name(s) of the General Partner, Manager, Trustee or Directors (or persons serving in 

a similar capacity): 

(1) Check only one box: Add Delete Amend 

(2) If filing an umbrella registration, identify the filing adviser and/or relying 

adviser(s) that sponsor(s) or manage(s) this private fund: 

(e) The private fund (check all that apply; you must check at least one): 

(1) qualifies for the exclusion from the definition of investment company 

under section 3(c)(1) of the Investment Company Act of 1940 

(2) qualifies for the exclusion from the definition of investment company 

under section 3(c)(7) of the Investment Company Act of 1940 

(f) List the name and country, in English, of each foreign financial regulatory authority 

with which the private fund is registered. 

Check only one box: Add Delete Amend 

English Name of Foreign Financial Regulatory Authority 

Name of Country 

NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more 

funds (“feeder funds”) invest all or substantially all of their assets in a single fund 

50 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(“master fund”). A fund would also be a “feeder fund” investing in a “master fund” for 

purposes of this question if it issued multiple classes (or series) of shares or interests, and 

each class (or series) invests substantially all of its assets in a single master fund. 

8. (a) Is this private fund a “fund of funds”? Yes No 

NOTE: For purposes of this question only, answer “yes” if the fund invests 10 percent or 

more of its total assets in other pooled investment vehicles, regardless of whether they are 

also private funds or registered investment companies. 

(b) If yes, does the private fund invest in funds managed by you or by a related person? 

Yes No 

9. During your last fiscal year, did the private fund invest in securities issued by investment 

companies registered under the Investment Company Act of 1940 (other than “money 

market funds,” to the extent provided in Instruction 6.e.)? Yes 

10. What type of fund is the private fund? 

hedge fund liquidity fund private equity fund real estate fund 

No 

securitized asset fund venture capital fund Other private fund: 

NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to 

Part 1A. 

11. Current gross asset value of the private fund: $ 

Ownership 

12. Minimum investment commitment required of an investor in the private fund: $ 

NOTE: Report the amount routinely required of investors who are not your related 

persons (even if different from the amount set forth in the organizational documents of 

the fund). 

13. Approximate number of the private fund’s beneficial owners: 

14. What is the approximate percentage of the private fund beneficially owned by you and 

your related persons: % 

15. (a) What is the approximate percentage of the private fund beneficially owned (in the 

aggregate) by funds of funds: % 

51 
No 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(b) If the private fund qualifies for the exclusion from the definition of investment 

company under section 3(c)(1) of the Investment Company Act of 1940, are sales of 

the fund limited to qualified clients? Yes 

16. What is the approximate percentage of the private fund beneficially owned by non-United 

States persons: % 

Your Advisory Services 

17. (a) Are you a subadviser to this private fund? Yes No 

(b) If the answer to question 17.(a) is “yes,” provide the name and SEC file number, if 

any, of the adviser of the private fund. If the answer to question 17.(a) is “no,” leave 

this question blank. 

18. (a) Do any investment advisers (other than the investment advisers listed in Section 

7.B.(1).A.3.(b)) advise the private fund? Yes No 

(b) If the answer to question 18.(a) is “yes,” provide the name and SEC file number, if 

any, of the other advisers to the private fund. If the answer to question 18.(a) is “no,” 

leave this question blank. 

Check only one box: Add Delete Amend 

Name of Adviser: 

Adviser’s SEC File Number: 

19. Are your clients solicited to invest in the private fund? Yes 

NOTE: For purposes of this question, do not consider feeder funds of the private fund. 

No 

20. Approximately what percentage of your clients has invested in the private fund? % 

Private Offering 

21. Has the private fund ever relied on an exemption from registration of its securities under 

Regulation D of the Securities Act of 1933? Yes No 

22. If yes, provide the private fund’s Form D file number (if any): 

Check only one box: Add Delete Amend 

021-

52 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

B. SERVICE PROVIDERS 

Check this box if you are filing this Form ADV through the IARD system and want the 

IARD system to create a new Schedule D, Section 7.B.(1) with the same service provider 

information you have given here in Questions 23 - 28 for a new private fund for which you 

are required to complete Section 7.B.(1). If you check the box, the system will pre-fill those 

fields for you, but you will be able to manually edit the information after it is pre-filled and 

before you submit your filing. 

Auditors 

23. (a) (1) Are the private fund’s financial statements subject to an 

annual audit? Yes No 

(2) If the answer to question 23.(a)(1) is “yes,” are the financial 

statements prepared in accordance with U.S. GAAP? Yes No 

If the answer to question 23.(a)(1) is “yes,” respond to questions (b) through (h) 

below. If the private fund uses more than one auditing firm, you must complete 

questions (b) through (f) separately for each auditing firm. 

Check only one box: Add Delete Amend 

(b) Name of the auditing firm: 

(c) The location of the auditing firm’s office responsible for the private fund’s audit (city, 

state and country): 

(d) Is the auditing firm an independent public accountant? Yes No 

(e) Is the auditing firm registered with the Public Company 

Accounting Oversight Board? Yes No 

If yes, Public Company Accounting Oversight Board-Assigned Number: 

(f) If “yes” to (e) above, is the auditing firm subject to regular 

inspection by the Public Company Accounting Oversight 

Board in accordance with its rules? Yes No 

(g) Are the private fund’s audited financial statements for the 

most recently completed fiscal year distributed to the private 

fund’s investors? Yes No 

(h) Do all of the reports prepared by the auditing firm for the 

private fund since your last annual updating amendment 

contain unqualified opinions? Yes No Report Not Yet Received 

53 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

If you check “Report Not Yet Received,” you must promptly file an amendment to your Form 

ADV to update your response when the report is available. 

Prime Broker 

24. (a) Does the private fund use one or more prime brokers? Yes No 

If the answer to question 24.(a) is “yes,” respond to questions (b) through (e) below 

for each prime broker the private fund uses. If the private fund uses more than one 

prime broker, you must complete questions (b) through (e) separately for each prime 

broker. 

Check only one box: Add Delete Amend 

(b) Name of the prime broker: 

(c) If the prime broker is registered with the SEC, its registration number: 8-_ 

(d) Location of prime broker’s office used principally by the private fund (city, state and 

country): 

(e) Does this prime broker act as custodian for some or all of the 

private fund’s assets? Yes No 

Custodian 

25. (a) Does the private fund use any custodians (including the prime 

brokers listed above) to hold some or all of its assets? Yes No 

If the answer to question 25.(a) is “yes,” respond to questions (b) through (g) below 

for each custodian the private fund uses. If the private fund uses more than one 

custodian, you must complete questions (b) through (g) separately for each custodian. 

Check only one box: Add Delete Amend 

(b) Legal name of custodian: 

(c) Primary business name of custodian: 

(d) The location of the custodian’s office responsible for custody of the private fund’s 

assets (city, state and country): 

(e) Is the custodian a related person of your firm? Yes No 

(f) If the custodian is a broker-dealer, provide its SEC registration number (if any): 

8-

54 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC 

registration number, provide its legal entity identifier (if any) 

Administrator 

26. (a) Does the private fund use an administrator other than your firm? Yes No 

If the answer to question 26.(a) is “yes,” respond to questions (b) through (f) below. 

If the private fund uses more than one administrator, you must complete questions (b) 

through (f) separately for each administrator. 

Check only one box: Add Delete Amend 

(b) Name of administrator: _ 

(c) Location of administrator (city, state and country): 

(d) Is the administrator a related person of your firm? Yes No 

(e) Does the administrator prepare and send investor account statements to the private 

fund’s investors? 

Yes (provided to all investors) Some (provided to some but not all 

investors) No (provided to no investors) 

(f) If the answer to question 26.(e) is “no” or “some,” who sends the investor account 

statements to the (rest of the) private fund’s investors? If investor account statements 

are not sent to the (rest of the) private fund’s investors, respond “not applicable.” 

. 

27. During your last fiscal year, what percentage of the private fund’s assets (by value) was 

valued by a person, such as an administrator, that is not your related person? 

% 

Include only those assets where (i) such person carried out the valuation procedure 

established for that asset, if any, including obtaining any relevant quotes, and (ii) the 

valuation used for purposes of investor subscriptions, redemptions or distributions, and 

fee calculations (including allocations) was the valuation determined by such person. 

Marketers 

28. (a) Does the private fund use the services of someone other than you 

or your employees for marketing purposes? Yes No 

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You must answer “yes” whether the person acts as a placement agent, consultant, 

finder, introducer, municipal advisor or other solicitor, or similar person. If the 

answer to question 28.(a) is “yes,” respond to questions (b) through (g) below for 

each such marketer the private fund uses. If the private fund uses more than one 

marketer, you must complete questions (b) through (g) separately for each marketer. 

Check only one box: Add Delete Amend 

(b) Is the marketer a related person of your firm? Yes No 

(c) Name of the marketer: 

(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-): 

and CRD Number (if any) 

(e) Location of the marketer’s office used principally by the private fund (city, state 

and country): 

(f) Does the marketer market the private fund through one 

or more websites? Yes No 

(g) If the answer to question 28.(f) is “yes,” list the website address(es): 

SECTION 7.B.(2) Private Fund Reporting 

(1) Name of the private fund: 

(2) Private fund identification number: 

(3) Name and SEC File number of adviser that provides information about this private fund in 

No 

Section 7.B.(1) of Schedule D of its Form ADV filing: , 801-

or 802-

(4) Are your clients solicited to invest in this private fund? Yes 

In answering this question, disregard feeder funds’ investment in a master fund. For 

purposes of this question, in a master-feeder arrangement, one or more funds (“feeder 

funds”) invest all or substantially all of their assets in a single fund (“master fund”). A fund 

would also be a “feeder fund” investing in a “master fund” for purposes of this question if it 

issued multiple classes (or series) of shares or interests, and each class (or series) invests 

substantially all of its assets in a single master fund. 

SECTION 9.C. Independent Public Accountant 

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You must complete the following information for each independent public accountant engaged 

to perform a surprise examination, perform an audit of a pooled investment vehicle that you 

manage, or prepare an internal control report. You must complete a separate Schedule D Section 

9.C. for each independent public accountant. 

Check only one box: Add Delete Amend 

(1) Name of the independent public accountant: 

(2) The location of the independent public accountant’s office responsible for the services 

provided: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

(3) Is the independent public accountant registered with the Public 

Company Accounting Oversight Board? Yes No 

If “yes,” Public Company Accounting Oversight Board-Assigned Number: 

(4) If “yes” to (3) above, is the independent public accountant subject to 

regular inspection by the Public Company Accounting Oversight Board in accordance with 

its rules? Yes No 

(5) The independent public accountant is engaged to: 

A. audit a pooled investment vehicle 

B. perform a surprise examination of clients’ assets 

C. prepare an internal control report 

(6) Since your last annual updating amendment, did all of the reports prepared by the 

independent public accountant that audited the pooled investment vehicle or that examined 

internal controls contain unqualified opinions? 

Yes No Report Not Yet Received 

If you check “Report Not Yet Received,” you must promptly file an amendment to your 

Form ADV to update your response when the accountant’s report is available. 

SECTION 10.A. Control Persons 

You must complete a separate Schedule D Section 10.A. for each control person not named in 

Item 1.A. or Schedules A, B, or C that directly or indirectly controls your management or 

policies. 

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Check only one box: Add Delete Amend 

(1) Firm or Organization Name: 

(2) CRD Number (if any): _ Effective Date: 

mm/dd/yyyy 

Termination Date: 

mm/dd/yyyy 

(3) Business Address: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(4) Individual Name (if applicable) (Last, First, Middle): 

(5) CRD Number (if any): _ 

Termination Date: 

mm/dd/yyyy 

Effective Date: 

mm/dd/yyyy 

(6) Business Address: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(7) Briefly describe the nature of the control: 

SECTION 10.B. Control Person Public Reporting Companies 

If any person named in Schedules A, B, or C, or in Section 10.A. of Schedule D is a public 

reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934, please 

58 
 

 

 

 

 

provide the following information (you must complete a separate Schedule D Section 10.B. for 

each public reporting company): 

(1) Full legal name of the public reporting company: 

(2) The public reporting company’s CIK number (Central Index Key number that the SEC 

assigns to each reporting company): 

Miscellaneous 

You may use the space below to explain a response to an Item or to provide any other 

information. 

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FORM ADV 

Schedule R 

Check the box that indicates what you would like to do: 

Submit a new Schedule R 

Submit an initial Schedule R 

Amend a Schedule R 

Amend an existing Schedule R 

Delete a Schedule R 

Delete an existing Schedule R for a relying adviser that is no longer eligible for SEC 

registration 

Delete an existing Schedule R for a relying adviser that is no longer relying on this umbrella 

registration 

SECTION 1 Identifying Information 

Responses to this Section tell us who you (the relying adviser) are, where you are doing 

business, and how we can contact you. 

A. Your full legal name: 

B. Name under which you primarily conduct your advisory business, if different from 

Section 1.A. above or Item 1.A. of the filing adviser’s Form ADV Part 1A. 

C. List any other business names and the jurisdictions in which you use them. Complete this 

question for each other business name. Add Delete Amend 

Name: Jurisdiction: 

You do not have to include the names or jurisdictions of the filing adviser or other relying 

adviser(s) in response to this Section 1.C. 

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D. If you currently have, or ever had, a number (“CRD Number”) assigned by the FINRA’s 

CRD system or by the IARD system (other than the filing adviser’s CRD number), your 

CRD number: . 

If you do not have a CRD number, skip this Section 1.D. Do not provide the CRD 

number of one of your officers, employees, or affiliates (including the filing adviser). 

E. Principal Office and Place of Business 

Same as the filing adviser. 

(1) Address (do not use a P.O. Box): 

(number and street) 

(city) (state/country) (zip +4/postal code) 

If this address is a private residence, check this box: 

(2) Days of week that you normally conduct business at your principal office and place 

of business: 

Monday - Friday Other: 

Normal business hours at this location: 

(3) Telephone number at this location: 

(area code) (telephone number) 

(4) Facsimile number at this location, if any: 

(area code) (facsimile number) 

F. Mailing address, if different from your principal office and place of business address: 

Same as the filing adviser. 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

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G. Provide your Legal Entity Identifier if you have one: 

A legal entity identifier is a unique number that companies use to identify each other in 

the financial marketplace. You may not have a legal entity identifier. 

H. If you have Central Index Key numbers assigned by the SEC (“CIK Numbers”), all of 

your CIK numbers: 

SECTION 2 

SEC Registration 

Responses to this Section help us (and you) determine whether you are eligible to register with 

the SEC. 

A. To be a relying adviser, you must be independently eligible to register (or remain 

registered) with the SEC. You must check at least one of the Sections 2.A.(1) through 

2.A.(8), below. Part 1A Instruction 2 provides information to help you determine 

whether you may affirmatively respond to each of these items. 

You (the relying adviser): 

(1) are a large advisory firm that either: 

(a) has regulatory assets under management of $100 million (in U.S. dollars) 

or more; or 

(b) has regulatory assets under management of $90 million (in U.S. dollars) or 

more at the time of filing its most recent annual updating amendment and is 

registered with the SEC; 

(2) are a mid-sized advisory firm that has regulatory assets under management of 

$25 million (in U.S. dollars) or more but less than $100 million (in U.S. dollars) 

and you are either: 

(a) not required to be registered as an adviser with the state securities authority 

of the state where you maintain your principal office and place of business; 

or 

(b) not subject to examination by the state securities authority of the state 

where you maintain your principal office and place of business; 

(3) Reserved; 

(4) have your principal office and place of business outside the United States; 

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(5) 

(6) 

(7) 

are a related adviser under rule 203A-2(b) that controls, is controlled by, or is 

under common control with, an investment adviser that is registered with the 

SEC, and your principal office and place of business is the same as the 

registered adviser; 

are an adviser relying on rule 203A-2(c) because you expect to be eligible for 

SEC registration within 120 days; 

If you check this box, you must make both of the representations below: 

I am not registered or required to be registered with the SEC or a state 

securities authority and I have a reasonable expectation that I will be 

eligible to register with the SEC within 120 days after the date my 

registration with the SEC becomes effective. 

By submitting this Form ADV to the SEC, the filing adviser undertakes to 

file an amendment to this umbrella registration to remove this Schedule R 

if, on the 120th day after this application for umbrella registration with 

the SEC becomes effective, I would be prohibited by Section 203A(a) of 

the Advisers Act from registering with the SEC. 

are a multi-state adviser that is required to register in 15 or more states and is 

relying on rule 203A-2(d); 

If this is your initial filing as a relying adviser, you must make both of these 

representations: 

I have reviewed the applicable state and federal laws and have concluded 

that I am required by the laws of 15 or more states to register as an 

investment adviser with the state securities authorities in those states. 

The filing adviser undertakes to file an amendment to this umbrella 

registration to remove this Schedule R if, at the time of the annual 

updating amendment, I would be required by the laws of fewer than 15 

states to register as an investment adviser with the state securities 

authorities of those states. 

If you are submitting your annual updating amendment, you must make this 

representation: 

Within 90 days prior to the date of filing this amendment, I have reviewed 

the applicable state and federal laws and have concluded that I am 

required by the laws of at least 15 states to register as an investment 

adviser with the state securities authorities in those states. 

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(8) have received an SEC order exempting you from the prohibition against 

registration with the SEC. If you check this box, provide the following 

information: 

Application Number: 803- Date of order: 

(mm/dd/yyyy) 

(9) are no longer eligible to remain registered with the SEC. 

SECTION 3 Form of Organization 

A. How are you organized? 

Corporation Sole Proprietorship Limited Liability Partnership (LLP) 

Partnership Limited Liability Company (LLC) Limited Partnership (LP) 

Other (specify): 

B. In what month does your fiscal year end each year? 

C. Under the laws of what state or country are you organized? 

If you are a partnership, provide the name of the state or country under whose laws 

your partnership was formed. 

SECTION 4 Control Persons 

In this Section 4, we ask you to identify each other person that, directly or indirectly, controls 

you. 

A. Direct Owners and Executive Officers 

(1) Section 4.A. asks for information about your direct owners and executive officers. 

(2) Direct Owners and Executive Officers. List below the names of: 

(a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief 

Legal Officer, director and any other individuals with similar status or functions; 

(b) if you are organized as a corporation, each shareholder that is a direct owner of 5% or 

more of a class of your voting securities, unless you are a public reporting company (a 

company subject to Section 12 or 15(d) of the Exchange Act); 

Direct owners include any person that owns, beneficially owns, has the right to vote, or 

has the power to sell or direct the sale of, 5% or more of a class of your voting securities. 

For purposes of this Section 4.A., a person beneficially owns any securities: (i) owned 

by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, 

64 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-inlaw, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 

days, through the exercise of any option, warrant, or right to purchase the security. 

(c) if you are organized as a partnership, all general partners and those limited and special 

partners that have the right to receive upon dissolution, or have contributed, 5% or more 

of your capital; 

(d) in the case of a trust that directly owns 5% or more of a class of your voting securities, or 

that has the right to receive upon dissolution, or has contributed, 5% or more of your 

capital, the trust and each trustee; and 

(e) if you are organized as a limited liability company (“LLC”), (i) those members that have 

the right to receive upon dissolution, or have contributed, 5% or more of your capital, and 

(ii) if managed by elected managers, all elected managers. 

(3) Do you have any indirect owners to be reported in Section 4.B. below? Yes No 

(4) In the DE/FE/I column below, enter “DE” if the owner is a domestic entity, “FE” if the 

owner is an entity incorporated or domiciled in a foreign country, or “I” if the owner or 

executive officer is an individual. 

(5) Complete the Title or Status column by entering board/management titles; status as partner, 

trustee, sole proprietor, elected manager, shareholder, or member; and for shareholders or 

members, the class of securities owned (if more than one is issued). 

(6) Ownership codes are: NA - less than 5% C - 25% but less than 50% 

A - 5% but less than 10% D - 50% but less than 75% 

B - 10% but less than 25% E - 75% or more 

(7) (a) In the Control Person column, enter “Yes” if the person has control as defined in the 

Glossary of Terms to Form ADV, and enter “No” if the person does not have control. 

Note that under this definition, most executive officers and all 25% owners, general 

partners, elected managers, and trustees are control persons. 

(b) In the PR column, enter “PR” if the owner is a public reporting company under Sections 

12 or 15(d) of the Exchange Act. 

(c) Complete each column. 

Check this box if you are filing this Form ADV through the IARD system and want the 

IARD system to pre-fill the chart below with the same direct owners and executive officers 

you have provided in Schedule A for your filing adviser. If you check the box, the system 

will pre-fill these fields for you, but you will be able to manually edit the information after it 

is pre-filled and before you submit your filing. 

65 
 

 

 

 

 

 

 

 

 

 

FULL 

LEGAL 

NAME 

(Individuals 

: Last 

Name, First 

Name, 

Middle 

Name) 

DE/ 

FE/I 

Title or 

Status 

Date 

Title or 

Status 

Acquired 

MM/YY 

YY 

Ownership 

Code 

Control 

Person 

PR 

CRD No. 

If None: 

S.S. No. 

and Date 

of Birth, 

IRS Tax 

No. or 

Employer 

ID No. 

| | 

| | 

| | 

| | 

| | 

B. Indirect Owners 

(1) Section 4.B. asks for information about your indirect owners; you must first complete 

Section 4.A., which asks for information about your direct owners. 

(2) Indirect Owners. With respect to each owner listed in Section 4.A. (except individual 

owners), list below: 

(a) in the case of an owner that is a corporation, each of its shareholders that beneficially 

owns, has the right to vote, or has the power to sell or direct the sale of, 25% or more of a 

class of a voting security of that corporation; 

For purposes of this Section, a person beneficially owns any securities: (i) owned by 

his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, 

mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-inlaw, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 

days, through the exercise of any option, warrant, or right to purchase the security. 

(b) in the case of an owner that is a partnership, all general partners and those limited and 

special partners that have the right to receive upon dissolution, or have contributed, 25% 

or more of the partnership’s capital; 

(c) in the case of an owner that is a trust, the trust and each trustee; and 

(d) in the case of an owner that is a limited liability company (“LLC”), (i) those members 

that have the right to receive upon dissolution, or have contributed, 25% or more of the 

LLC’s capital, and (ii) if managed by elected managers, all elected managers. 

66 
 

 

 

 

 

 

 

 

 

 

 

 

 

(3) Continue up the chain of ownership listing all 25% owners at each level. Once a public 

reporting company (a company subject to Sections 12 or 15(d) of the Exchange Act) is 

reached, no further ownership information need be given. 

(4) In the DE/FE/I column below, enter “DE” if the owner is a domestic entity, “FE” if the 

owner is an entity incorporated or domiciled in a foreign country, or “I” if the owner is an 

individual. 

(5) Complete the Status column by entering the owner’s status as partner, trustee, elected 

manager, shareholder, or member; and for shareholders or members, the class of securities 

owned (if more than one is issued). 

(6) Ownership codes are: C - 25% but less than 50% D - 50% but less than 75% 

E - 75% or more F - Other (general partner, trustee, or 

elected manager) 

(7) (a) In the Control Person column, enter “Yes” if the person has control as defined in the 

Glossary of Terms to Form ADV, and enter “No” if the person does not have control. 

Note that under this definition, most executive officers and all 25% owners, general 

partners, elected managers, and trustees are control persons. 

(b) In the PR column, enter “PR” if the owner is a public reporting company under Sections 

12 or 15(d) of the Exchange Act. 

(c) Complete each column. 

Check this box if you are filing this Form ADV through the IARD system and want the 

IARD system to pre-fill the chart below with the same indirect owners you have provided in 

Schedule B for your filing adviser. If you check the box, the system will pre-fill these fields 

for you, but you will be able to manually edit the information after it is pre-filled and before 

you submit your filing. 

FULL 

LEGAL 

NAME 

(Individuals 

: Last 

Name, First 

Name, 

Middle 

Name) 

DE/ 

FE/I 

Entity in 

Which 

Interest is 

Owned 

Status Date 

Status 

Acquired 

MM/ 

YYYY 

Ownership 

Code 

Control 

Person 

PR 

CRD No. If 

None: S.S. 

No. and 

Date of 

Birth, IRS 

Tax No. or 

Employer 

ID No. 

| | 

| | 

| | 

| | 

| | 

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C. Does any person not named in Section 1.A., Section 4.A., or Section 4.B. directly or 

indirectly, control your management or policies? Yes No 

If yes, you must complete the information below for each control person not named in Section 

1.A., Section 4.A., or Section 4.B. that directly or indirectly controls your management or 

policies. 

Check only one box: Add Delete Amend 

(1) Firm or Organization Name: 

(2) CRD Number (if any): _ 

Termination Date: 

mm/dd/yyyy 

Effective Date: 

mm/dd/yyyy 

(3) Business Address: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(4) Individual Name (if applicable) (Last, First, Middle): 

(5) CRD Number (if any): _ Effective Date: 

mm/dd/yyyy 

Termination Date: 

mm/dd/yyyy 

(6) Business Address: 

(number and street) 

(city) (state/country) (zip+4/postal code) 

If this address is a private residence, check this box: 

(7) Briefly describe the nature of the control: 

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D. If any person named in Section 4.A., Section 4.B., or Section 4.C. is a public reporting 

company under Sections 12 or 15(d) of the Securities Exchange Act of 1934, complete the 

information below (you must complete this information for each public reporting company). 

Check only one box: Add Delete Amend 

(1) Full legal name of the public reporting company:_ 

(2) The public reporting company’s CIK number (Central Index Key number that the SEC 

assigns to each reporting company): 

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CRIMINAL DISCLOSURE REPORTING PAGE (ADV) 

GENERAL INSTRUCTIONS 

This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED response 

used to report details for affirmative responses to Items 11.A. or 11.B. of Form ADV. 

Check item(s) being responded to: 11.A(1) 11.A(2) 11.B(1) 11.B(2) 

Use a separate DRP for each event or proceeding. The same event or proceeding may be 

reported for more than one person or entity using one DRP. File with a completed Execution 

Page. 

Multiple counts of the same charge arising out of the same event(s) should be reported on the 

same DRP. Unrelated criminal actions, including separate cases arising out of the same event, 

must be reported on separate DRPs. Use this DRP to report all charges arising out of the same 

event. One event may result in more than one affirmative answer to the items listed above. 

PART I 

A. The person(s) or entity(ies) for whom this DRP is being filed is (are): 

You (the advisory firm) 

You and one or more of your advisory affiliates 

One or more of your advisory affiliates 

If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate 

below (for individuals, Last name, First name, Middle name). 

If the advisory affiliate has a CRD number, provide that number. If not, indicate “nonregistered” by checking the appropriate box. 

Your Name Your CRD Number 

ADV DRP - ADVISORY AFFILIATE 

CRD Number This advisory affiliate is a firm an individual 

Registered: Yes No 

Name (For individuals, Last, First, Middle) 

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This DRP should be removed from the ADV record because the advisory affiliate(s) is no 

longer associated with the adviser. 

This DRP should be removed from the ADV record because: (1) the event or proceeding 

occurred more than ten years ago or (2) the adviser is registered or applying for 

registration with the SEC or reporting as an exempt reporting adviser with the SEC and 

the event was resolved in the adviser’s or advisory affiliate’s favor. 

This DRP should be removed from the ADV record because it was filed in error, such as 

due to a clerical or data-entry mistake. Explain the circumstances: 

B. If the advisory affiliate is registered through the IARD system or CRD system, has the 

advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to the IARD or CRD for 

the event? If the answer is “Yes,” no other information on this DRP must be provided. 

Yes No 

NOTE: The completion of this form does not relieve the advisory affiliate of its obligation 

to update its IARD or CRD records. 

PART II 

1. If charge(s) were brought against an organization over which you or an advisory affiliate 

exercise(d) control: Enter organization name, whether or not the organization was an 

investment-related business and your or the advisory affiliate’s position, title, or relationship. 

2. Formal Charge(s) were brought in: (include name of Federal, Military, State or Foreign 

Court, Location of Court - City or County and State or Country, Docket/Case number). 

3. Event Disclosure Detail (Use this for both organizational and individual charges.) 

A. Date First Charged (MM/DD/YYYY): Exact Explanation 

If not exact, provide explanation: 

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B. Event Disclosure Detail (include Charge(s)/Charge Description(s), and for each charge 

provide: (1) number of counts, (2) felony or misdemeanor, (3) plea for each charge, and 

(4) product type if charge is investment-related. 

C. Did any of the Charge(s) within the Event involve a felony? Yes No 

D. Current status of the Event? Pending On Appeal Final 

E. Event Status Date (complete unless status is Pending) (MM/DD/YYYY): 

Exact Explanation 

If not exact, provide explanation: 

4. Disposition Disclosure Detail: Include for each charge (a) Disposition Type (e.g., convicted, 

acquitted, dismissed, pretrial, etc.), (b) Date, (c) Sentence/Penalty, (d) Duration (if sentencesuspension, probation, etc.), (e) Start Date of Penalty, (f) Penalty/Fine Amount, and (g) Date 

Paid. 

5. Provide a brief summary of circumstances leading to the charge(s) as well as the disposition. 

Include the relevant dates when the conduct which was the subject of the charge(s) occurred. 

(Your response must fit within the space provided.) 

72 
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REGULATORY ACTION DISCLOSURE REPORTING PAGE (ADV) 

GENERAL INSTRUCTIONS 

This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED 

response used to report details for affirmative responses to Items 11.C., 11.D., 11.E., 11.F. or 

11.G. of Form ADV. 

Check item(s) being responded to: 

11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5) 

11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5) 

11.E(1) 11.E(2) 11.E(3) 11.E(4) 

11.F. 11.G. 

Use a separate DRP for each event or proceeding. The same event or proceeding may be 

reported for more than one person or entity using one DRP. File with a completed Execution 

Page. 

One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 

11.G. Use only one DRP to report details related to the same event. If an event gives rise to 

actions by more than one regulator, provide details for each action on a separate DRP. 

PART I 

A. The person(s) or entity(ies) for whom this DRP is being filed is (are): 

You (the advisory firm) 

You and one or more of your advisory affiliates 

One or more of your advisory affiliates 

If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate 

below (for individuals, Last name, First name, Middle name). 

If the advisory affiliate has a CRD number, provide that number. If not, indicate “nonregistered” by checking the appropriate box. 

Your Name Your CRD Number 

ADV DRP - ADVISORY AFFILIATE 

CRD Number This advisory affiliate is a firm an individual 

Registered: Yes No 

Name (For individuals, Last, First, Middle) 

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This DRP should be removed from the ADV record because the advisory affiliate(s) is no 

longer associated with the adviser. 

This DRP should be removed from the ADV record because: (1) the event or proceeding 

occurred more than ten years ago or (2) the adviser is registered or applying for 

registration with the SEC or reporting as an exempt reporting adviser with the SEC and 

the event was resolved in the adviser’s or advisory affiliate’s favor. 

If you are registered or registering with a state securities authority, you may remove a DRP 

for an event you reported only in response to Item 11.D(4), and only if that event occurred 

more than ten years ago. If you are registered or registering with the SEC, you may remove a 

DRP for any event listed in Item 11 that occurred more than ten years ago. 

This DRP should be removed from the ADV record because it was filed in error, such as 

due to a clerical or data-entry mistake. Explain the circumstances: 

B. If the advisory affiliate is registered through the IARD system or CRD system, has the 

advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to the IARD or CRD for 

the event? If the answer is “Yes,” no other information on this DRP must be provided. 

Yes No 

NOTE: The completion of this form does not relieve the advisory affiliate of its obligation 

to update its IARD or CRD records. 

PART II 

1. Regulatory Action initiated by: 

SEC Other Federal State SRO Foreign 

(Full name of regulator, foreign financial regulatory authority, federal, state or SRO) 

2. Principal Sanction (check appropriate item): 

Civil and Administrative Penalty(ies)/Fine(s) Disgorgement Restitution 

Bar Expulsion Revocation 

Cease and Desist Injunction Suspension 

Censure Prohibition Undertaking 

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Denial Reprimand Other 

Other Sanctions: 

3. Date Initiated (MM/DD/YYYY): Exact Explanation 

If not exact, provide explanation: 

4. Docket/Case Number: 

5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action 

(if applicable): 

6. Principal Product Type (check appropriate item): 

Annuity(ies) - Fixed Derivative(s) Investment Contract(s) 

Annuity(ies) - Variable Direct Investment(s) - Money Market Fund(s) 

DPP and LP Interest(s) 

CD(s) Equity - OTC Mutual Fund(s) 

Commodity Option(s) Equity Listed (Common & No Product 

Preferred Stock) 

Debt - Asset Backed Futures - Commodity Options 

Debt - Corporate Futures - Financial Penny Stock(s) 

Debt - Government Index Option(s) Unit Investment Trust(s) 

Debt - Municipal Insurance 

Other Product Types: 

Other 

7. Describe the allegations related to this regulatory action (your response must fit within the 

space provided): 

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8. Current status? Pending On Appeal Final 

9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date 

Appeal Filed: 

If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only. 

10. How was matter resolved (check appropriate item): 

Acceptance, Waiver & Consent (AWC) Dismissed Vacated 

Consent Order Withdrawn 

Decision Settled Other _ 

Decision & Order of Offer of Settlement Stipulation and Consent 

11. Resolution Date (MM/DD/YYYY): Exact Explanation 

If not exact, provide explanation: 

12. Resolution Detail: 

A. Were any of the following Sanctions Ordered (check all appropriate items)? 

Monetary/Fine Revocation/Expulsion/Denial Disgorgement/Restitution 

Amount: $ Censure Cease and Desist/Injunction Bar 

Suspension 

B. Other Sanctions Ordered: 

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Sanction detail: if suspended, enjoined or barred, provide duration including start date and 

capacities affected (General Securities Principal, Financial Operations Principal, etc.). If 

requalification by exam/retraining was a condition of the sanction, provide length of time 

given to requalify/retrain, type of exam required and whether condition has been satisfied. If 

disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, 

provide total amount, portion levied against you or an advisory affiliate, date paid and if any 

portion of penalty was waived: 

13. Provide a brief summary of details related to the action status and (or) disposition and 

include relevant terms, conditions and dates (your response must fit within the space 

provided). 

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CIVIL JUDICIAL ACTION DISCLOSURE REPORTING PAGE (ADV) 

GENERAL INSTRUCTIONS 

This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED 

response used to report details for affirmative responses to Item 11.H. of Part 1A and Item 2.F. 

of Part 1B of Form ADV. 

Check Part 1A item(s) being responded to: 

Check Part 1B item(s) being responded to: 

11.H(1)(a) 

11.H(2) 

2.F(1) 

2.F(4) 

11.H(1)(b) 

2.F(2) 

2.F(5) 

11.H(1)(c) 

2.F(3) 

Use a separate DRP for each event or proceeding. The same event or proceeding may be 

reported for more than one person or entity using one DRP. File with a completed Execution 

Page. 

One event may result in more than one affirmative answer to Item 11.H. of Part 1A or Item 2.F. 

of Part 1B. Use only one DRP to report details related to the same event. Unrelated civil 

judicial actions must be reported on separate DRPs. 

PART I 

A. The person(s) or entity(ies) for whom this DRP is being filed is (are): 

You (the advisory firm) 

You and one or more of your advisory affiliates 

One or more of your advisory affiliates 

If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate 

below (for individuals, Last name, First name, Middle name). 

If the advisory affiliate has a CRD number, provide that number. If not, indicate “nonregistered” by checking the appropriate box. 

Your Name Your CRD Number 

ADV DRP - ADVISORY AFFILIATE 

CRD Number This advisory affiliate is a firm an individual 

Registered: Yes No 

Name (For individuals, Last, First, Middle) 

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This DRP should be removed from the ADV record because the advisory affiliate(s) is no 

longer associated with the adviser. 

This DRP should be removed from the ADV record because: (1) the event or proceeding 

occurred more than ten years ago or (2) the adviser is registered or applying for 

registration with the SEC or reporting as an exempt reporting adviser with the SEC and 

the event was resolved in the adviser’s or advisory affiliate’s favor. 

If you are registered or registering with a state securities authority, you may remove a DRP 

for an event you reported only in response to Item 11.H.(1)(a), and only if that event 

occurred more than ten years ago. If you are registered or registering with the SEC, you may 

remove a DRP for any event listed in Item 11 that occurred more than ten years ago. 

This DRP should be removed from the ADV record because it was filed in error, such as 

due to a clerical or data-entry mistake. Explain the circumstances: 

B. If the advisory affiliate is registered through the IARD system or CRD system, has the 

advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to the IARD or CRD for 

the event? If the answer is “Yes,” no other information on this DRP must be provided. 

Yes No

NOTE: The completion of this form does not relieve the advisory affiliate of its obligation 

to update its IARD or CRD records. 

PART II 

1. Court Action initiated by: (Name of regulator, foreign financial regulatory authority, SRO, 

commodities exchange, agency, firm, private plaintiff, etc.) 

2. Principal Relief Sought (check appropriate item): 

Cease and Desist Disgorgement Money Damages Restraining Order 

(Private/Civil 

Complaint) 

Civil Penalty(ies) Injunction Restitution Other 

/Fine(s) 

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Other Relief Sought: 

3. Filing Date of Court Action (MM/DD/YYYY): 

 

 

 

 

 

 

 

 

Exact Explanation 

If not exact, provide explanation: 

4. Principal Product Type (check appropriate item): 

Annuity(ies) - Fixed Derivative(s) Investment Contract(s) 

Annuity(ies) - Variable Direct Investment(s) - Money Market Fund(s) 

DPP and LP Interest(s) 

CD(s) Equity - OTC Mutual Fund(s) 

Commodity Option(s) Equity Listed (Common & No Product 

Preferred Stock) 

Debt - Asset Backed Futures - Commodity Options 

Debt - Corporate Futures - Financial Penny Stock(s) 

Debt - Government Index Option(s) Unit Investment Trust(s) 

Debt - Municipal Insurance Other 

Other Product Types: 

5. Formal Action was brought in (include name of Federal, State or Foreign Court, Location of 

Court - City or County and State or Country, Docket/Case Number): 

6. Advisory Affiliate Employing Firm when activity occurred which led to the civil judicial 

action (if applicable): 

7. Describe the allegations related to this civil action (your response must fit within the space 

provided): 

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8. Current status? Pending On Appeal Final 

9. If on appeal, action appealed to (provide name of court) and Date Appeal Filed 

(MM/DD/YYYY): 

10. If pending, date notice/process was served (MM/DD/YYYY): Exact 

Explanation 

If not exact, provide explanation: 

If Final or On Appeal, complete all items below. For Pending Actions, complete Item 14 only. 

11. How was matter resolved (check appropriate item): 

Consent Judgment Rendered 

Dismissed Opinion Withdrawn Other _ 

Settled 

12. Resolution Date (MM/DD/YYYY): Exact Explanation 

If not exact, provide explanation: 

13. Resolution Detail: 

A. Were any of the following Sanctions Ordered or Relief Granted (check appropriate 

items)? 

Monetary/Fine Revocation/Expulsion/Denial Disgorgement/Restitution 

Amount: $ Censure Cease and Desist/Injunction Bar 

Suspension 

B. Other Sanctions: 

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C. Sanction detail: if suspended, enjoined or barred, provide duration including start date 

and capacities affected (General Securities Principal, Financial Operations Principal, 

etc.). If requalification by exam/retraining was a condition of the sanction, provide 

length of time given to requalify/retrain, type of exam required and whether condition 

has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement, or 

monetary compensation, provide total amount, portion levied against you or an advisory 

affiliate, date paid and if any portion of penalty was waived: 

14. Provide a brief summary of circumstances related to the action(s), allegation(s), 

disposition(s) and/or finding(s) disclosed above (your response must fit within the space 

provided). 

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